{"id":"geelong-grammars-schools-amalgamations-act-1977","name":"Geelong Grammars Schools Amalgamations Act 1977","slug":"geelong-grammars-schools-amalgamations-act-1977","collection":"act","jurisdiction":"vic","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":173481,"registerId":"vic-geelong-grammars-schools-amalgamations-act-1977-current","compilationNumber":null,"startDate":"2026-04-05","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"Geelong Grammars Schools Amalgamations Act 1977","content":"Victorian Legislation and Parliamentary Documentsi\nVersion No. 001\nGeelong Grammars Schools Amalgamations\nAct 1977\nAct No. 8994/1977\nVersion as at 20 October 1999\nTABLE OF PROVISIONS\nSection Page\n1. Short title, commencement and Division into Parts 3\n2. Definitions 4\nPART 1—AMALGAMATION OF CLYDE AND GEELONG\nGRAMMAR 6\n3. Definition 6\n4. Validation of Agreement 6\n5. Validation of appointment and acts of custodian trustees,\ntrustees and special trustees 6\n6. Transfer of property etc. of Clyde to Geelong Grammar 6\n7. Provisions as to special trusts 10\n8. Sale of property of Clyde at Woodend 10\nPART 2—AMALGAMATION OF THE HERMITAGE AND\nGEELONG GRAMMAR 13\n9. Definition 13\n10. Validation of Agreement 13\n11. Transfer of property of Hermitage to Geelong Grammar 13\n12. Effect of transfer of property 13\nPART 3—GENERAL 16\n13. Saving of certain trusts, donations, bequests and scholarships 16\n14. Act to have precedence over inconsistent instruments and\nlaws 18\n__________________\nSCHEDULES 19\nSCHEDULE 1—Agreement relating to amalgamation of Geelong\nChurch of England Grammar School and Clyde\nSchool 19\n\nVictorian Legislation and Parliamentary DocumentsSection Page\nii\nSCHEDULE 2—Agreement relating to amalgamation of Geelong\nChurch of England Grammar School and Geelong\nChurch of England Girls Grammar School 25\n═══════════════\nENDNOTES 31\n1. General Information 31\n2. Table of Amendments 32\n3. Explanatory Details 33\n\nVictorian Legislation and Parliamentary Documents1\nVersion No. 001\nGeelong Grammars Schools Amalgamations\nAct 1977\nAct No. 8994/1977\nVersion as at 20 October 1999\nAn Act to make Provision with respect to the Amalgamation of\nClyde School and Geelong Church of England Girls' Grammar\nSchool with Geelong Church of England Grammar School.\nPreamble\nWHEREAS Geelong Church of England Grammar\nSchool (hereinafter called \"Geelong Grammar\") is\na company limited by guarantee incorporated\nunder the Companies Act 1961 and conducts a\nschool for boys and girls at Highton and Corio,\nGeelong and elsewhere:\nAND WHEREAS Clyde School (hereinafter called\n\"Clyde\") is a company limited by shares\nincorporated under the Companies Act 1915 and\nuntil the end of the year 1975 conducted a school\nfor girls at Braemar, Woodend:\nAND WHEREAS it has been proposed that the\nschools conducted by Clyde and Geelong\nGrammar should be amalgamated in accordance\nwith the Agreement set out in Schedule 1:\nAND WHEREAS in furtherance of the proposed\namalgamation C.B.A. Nominees Limited and\nClarence Keith Taylor (hereinafter called the\n\"custodian trustees\") have purported to transfer to\npersons nominated by Geelong Grammar certain\nshares in Clyde registered in their names and held\nby them as nominees for the trustees of a trust deed\ndated the 31st day of May, 1921 and known as the\nClyde Girls' Grammar School Trust Deed 1921\n(hereinafter called \"the Trust Deed\"):\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n2\nAND WHEREAS the trustees of the Trust Deed\nhave in reliance upon the Trust Deed purported to\ntransfer to Geelong Grammar all the property\nvested in them as such trustees and to retire after\nappointing persons nominated by Geelong\nGrammar to act in their place:\nAND WHEREAS the trustees of the trusts relating\nto certain funds administered in connexion with the\nschool conducted by Clyde, namely the Clyde\nSchool Building and Maintenance Fund, the Moira\nKimpton Memorial Library Fund, the Nancy\nLaidlaw Educational Trust and the Lytton Stephens\nScholarship Fund (hereinafter called \"the special\ntrusts\") have purported to appoint persons\nnominated by Geelong Grammar to act as trustees\nof the special trusts:\nAND WHEREAS Geelong Church of England\nGirls' Grammar School (hereinafter called \"the\nHermitage\") is an unincorporated association the\ngoverning body of which is a council and until the\nend of the year 1975 conducted a school for girls at\nHighton, Geelong:\nAND WHEREAS it has been proposed that the\nschools conducted by the Hermitage and Geelong\nGrammar should be amalgamated in accordance\nwith the Agreement set out in Schedule 2:\nAND WHEREAS in furtherance of the proposed\namalgamation the council of the Hermitage and the\nChurch of England Trust Corporation for the\nDiocese of Melbourne established under the Act\nNo. 797 (hereinafter called \"the Trust\nCorporation\") have purported to transfer to\nGeelong Grammar the property vested in them and\nused in connexion with the operation of the school\nconducted by the Hermitage:\nPreamble\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n3\nAND WHEREAS doubts have arisen as to—\n(a) the validity of the appointment of the custodian\ntrustees and the persons who have from time to time\nacted as trustees of the Trust Deed and of the special\ntrusts and of the acts of those persons;\n(b) the power of Geelong Grammar to apply the property\ntransferred to it as hereinbefore mentioned for the\nbenefit of the school conducted by it and the power of\nthe trustees of the special trusts to apply the property\nsubject to those trusts for the benefit of that school;\nand\n(c) the validity of the Agreements set out in Schedule 1\nand Schedule 2:\nAND WHEREAS it is expedient to make\nprovision—\n(a) for the winding up of Clyde and the dissolution of the\nHermitage;\n(b) for the application of the property hereinbefore\nmentioned and the property subject to certain trusts\ndonations gifts and bequests; and\n(c) for certain other matters in connexion with the\nproposed amalgamation—\nas hereinafter enacted:\nBE IT THEREFORE ENACTED by the Queen's Most\nExcellent Majesty by and with the advice and consent of the\nLegislative Council and the Legislative Assembly of Victoria\nin this present Parliament assembled and by the authority of\nthe same as follows (that is to say):\n1. Short title, commencement and Division into Parts\n(1) This Act may be cited as the Geelong Grammar\nSchools Amalgamations Act 1977.\n(2) This Act shall come into operation on the day on\nwhich it receives the Royal Assent.\ns. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n4\n(3) This Act is divided into Parts as follows:\nPart I— Amalgamation of Clyde and Geelong\nGrammar ss 3–8.\nPart II— Amalgamation of the Hermitage and\nGeelong Grammar ss 9–12.\nPart III—General ss 13, 14.\n2. Definitions\n(1) In this Act unless inconsistent with the context or\nsubject-matter—\n\"Clyde\" means Clyde School;\n\"custodian trustees\" means C.B.A. Nominees\nLimited and Clarence Keith Taylor in the\nnominee capacity referred to in the preamble\nto this Act;\n\"Geelong Grammar\" means Geelong Church of\nEngland Grammar School;\n\"Hermitage\" means the Geelong Church of\nEngland Girls' Grammar School;\n\"land\" includes all real estate messuages\ntenements lands and hereditaments of any\ntenure and any right easement power or\nprivilege over or affecting land;\n\"liabilities\" means duties and obligations of\nevery description and includes contingent\nliabilities;\n\"property\" includes any thing in action and any\ninterest in real or personal property;\n\"special trustees\" means the trustees of the\nspecial trusts;\ns. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n5\n\"special trusts\" means trusts relating to the\nfollowing funds—\nthe Clyde School Building and Maintenance\nFund;\nthe Moira Kimpton Memorial Library Fund;\nthe Nancy Laidlaw Educational Trust; and\nthe Lytton Stephens Scholarship Fund;\n\"Trust Corporation\" means the Church of\nEngland Trust Corporation for the Diocese\nof Melbourne;\n\"Trust Deed\" means the Clyde Girls' Grammar\nSchool Trust Deed 1921;\n\"trustees\" means the trustees of the Trust Deed;\n\"will\" includes a codicil and any other\ntestamentary disposition.\n(2) In this Act—\n(a) any reference to the council of Clyde is a\nreference to the council constituted by the\nArticles of Association of Clyde;\n(b) any reference to the council of the Hermitage\nis a reference to the governing body thereof;\nand\n(c) any reference to the council of Geelong\nGrammar is a reference to the council\nconstituted by the Articles of Association of\nGeelong Grammar.\n_______________\ns. 2\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n6\nPART I—AMALGAMATION OF CLYDE AND GEELONG\nGRAMMAR\n3. Definition\nIn this Part \"Agreement\" means the Agreement a\ncopy of which is set out in Schedule 1.\n4. Validation of Agreement\nThe Agreement is hereby approved validated and\nratified except insofar as it is inconsistent with\nthis Act.\n5. Validation of appointment and acts of custodian\ntrustees, trustees and special trustees\n(1) The custodian trustees and the persons who were\nnominated by Geelong Grammar and appointed to\nbe trustees and special trustees as recited in the\npreamble to this Act and all other persons who\nhave at any time before the commencement of this\nAct acted as trustees or special trustees shall be\ndeemed to have been duly appointed.\n(2) All acts of the persons referred to in sub-section\n(1) done before the commencement of this Act\nwhich purported to have been done in exercise of\nthe powers and functions of custodian trustees,\ntrustees or special trustees shall be deemed to\nhave been acts done in the due and proper exercise\nof those powers and functions and shall not be\ncalled in question or challenged in any proceeding\nin any court whatsoever.\n6. Transfer of property etc. of Clyde to Geelong\nGrammar\n(1) The transfer by the custodian trustees to Geelong\nGrammar of the shares in Clyde registered in their\nnames is hereby validated.\ns. 3\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n7\n(2) On and from the transfer of the shares referred to\nin sub-section (1)—\n(a) all the shares in Clyde remaining\nuntransferred shall be deemed to be and to\nhave been transferred to Geelong Grammar;\n(b) Geelong Grammar shall have in relation to\nthe shares deemed to have been transferred\npursuant to paragraph (a) all the rights\npowers duties and obligations conferred or\nimposed upon the persons who were\nimmediately before the transfer the holders\nthereof and Geelong Grammar shall be and\nbecome the successor in law of those\nholders; and\n(c) the rights of the former holders of the shares\nreferred to in paragraph (a) and of any other\npersons in relation thereto shall be absolutely\nextinguished.\n(3) Every transfer of property made by the trustees to\nGeelong Grammar is hereby validated.\n(4) Geelong Grammar shall apply the property to\nwhich this section relates for the benefit of the\nschool conducted by Geelong Grammar and in\nparticular but without in any way limiting the\ngenerality of the foregoing in or towards—\n(a) acquiring sites for buildings or grounds for\nrecreation at or near the school;\n(b) erecting or fitting out new school houses\nchapels hospitals halls or buildings or\nrestoring altering enlarging maintaining\nfitting out or extending the existing buildings\nof the school and laying out or improving\nrecreational grounds courts lawns and\ngreens;\ns. 6\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n8\n(c) providing maintaining or improving the\nequipment fittings furniture and apparatus of\nthe school;\n(d) establishing scholarships and prizes (whether\nin competition among pupils of the school or\nfor other boys or girls or boys and girls, on\ncondition that they become pupils of the\nschool);\n(e) providing increasing or contributing towards\nthe salaries of and relief of teachers matrons\nsecretaries clerks and other officers or\nservants of the school; and\n(f) generally providing for the maintenance or\nfurtherance of education at the school.\n(5) As from the time at which any property referred to\nin sub-sections (1), (2) and (3) was transferred or\ndeemed to have been transferred to Geelong\nGrammar—\n(a) Geelong Grammar shall be deemed to have\nassumed responsibility for all liabilities\nwhich were immediately before that time\nbinding upon the persons making or deemed\nto make the transfer in relation to that\nproperty and any claim action proceeding or\nother step in relation thereto may be brought\ntaken made or enforced against Geelong\nGrammar;\n(b) the trustees and the custodian trustees shall\nseverally be discharged from all liability in\nrelation to that property;\n(c) Geelong Grammar shall in relation to that\nproperty be deemed to have become the\nsuccessor in law of the trustees or of the\ncustodian trustees;\ns. 6\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n9\n(d) all contracts agreements deeds bonds or\nother instruments lawfully entered into or\nmade and subsisting immediately before that\ntime in relation to that property or the\nadministration of that property shall be as\nbinding and of as full force and effect against\nor in favour of Geelong Grammar and may\nbe enforced as fully and effectually as if\ninstead of the trustees or the custodian\ntrustees (as the case may be) Geelong\nGrammar had been a party thereto;\n(e) any action arbitration or proceeding and any\ncause of action which was immediately\nbefore that time pending or existing by or in\nfavour of or against the trustees or the\ncustodian trustees in relation to that property\nshall not be abated is continued or\nprejudicially affected by reason of the\nprovisions of this Act but may be prosecuted\ncontinued or enforced by against or in favour\nof Geelong Grammar in the same manner in\nwhich it might have been prosecuted\ncontinued or enforced by against or in favour\nof the trustees or the custodian trustees if this\nAct had not been enacted; and\n(f) all acts matters and things of a continuing\nnature made done or commenced by or on\nbehalf of the trustees or the custodian\ntrustees before that time which have any\nforce or effect or are capable of acquiring\nany force or effect shall be deemed to have\nbeen made done or commenced by or in\nrelation to Geelong Grammar and shall have\neffect and may be continued or completed by\nor in relation to Geelong Grammar\naccordingly.\ns. 6\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n10\n7. Provisions as to special trusts\nThe following provisions shall apply to and with\nrespect to the special trusts—\n(a) the special trustees are hereby discharged\nfrom any obligation (whether under the\ninstrument creating the special trust or\notherwise) to apply the property and funds\nvested in them as special trustees for or in\nconnexion with the operation of the school\nconducted by Clyde; and\n(b) the special trustees are hereby authorized and\ndirected to apply the property and funds\nvested in them as special trustees for or in\nconnexion with the operation of the school\nconducted by Geelong Grammar and the\ninstruments constituting the special trusts\nshall with such modifications as are\nnecessary be read and construed accordingly.\n8. Sale of property of Clyde at Woodend\n(1) Clyde is hereby authorized—\n(a) to sell the lands and buildings situated at\nBraemar, Woodend and all other property\nvested in or belonging to Clyde; and\n(b) to apply the proceeds of sale for or towards\nthe satisfaction of the liabilities of Clyde and\nto apply any moneys remaining after those\nliabilities have been satisfied for the benefit\nof Geelong Grammar in accordance with the\nAgreement.\n(2) Upon a day to be fixed by proclamation of the\nGovernor in Council published in the Government\nGazette (being a day after the completion of the\nsale and transfer of the property referred to in sub-\nsection (1)) 1 —\ns. 7\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n11\n(a) Clyde shall be dissolved;\n(b) Geelong Grammar shall become in all\nrespects the successor in law of Clyde;\n(c) Geelong Grammar shall have all the rights\npowers duties and obligations which were\nimmediately before the proclaimed day\nconferred or imposed upon Clyde;\n(d) all contracts agreements deeds conveyances\nleases licences bonds or other instruments\nmade or entered into by or on behalf of\nClyde and subsisting immediately before the\nproclaimed day shall be as binding and of as\nfull force and effect against or in favour of\nGeelong Grammar, and may be enforced as\nfully and effectually as if instead of Clyde\nGeelong Grammar had been a party thereto;\n(e) any action arbitration or proceeding and any\ncause of action which was immediately\nbefore the proclaimed day pending or\nexisting by or in favour of or against Clyde\nshall not be abated discontinued or\nprejudicially affected by reason of the\nprovisions of this section, but may be\nprosecuted continued or enforced by or\nagainst Geelong Grammar in the same\nmanner in which it might have been\nprosecuted continued or enforced by against\nor in favour of Clyde if this Act had not be\nenacted; and\n(f) all acts matters and things of a continuing\nnature made done or commenced by against\nor in relation to Clyde before the proclaimed\nday which have any force or effect or are\ncapable of acquiring any force or effect shall\nbe deemed to have been made done or\ncommenced by or in relation to Geelong\nGrammar and shall have effect and may be\ns. 8\n\nVictorian Legislation and Parliamentary DocumentsPart I—Amalgamation of Clyde and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n12\ncontinued or completed by or against or in\nrelation to Geelong Grammar.\n_______________\ns. 8\n\nVictorian Legislation and Parliamentary DocumentsPart II—Amalgamation of the Hermitage and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n13\nPART II—AMALGAMATION OF THE HERMITAGE AND\nGEELONG GRAMMAR\n9. Definition\nIn this Part \"Agreement\" means the Agreement a\ncopy of which is set out in Schedule 2.\n10. Validation of Agreement\nThe Agreement is hereby approved validated and\nratified except insofar as it is inconsistent with\nthis Act.\n11. Transfer of property of Hermitage to Geelong\nGrammar\n(1) The council of the Hermitage is hereby authorized\nto transfer to Geelong Grammar all the property\nvested in or held by or belonging to it in\nconnexion with the conduct of the school\nconducted by the Hermitage.\n(2) The Trust Corporation is hereby authorized to\ntransfer to Geelong Grammar all the property\nvested in it and used in connexion with the\nconduct of the school conducted by the\nHermitage.\n12. Effect of transfer of property\nUpon the transfer to Geelong Grammar of any\nproperty mentioned in section 11—\n(a) Geelong Grammar shall assume\nresponsibility for all liabilities which are\nimmediately before the transfer subsisting in\nrelation to that property and any claim action\nproceeding or other step in relation thereto\nmay be brought taken made or enforced\nagainst Geelong Grammar;\ns. 9\n\nVictorian Legislation and Parliamentary DocumentsPart II—Amalgamation of the Hermitage and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n14\n(b) the council of the Hermitage and the Trust\nCorporation shall severally be discharged\nfrom all liabilities in relation to that property;\n(c) the management and administration of any\nproperty which is immediately before the\ntransfer managed and administered by the\ncouncil of the Hermitage shall vest in\nGeelong Grammar;\n(d) the council of the Hermitage shall go out of\noffice and Geelong Grammar shall have the\nrights powers and duties conferred or\nimposed upon the council and shall in all\nrespects be the successor in law of the\ncouncil;\n(e) Geelong Grammar shall in relation to that\nproperty have any rights powers or duties\nand be subject to any liabilities conferred or\nimposed upon the Trust Corporation in\nrelation thereto and shall in relation thereto\nbecome the successor in law of the Trust\nCorporation;\n(f) the Hermitage shall be dissolved;\n(g) Geelong Grammar shall apply that property\nin accordance with the Agreement;\n(h) all contracts agreements deeds bonds and\nother instrument lawfully entered into or\nmade and subsisting immediately before the\ntransfer in relation to that property shall be\nas binding and of as full force and effect in\nall respects against or in favour of Geelong\nGrammar and may be enforced as fully and\neffectually as if instead of the council of the\nHermitage or the Trust Corporation Geelong\nGrammar had been a party thereto;\ns. 12\n\nVictorian Legislation and Parliamentary DocumentsPart II—Amalgamation of the Hermitage and Geelong Grammar\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n15\n(i) any action arbitration or proceeding and any\ncause of action which was immediately\nbefore the transfer pending or existing by or\nin favour of or against the council or\nmembers of the Hermitage or the Trust\nCorporation in relation to that property shall\nnot be abated or discontinued or prejudicially\naffected by reason of the provisions of this\nAct but may be prosecuted continued or\nenforced by against or in favour of Geelong\nGrammar in the same manner in which it\nmight have been prosecuted continued or\nenforced by against or in favour of the\ncouncil or the members of the Hermitage or\nthe Trust Corporation if this Act had not\nbeen enacted; and\n(j) all acts matters and things of a continuing\nnature made done or commenced by or on\nbehalf of the council of the Hermitage or the\nTrust Corporation in relation to that property\nimmediately before the transfer which have\nany force or effect or are capable of\nacquiring any force or effect shall be deemed\nto have been made done or commenced by or\nin relation to or on behalf of Geelong\nGrammar and shall have effect and may be\ncontinued or completed by or in relation to\nor on behalf of Geelong Grammar\naccordingly.\n_______________\ns. 12\n\nVictorian Legislation and Parliamentary DocumentsPart III—General\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n16\nPART III—GENERAL\n13. Saving of certain trusts, donations, bequests and\nscholarships\n(1) Subject to sub-section (2), every donation gift\ndisposition bequest or trust of property real or\npersonal made or declared either before or after\nthe commencement of this Act and whether by\ndeed will or otherwise shall not fail by reason of\nany provision of this Act but shall take effect as\nif—\n(a) any reference therein to Clyde or the\nHermitage were a reference to Geelong\nGrammar;\n(b) any reference therein to a school conducted\nby Clyde or the Hermitage were a reference\nto a school conducted by Geelong Grammar;\n(c) any reference therein to the council of Clyde\nor of the Hermitage were a reference to the\ncouncil of Geelong Grammar;\n(d) any reference therein to the girls or pupils or\nformer pupils of Clyde or the Hermitage\nincluded a reference to the pupils or former\npupils of Geelong Grammar (as the case may\nbe);\n(e) any reference therein to any committee\noffice holder or teacher member of staff\nofficer or servant of Clyde or the Hermitage\nincluded a reference to the corresponding\ncommittee or the person holding the\ncorresponding office or employed in the like\ncapacity at or in connexion with Geelong\nGrammar;\ns. 13\n\nVictorian Legislation and Parliamentary DocumentsPart III—General\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n17\n(f) any reference therein to any association of\nformer pupils of Clyde or of the Hermitage\nincluded a reference to an association for the\nformer pupils of Geelong Grammar; and\n(g) any reference therein by whatever name to\nany other organization association or body in\nrelation to Clyde or the Hermitage included a\nreference to an association organization or\nbody formed for the like purpose in relation\nto Geelong Grammar.\n(2) Where any fund is vested in any person as trustee\nfor the purpose of providing any bursary\nscholarship or prize for the pupils of the school\nconducted by Clyde or the Hermitage or for\npersons who are to become pupils or to enable\npersons to become pupils or on condition that the\npersons to whom the bursary scholarship or prize\nis awarded become pupils of that school—\n(a) if under the terms of the trust the bursary\nscholarship or prize is capable of being\nawarded to both boys and girls, that trust\nshall not fail by reason of any of the\nprovisions of this Act but the fund shall be\napplied for the purpose of providing the\nbursary scholarship or prize in relation to the\nschool conducted by Geelong Grammar in as\nnearly as possible the same way in which it\nmight have been provided in relation to the\nschool conducted by Clyde or the Hermitage;\nand\n(b) if under the terms of the trust the bursary\nscholarship or prize is capable of being\nawarded only to girls, that trust shall not fail\nby reason of any of the provisions of this Act\nbut the fund shall be applied for the purpose\nof providing the bursary scholarship or prize\nin relation to the school conducted by\ns. 13\n\nVictorian Legislation and Parliamentary DocumentsPart III—General\nGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n18\nGeelong Grammar for the benefit of girls\nonly in as nearly as possible the same way in\nwhich it might have been provided in\nrelation to the school conducted by Clyde or\nthe Hermitage.\n14. Act to have precedence over inconsistent\ninstruments and laws\nThe provisions of this Act shall have effect\nnotwithstanding anything to the contrary in any\ninstrument or in any Act or rule of law.\n__________________\ns. 14\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n19\nSCHEDULES\nSCHEDULE 1\nAGREEMENT RELATING TO AMALGAMATION OF GEELONG\nCHURCH OF ENGLAND GRAMMAR SCHOOL AND CLYDE\nSCHOOL\nTHIS DEED is made the 28th day of December, 1975 between GEELONG\nCHURCH OF ENGLAND GRAMMAR SCHOOL a Company limited by\nguarantee incorporated under the Companies Act 1961 of the State of\nVictoria the registered office of which is situated at Corio (hereinafter called\n\"Geelong Grammar\") of the first part, CLYDE SCHOOL a Company limited\nby shares incorporated under the Companies Act 1915 of the said State the\nregistered office of which is situated at the office of Messrs. Tovell and\nLucas, Charter House, 4 Bank Place Melbourne (hereinafter called \"Clyde\")\nof the second part, SANDFORD SAUL NEVILLE of \"Darriwill Park\"\nBannockburn, CHARLES KELLOW McMILLAN of 93 St. Vincent Place\nSouth Albert Park, CATHERINE ALICE de PLEDGE ALSTON of\n\"Oaklands\" Oaklands Junction, MARY ENGE BAGNALL of 573 Burke\nRoad Camberwell, ELIZABETH ANNE CORDNER of \"Ashmead\"\nGreensborough, IAN DAVID PHIPPS of 7 Como Avenue South Yarra,\nJOHN FREDERICK HONEY POOLMAN of 2 Gahan Court Toorak and\nREGINALD NEIL WALFORD of 8 Wilks Avenue Malvern (hereinafter\ncalled \"the Trustees\") of the third part and C.B.A. NOMINEES LIMITED the\nregistered office of which is situated at 335 Collins Street Melbourne and\nCLARENCE KEITH TAYLOR of Charter House, 4 Bank Place Melbourne\n(hereinafter called \"the Custodian Trustees\") of the fourth part.\nWHEREAS:\nA. Geelong Grammar carries on a school for boys and girls at Corio in the\nState of Victoria and elsewhere in the said State and Clyde presently\ncarries on a school for girls at Woodend in the said State.\nB. Clause 2(a) of the Memorandum of Association of Clyde empowers\nClyde (inter alia) to amalgamate with any person or persons or company\ncarrying on any school or schools.\nC. Clyde desires to exercise the above-mentioned power by amalgamating\nwith Geelong Grammar to form a new combined school at Corio\naforesaid (hereinafter called \"the combined school\") as from the 1st day\nof January 1976.\nD. The Trustees are the Trustees for the time being of the trusts set out and\ndescribed in a Trust Deed dated the 31st day of May 1921 and known as\n\"Clyde Girls Grammar School Trust Deed 1921\".\nSection 3.\nSch. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n20\nE. The authorized capital of Clyde consists of 4000 ordinary shares of $10\neach of which 1513 have been issued.\nF. C.B.A. Nominees Limited is the registered holder of 1461 ordinary shares\nin Clyde under and by virtue of an Indenture dated the 31st day of\nOctober 1963 pursuant to which it holds the said shares as nominee for\nthe Trustees.\nG. Clarence Keith Taylor is the registered holder of one ordinary share in\nClyde under and by virtue of an Indenture dated the 2nd day of June 1967\npursuant to which he holds the said share as nominee for the Trustees.\nH. The several persons whose names are set out in the Schedule hereto are\nregistered as the holders of the remainder of the said issued ordinary\nshares in Clyde but can no longer be traced.\nI. Clause 1 of the said Indentures provides that the Custodian Trustees shall\nhold the said shares as nominees for the Trustees and their duly appointed\nsuccessors and shall apply the said shares and any income thereof towards\nsuch of the purposes mentioned in Clause 6 of the said Trust Deed as the\nTrustees or their duly appointed successors may from time to time in\nwriting direct.\nJ. Clause 8 of the said Trust Deed empowers the Trustees to transfer any\nproperty held by them for the general purposes of the trust to a\ncorporation which shall undertake to apply the same for or towards such\nof the purposes mentioned in Clause 6 of the said Trust Deed as may be\ndetermined by the Trustees.\nK. To effect the said amalgamation the Trustees desire to exercise the power\ngiven to them by the said Clause 8 by directing that the Custodian\nTrustees transfer the shares registered in their names to Geelong\nGrammar.\nNOW THIS DEED WITNESSETH and IT IS HEREBY AGREED as\nfollows:\n1. The Custodian Trustees and Geelong Grammar shall forthwith execute\ntransfers of the shares in Clyde held by the Custodian Trustees to\nGeelong Grammar or its nominees and Clyde shall duly register the\nsame.\n2. Geelong Grammar shall apply the said shares for the benefit of the\ncombined school and more particularly and without limiting the\ngenerality of the foregoing for or towards all or any of the purposes set\nout in sub-clauses 1 to 7 of Clause 6 of the said Trust Deed.\n3. Geelong Grammar shall build a suitable residential complex for senior\ngirls at Corio to be called Clyde House for the purpose of housing pupils\nand prospective pupils of Clyde School and pupils of the combined\nschool.\nSch. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n21\n4. Clyde shall sell all of its property at Woodend as soon as practicable and\nshall be assisted in its endeavours to do so by Geelong Grammar\nprovided however that Clyde shall not negotiate any sales without the\nsale price, the terms for payment and the purchaser being first approved\nby Geelong Grammar.\n5. (1) The proceeds of the sale of Clyde's property at Woodend after\npayment of all expenses incurred by and associated with the sale\nshall be used—\n(a) first in the payment of the liabilities of Clyde;\n(b) secondly in the reimbursement to Geelong Grammar of any\nliabilities of Clyde which it may have paid and interest on the\namount so paid from the time of payment until the time of the\nreceipt of such proceeds;\n(c) thirdly in the setting up and erection of a residential complex at\nGeelong Grammar School, Corio, consisting of units each to\nhouse approximately sixteen girls and an administration block\nplus the surroundings and two tennis courts and in the\nreimbursement to Geelong Grammar of any amounts paid by it\nfor the aforesaid purposes plus any interest on such amounts so\npaid from the time of payment until the time of actual receipt\nof the proceeds of sale. The above complex will be known as\n\"Clyde House\";\n(d) fourthly in the expense of shifting furniture and fittings from\nWoodend to Corio or reimbursing Geelong Grammar for so\ndoing plus interest on the amount so spent from the time of\npayment until the time of the receipt of the proceeds of sale\nplus the cost of installation of such furniture and fittings;\n(e) fifthly in contributing one-third of the cost of the erection of\neight new classrooms presently being erected at Geelong\nGrammar School in part for the use of the girls from Clyde,\nand in the event of Geelong Grammar having made any\npayments towards the erection of the said classrooms then in\nthe repayment of one third interest on such payments from the\ntime of payment to the time of the receipt of the proceeds of\nsale.\n(2) (a) Should there be any residue after payment or satisfaction of the\namounts referred to in the preceding sub-clause, up to\n$100 000 thereof shall be invested and the income therefrom\nshall be used to fund a scholarship or scholarships which shall\nbe designated by an appropriate name or names for the benefit\nof the children or grandchildren of Clyde Old Girls who from\ntime to time are students at Geelong Grammar;\nSch. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n22\n(b) the said scholarship fund shall after its formation be open to\nsubscription to increase its funds to any person firm or\ncorporation;\n(c) should no candidate or insufficient candidates for such\nscholarships satisfy the requirements prescribed for obtaining\nof such scholarships by the Headmaster or by the Council of\nGeelong Grammar the income not needed for such scholarships\nmay be applied for a general scholarship or scholarships to a\nstudent or students other than the child or children or\ngrandchild or grandchildren of Clyde Old Girls.\n(3) Any reference in this Clause to interest shall mean interest at the rate\ncharged by the A.N.Z. Banking Group Ltd. on bank overdraft from\ntime to time from the time the amount on which it is to be calculated\nwas expended by Geelong Grammar School until repayment of that\namount as aforesaid.\n6. Clyde may make it a term of any sale of the abovementioned property\nthat the name \"Clyde\" shall not be used in association with the said\nproperty by the purchaser.\n7. All Clyde pupils enrolled for the 1976 academic year shall be accepted\nfor admission to the combined school and all pupils registered for entry\nto Clyde in future years who so desire shall be accepted for admission to\nthe combined school.\n8. Clyde School uniforms shall be accepted at the combined school until\nworn out at which time the uniform of the combined school shall be\nused.\n9. The names of present Clyde scholarships will be retained. Present Clyde\nscholarship holders shall receive no less favourable benefits from the\ncombined school than they would be entitled to receive from Clyde.\n10. The subjects and activities offered at the combined school in 1976 and\n1977 shall include all those subjects presently available at Clyde.\nArrangements shall be made for a wide range of sporting activities to be\navailable for girls at the combined school.\n11. As from the 1st day of January 1976 the Headmistress of Clyde shall be\ngiven a senior position at the combined school with responsibilities for\nthose Clyde pupils who transfer to the combined school and on the same\nbasis of tenure as applies generally to other senior staff at Geelong\nGrammar.\n12. The Headmaster of Geelong Grammar and the Headmistress of Clyde\nshall together determine which members of Clyde's teaching staff will\nbe offered teaching positions at the combined school. For those who are\noffered and who accept such positions provision shall be made by the\ncombined school so that no entitlement to accrued superannuation\nbenefits will be foregone.\nSch. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n23\n13. The present members of Clyde's Council shall remain in office until the\n31st day of December 1975 at which date they shall resign. Prior to such\nresignation Clyde's Council shall, pursuant to paragraph (f) of Article 47\nof the Articles of Association of Clyde, appoint by co-option five\npersons nominated by Geelong Grammar to be members of the Council\nas from the end of December 1975.\n14. Clyde shall if requested to do so by Geelong Grammar increase the fees\nof Clyde for the year 1975 by an amount that is sufficient to prevent the\noperating deficit for the year 1975 exceeding $70 000 provided that\nClyde's fees shall not at any time exceed Geelong Grammar's fees.\n15. Geelong Grammar accepts as correct the financial statements of Clyde\nto the 31st day of January 1974 as prepared by Messrs. Tovell and Lucas\nand audited by Messrs. McGregor and Court.\n16. Geelong Grammar will hold Clyde's Council indemnified against any\nfuture liabilities not disclosed in the Audited Balance Sheet of Clyde at\nthe 31st day of January 1975 except future expenditure capital or\nextraordinary not approved by Geelong Grammar.\nIN WITNESS whereof the parties hereto have executed this Deed the day and\nyear first hereinbefore written.\nCLYDE SCHOOL UNTRACEABLE SHAREHOLDERS\nName\nNumber of\nshares\nMiss Agnes Marion, Aitchison, 16 Oakwood Avenue, Brighton 2\nMrs Blanch Antoinette Beatty \"Bass Lodge\" Flinders 3\nMiss Fiona Chetwynd Inglis, c/o Messrs. Smith and Emmerton,\n480 Bourke Street, Melbourne 10\nMrs Sheila Chetwynd Legge, c/o Messrs. Smith and Emmerton,\n480 Bourke Street, Melbourne 10\nMrs. Fanny MacFarlane, \"Walderah\", Ungarie, N.S.W. 1\nMrs. Noel Vivian Gordon Nicholson, \"Rowalton\" Parkaway 1\nMr. William Nichol, \"The Retreat\", Beach Road, Black Rock 20\nMrs. Loran Rumsay, \"The Hill\" Murphy Street, South Yarra 1\nMiss Ivy Simson, 80 Cromwell Road, South Yarra 2\nMrs. Ethel Wilkinson, Edward Street, Deniliquin, N.S.W. 1\n51\nSch. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n24\nTHE COMMON SEAL OF GEELONG\nCHURCH OF ENGLAND GRAMMAR\nSCHOOL was hereto affixed in the presence of:\n\n\n L.S.\nN. E. BENDER, Director\nE. J. WINCHESTER, Secretary\nTHE COMMON SEAL OF CLYDE SCHOOL\nwas hereto affixed in the presence of:\n\n\n L.S.\nS. NEVILE, Director\nR. N. WALFORD, Director\nC. K. TAYLOR, Secretary\nSIGNED SEALED AND DELIVERED by the\nsaid SANDFORD SAUL NEVILLE in the\npresence of: C. K. TAYLOR\n\n\n S. NEVILE L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid CHARLES KELLOW McMILLAN in the\npresence of: C. K. TAYLOR\n\n\n\nC. K. McMILLAN L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid CATHERINE ALICE de PLEDGE\nALSTON in the presence of: C. K. TAYLOR\n\n\n\nC. A. ALSTON L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid MARY ENGE BAGNALL in the presence\nof: C. K. TAYLOR\n\n\n\nM. E. BAGNALL L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid ELIZABETH ANNE CORDNER in the\npresence of: C. K. TAYLOR\n\n\n\nANNE CORDNER L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid IAN DAVID PHIPPS in the presence of:\nC. K. TAYLOR\n\n\n\nIAN D. PHIPPS L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid JOHN FREDERICK HONEY POOLMAN\nin the presence of: C. K. TAYLOR\n\n\n\nJ. F. H. POOLMAN L.S.\nSIGNED SEALED AND DELIVERED by the\nsaid REGINALD NEIL WALFORD in the\npresence of: C. K. TAYLOR\n\n\n\nR. N. WALFORD L.S.\nTHE COMMON SEAL of C.B.A. NOMINEES\nLIMITED was hereto affixed in the presence of:\nM. R. MEPHAM, Director\n\n\n\nL.S.\nSIGNED SEALED AND DELIVERED by the\nsaid CLARENCE KEITH TAYLOR in the\npresence of: J. LINFORD\n\n\n\nC. K. TAYLOR L.S.\n_______________\nSch. 1\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n25\nSCHEDULE 2\nAGREEMENT RELATING TO AMALGAMATION OF GEELONG\nCHURCH OF ENGLAND GRAMMAR SCHOOL AND GEELONG\nCHURCH OF ENGLAND GIRLS GRAMMAR SCHOOL\nTHIS DEED is made this 11th day of December 1975 BETWEEN\nGEELONG CHURCH OF ENGLAND GRAMMAR SCHOOL a Company\nlimited by guarantee and incorporated under the Companies Act 1961 of the\nState of Victoria the registered office of which is situated at Corio in the said\nState (hereinafter called \"Geelong Grammar\") of the first part and The\nVenerable JOHN VANCE GASON of Talbot Street, Newtown JAMES\nFORD STRACHAN of Noble Street, Newtown ROBERT WILLIAM\nPURNELL of 89 Prospect Road, Newtown RICHARD FRANK LLOYD\nANNOIS of North Valley Road, Highton HEATHER MARY VINES of\n31 Morris Street, Belmont MOLLIE GRAHAM AGAR of 282 LaTrobe\nTerrace, Geelong HELEN BOTTERILL of 41 Aphrasia Street, Newtown\nGRAEME GOLDSWORTHY of 163 Barrabool Road, Highton and The\nReverend ARTHUR DE QUETTEVILLE ROBIN of LaTrobe Terrace, West\nGeelong all in the State of Victoria being the members for the time being of\nthe Council of the Geelong Church of England Girls Grammar School, the\nHermitage (hereinafter referred to as \"the Council\") of the second part, and\nTHE CHURCH OF ENGLAND TRUSTS CORPORATION for the Diocese\nof Melbourne being a body corporate pursuant to the Trusts Corporation\nAct 1884 being Act Number 797 of the Victorian Parliament (hereinafter\ncalled \"the Corporation\") of the third part.\nWHEREAS:\nA. Geelong Grammar conducts a school for boys and girls at Corio and\nelsewhere in the State of Victoria and the Council conducts a school for\ngirls at Highton in the said State.\nB. The school conducted by the Council is known as The Geelong Church of\nEngland Girls Grammar School, the Hermitage (hereinafter called \"the\nHermitage\") and is an unincorporated association.\nC. The Constitution of the Hermitage empowers the Council to amalgamate\nwith and to transfer all its assets, rights and liabilities and duties to\nGeelong Grammar.\nD. The legal ownership, the realty and some of the other assets used and\nenjoyed by the Hermitage are vested in the Corporation.\nSection 9.\nSch. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n26\nE. The Constitution of the Hermitage further provides that the Hermitage\nmay request the Corporation to transfer or assign to any school with\nwhich it may amalgamate the assets held by the Corporation as trustee for\nthe Hermitage.\nF. The Council desires to exercise the said powers by amalgamating with\nGeelong Grammar to form a new amalgamated school at Corio, Highton\nand elsewhere commencing on the 1st day of January, 1976 and to request\nthe Corporation thereafter to transfer to Geelong Grammar those assets\nwhich it holds on behalf or for the benefit of the Hermitage.\nNOW THIS DEED WITNESSES and IT IS HEREBY AGREED as follows:\n1. On the 1st of January, 1976 or as soon thereafter as is practicable the\nHermitage—\n(a) will transfer and assign to Geelong Grammar all its assets, rights,\nliabilities and duties which it owns, possesses or owes and is capable\nof transferring;\n(b) will give notice to its creditors and its debtors of such transfer and\nassignment; and\n(c) will request the Corporation to transfer and assign to Geelong\nGrammar those assets referred to in the First Schedule hereto.\n2. The Corporation shall upon the request in writing of the said John Vance\nGason as Chairman of the Council and on behalf of himself and all other\nmembers of the Council transfer to Geelong Grammar those assets\nreferred to in the First Schedule hereto and any other assets, funds, right\nand choses in action it may hold or own or over which it may have any\ncontrol on behalf of the Hermitage and shall do all acts, matters and\nthings necessary to vest the legal ownership, control and use of those\nassets, funds, rights and choses in action in Geelong Grammar.\n3. Upon the transfer and assignment by the Hermitage to Geelong\nGrammar pursuant to Clause 1 hereof and by the Corporation pursuant\nto Clause 2 hereof Geelong Grammar will assume liability for all debts\nand obligations of the Hermitage, the Council and of the Corporation\ninsofar as they relate to the Hermitage and will indemnify the\nHermitage, the council and the Corporation against any claims made\nwith respect to those debts and obligations provided they do not arise as\na result of a failure by the Hermitage, the Council or the Corporation to\nobserve the provisions of the following Clause.\n4. No capital or extraordinary expenditure by the Hermitage, the Council\nor the Corporation after the 28th day of April, 1975 shall be incurred\nand no appointment to or alteration of its staff shall be made without\nfirst obtaining the consent of Geelong Grammar.\nSch. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n27\n5. Geelong Grammar shall use and apply all assets and rights acquired\npursuant to this Deed for the benefit of the amalgamated school.\n6. Subject to the provisions of Clause 19 hereof upon the execution and\ndelivery by the Corporation of all documents necessary to give effect to\nthe request referred to in Clause 2 hereof the Council shall be dissolved\nand the Hermitage shall thenceforth be administered by Geelong\nGrammar.\n7. From the commencement of first term 1976 Geelong Grammar will\nprovide Kindergarten, Primary and Secondary education up to and\nincluding Form 4 level and other usual educational, sporting, boarding\nand recreational facilities as are provided for other Geelong Grammar\npupils at Highton in the premises and using the facilities of both\nGeelong Grammar and the Hermitage.\n8. From the commencement of first term 1976 Geelong Grammar will\nprovide secondary education at Forms 5 and 6 level and other usual\neducational, sporting, boarding and recreational facilities as are provided\nfor other Geelong Grammar pupils at its premises at Corio for girls who\nin 1975 were enrolled in Forms 4, 5 and 6 at the Hermitage.\n9. Those girls enrolled at the Hermitage on the 28th day of April, 1975 or\nwho on that date had signified by their parents or guardians to the\nHermitage their intention to enrol at the commencement of first term\n1976 and had in fact enrolled as a student of the Hermitage shall at the\noption of the parent or guardian of the student be accepted for admission\nto the amalgamated school. Subject to Clause 10 hereof those girls who\nare so admitted shall become pupils of Geelong Grammar and shall pay\nas fees to Geelong Grammar during the years appearing in the first\ncolumn hereunder that percentage as appears in the appropriate column\nhereunder of Geelong Grammar fees charged with respect to other\npupils of that school.\nYear\nPrimary\nTuition\nSecondary\nTuition\nBoarding at\nHighton\nBoarding at\nCorio\nPercentage Percentage Percentage Percentage\n1976 75 76 90 80\n1977 80 82 93 87\n1978 85 88 96 94\n1979 90 94 100 100\n1980 95 100 100 100\n1981 100 100 100 100\nFor the purposes of this Clause Geelong Grammar fees charged with respect\nto other pupils of that above shall only include fees referable to the basic fee\ncharged by Geelong Grammar for education and boarding and without\nrestricting the generality of the foregoing shall not include any fees for\nSch. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n28\ntransport, meals, books, extras, excursions equipment or other expenses of a\nlike nature.\n10. Notwithstanding the provisions of Clause 9 hereof Geelong Grammar\nshall be entitled to charge and be paid full tuition and boarding fees for\nthe period a girl may attend its school at Timbertop.\n11. Geelong Grammar will permit such number of girls as it believes can be\nreasonably accommodated to attend its school at Timbertop from time to\ntime.\n12. Scholarships granted by the Council of the Hermitage prior to this\nAgreement shall be continued by Geelong Grammar on a no less\nfavourable basis. Parents and guardians of those students of the\nHermitage in receipt of bursaries at the date of this Agreement may\nmake application to Geelong Grammar for similar assistance.\n13. Upon the transfer and assignment to Geelong Grammar of all assets,\nrights, liabilities and duties as aforesaid all hitherto unnamed\nscholarships granted either by the Council or Geelong Grammar shall be\ncalled and known as Dauncey Scholarships in commemoration of Hazell\nDauncey deceased.\n14. Geelong Grammar shall retain the name \"The Hermitage\" and use it as\nthe name of those buildings and grounds formerly occupied and used by\nthe Hermitage at Highton.\n15. Opportunity will be given for the Head Mistress of the Hermitage to\nconfer with the Head Master of Geelong Grammar or his nominee with a\nview to embodying in the Geelong Grammar uniform for former\nHermitage girls and girls who may enrol at Geelong Grammar in the\nfuture an item or items or a colour, badge or insignia commemorative of\nthe Hermitage. Former Hermitage girls may continue to wear their\nexisting uniforms in 1976 and 1977 so long as when any of it is worn a\ncomplete Hermitage uniform is worn.\n16. Claims made under the fees insurance scheme of the Hermitage up to\nthe 31st of December, 1975 will be honoured by Geelong Grammar.\n17. Miss. E. Britten will be employed during 1976 by Geelong Grammar as\nan Assistant to the Head Master with both administrative and teaching\nresponsibilities.\n18. Should it be necessary, in order to continue receiving the capital or\nincome or both of the fund known as the Hazel Dauncey Bequest\nadministered by the Corporation for the Hermitage to continue as an\nunincorporated body then notwithstanding anything hereinbefore\ncontained, the Hermitage will continue as an unincorporated association\nbut will be subject to the control and direction of Geelong Grammar and\nshall only do such acts, matters and things as are approved by Geelong\nGrammar.\nSch. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n29\nTHE COMMON SEAL OF GEELONG\nCHURCH OF ENGLAND GRAMMAR\nSCHOOL was hereunto affixed in the\npresence of:\n\n\n\n L.S.\nN. E. BENDER, Director\nE. J. WINCHESTER, Secretary\nSIGNED SEALED AND DELIVERED by\nthe said JOHN VANCE GASON in the\npresence of: A. R. DUELL\n\n\n\nJOHN V. GASON L.S.\nSIGNED SEALED AND DELIVERED by\nthe said JAMES FORD STRACHAN in\nthe presence of: A. J. GANE\n\n\n\nJ. F. STRACHAN L.S.\nSIGNED SEALED AND DELIVERED by\nthe said ROBERT WILLIAM PURNELL\nin the presence of: E. GREGG\n\n\n\nROBERT W. PURNELL L.S.\nSIGNED SEALED AND DELIVERED by\nthe said RICHARD FRANK LLOYD\nANNOIS in the presence of:\nG. W. FISHER\n\n\n\n\nRICHARD F. L. ANNOIS L.S.\nSIGNED SEALED AND DELIVERED by\nthe said HEATHER MARY VINES in the\npresence of: A. R. DUELL\n\n\n\nHEATHER M. VINES L.S.\nSIGNED SEALED AND DELIVERED by\nthe said MOLLIE GRAHAM AGAR in the\npresence of: A. R. DUELL\n\n\n\nMOLLIE AGAR L.S.\nSIGNED SEALED AND DELIVERED by\nthe said HELEN BOTTERILL in the\npresence of: A. R. DUELL\n\n\n\nHELEN BOTTERILL L.S.\nSIGNED SEALED AND DELIVERED by\nthe said GRAEME GOLDSWORTHY in\nthe presence of: E. GREGG\n\n\n\nG. GOLDSWORTHY L.S.\nSIGNED SEALED AND DELIVERED by\nthe said ARTHUR de QUETTEVILLE\nROBIN in the presence of: A. R. DUELL\n\n\n\nA. de Q. ROBIN L.S.\nTHE COMMON SEAL OF THE\nCHURCH OF ENGLAND TRUSTS\nCORPORATION for the Diocese of\nMelbourne was hereto affixed by Authority\nof the Trustees\n\n\n\n\n\nL.S.\nJ. M. F. RELPH\nWILLIAM FELTHAM\n\n\n\nTwo of the Corporation Trustees\nSch. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n30\nTHE FIRST SCHEDULE\n(a) The sum of $125 000.00 lent to B.G.L. Investments Pty. Ltd. of\n108 Little Malop Street, Geelong and secured by Instrument of\nMortgage No. F680534 upon Certificate of Title volume 8117 folio 446;\n(b) all that piece of land containing 25 acres 5⋅9 perches being Lot 2 on Plan\nof Subdivision No. 62704 lodged in the Office of Titles and being the\nwhole of the land in Certificate of Title volume 8530 folio 346.\n═══════════════\nSch. 2\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n31\nENDNOTES\n1. General Information\nThe Geelong Grammar Schools Amalgamations Act 1977 was assented to\non 10 May 1977 and came into operation on 10 May 1977: section 1(2).\nEndnotes\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n32\n2. Table of Amendments\nThere are no amendments made to the Geelong Grammar Schools\nAmalgamations Act 1977 by Acts and subordinate instruments.\nEndnotes\n\nVictorian Legislation and Parliamentary DocumentsGeelong Grammars Schools Amalgamations Act 1977\nAct No. 8994/1977\n33\n3. Explanatory Details\n1 S. 8(2): The day fixed for the purposes of section 8(2) is 1 November 1977:\nGovernment Gazette 19 October 1977 page 3208.\nEndnotes","sortOrder":0}],"analysis":{"flash_summary_failed":{"failed":true,"reason":"A positive credit balance is required for all requests, including BYOK, so fallback providers remain available. Add credits at https://vercel.com/d?to=%2F%5Bteam%5D%2F%7E%2Fai%3Fmodal%3Dtop-up to continue.","source":"analysis-cron"},"summary":{"complexity_score":2,"scope_assessment":{"changed":false,"description":"Based on available information, the Act appears to have remained focused on its original narrow purpose — the legal amalgamation of Geelong Grammar-affiliated schools. There is no indication of amendments that broadened or significantly altered its original intent."},"complexity_factors":["Very narrow and institution-specific scope — applies only to Geelong Grammar schools","The provided text contains almost no substantive legislative content to analyse, limiting assessment","Amalgamation acts are generally formulaic and follow well-established legal patterns","As a 1977 Act that is largely spent, its operative provisions have already taken effect, reducing ongoing interpretive complexity","No apparent interaction with complex regulatory frameworks or multiple government agencies"],"plain_english_summary":"The Geelong Grammar Schools Amalgamation Act 1977 legally unified separate Geelong Grammar–linked schools into a single organisation, resolving the property, contract and governance issues that accompany such a merger. It primarily affected the schools themselves—their boards, staff, students and families—and is an institution-specific, short-lived statute that is largely spent now that the amalgamation has been completed."},"flash_summary":{"complexity_score":4,"scope_assessment":{"changed":false,"description":"The Act implements and validates the two specified amalgamation agreements and related transfers, discharges, trust adaptations and dissolutions. It confines its operation to those amalgamations and the legal effects needed to give them full effect (see s.4; s.6; s.11–13; s.14), rather than expanding to unrelated matters."},"complexity_factors":["Multiple legal forms involved: companies limited by guarantee and by shares, and an unincorporated association (preamble; Sch.1; Sch.2).","Retrospective validation of prior appointments and acts of custodians, trustees and special trustees (s.5).","Transfer of shares, land and other property with legal succession and assumption of liabilities by Geelong Grammar (s.6; s.11–12).","Modification and direction as to special trusts, scholarships and gifts so they continue under Geelong Grammar with adjusted references (s.7; s.13).","Dissolution mechanics and timing set by proclamation, with preservation of existing contracts, proceedings and continuing acts (s.8(2); s.8(2)(d)–(f); s.12(i)–(j)).","Detailed schedules containing bespoke financial, staffing and scholarship arrangements (Schedules 1 & 2) that must be read with the Act.","Presence of untraceable shareholders, indemnities and prioritized application of sale proceeds in schedule terms (Sch.1 clauses regarding untraceable shareholders and clause 5).","An express supremacy clause giving this Act precedence over inconsistent instruments or laws (s.14)."],"plain_english_summary":"This Act gives statutory effect to two written amalgamation agreements by transferring shares, land, trust funds and other property from Clyde School and the Geelong Church of England Girls' Grammar School (the Hermitage) to Geelong Church of England Grammar School (Geelong Grammar) and making Geelong Grammar the legal successor (s.4; s.6(4)–(5); s.10–12). It validates past trustee appointments and acts, directs special trusts and scholarships to be applied for Geelong Grammar, and provides for dissolution of Clyde and the Hermitage on proclamation (s.5; s.7; s.8(2); s.13)."},"issue_detection":{"absurdities":[],"contradictions":[]},"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 amalgamation of these three schools. While it includes detailed provisions for property transfers, trust validation, and scholarship preservation, these are all directly ancillary to the core merger. There is no significant expansion beyond the original intent to legally enable this particular school consolidation."},"complexity_factors":["Multiple overlapping trust structures requiring validation (custodian trustees, special trustees, Trust Corporation)","Two separate amalgamation agreements (Schedule 1 and Schedule 2) with distinct legal mechanisms","Extensive use of deeming provisions (legal fictions that treat past actions as valid)","Detailed transitional provisions for liabilities, contracts, and pending legal proceedings","Specific savings provisions for gender-restricted scholarships requiring careful parsing","Cross-references between the Act body and lengthy scheduled agreements"],"plain_english_summary":"This Victorian law from 1977 authorised the merger of three private schools into one: **Geelong Church of England Grammar School** (a co-ed school), **Clyde School** (a girls' school at Woodend), and **The Hermitage** (a girls' school at Highton).\n\n**What it does:**\n- **Validates past actions**: The law retroactively approves transfers of property and shares that had already happened between the schools, fixing any legal doubts about whether those transfers were valid.\n- **Transfers assets**: It formally moves all property, money, and legal obligations from Clyde School and The Hermitage to Geelong Grammar.\n- **Dissolves the old schools**: Clyde School is wound up and dissolved, and The Hermitage ceases to exist as a separate entity.\n- **Protects donors and scholarships**: Any gifts, bequests, or trusts originally intended for Clyde or The Hermitage are redirected to Geelong Grammar instead, so they don't fail just because the original schools no longer exist. Scholarships for girls continue to benefit girls at the merged school.\n- **Overrides other laws**: The Act takes precedence over any conflicting legal documents or rules.\n\n**Who it affects:**\n- Former students, staff, and donors of Clyde School and The Hermitage\n- Geelong Grammar School (now the sole surviving entity)\n- Holders of scholarships and trusts originally established for the two girls' schools\n\n**Why it matters:**\nWithout this law, the amalgamation might have been legally shaky—property transfers could have been challenged, scholarships might have lapsed, and the status of trustees could have been questioned. The Act provides a clean legal slate for the merger, ensuring continuity of education and protection of charitable gifts."}},"importantCases":[],"_links":{"self":"/api/acts/geelong-grammars-schools-amalgamations-act-1977","history":"/api/acts/geelong-grammars-schools-amalgamations-act-1977/history","analysis":"/api/acts/geelong-grammars-schools-amalgamations-act-1977/analysis","conflicts":"/api/acts/geelong-grammars-schools-amalgamations-act-1977/conflicts","importantCases":"/api/acts/geelong-grammars-schools-amalgamations-act-1977/important-cases","documents":"/api/acts/geelong-grammars-schools-amalgamations-act-1977/documents"}}