{"id":"government-owned-corporations-act-2001","name":"Government Owned Corporations Act 2001","slug":"government-owned-corporations-act-2001","collection":"act","jurisdiction":"nt","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":30086,"registerId":"nt-government-owned-corporations-act-2001-current","compilationNumber":null,"startDate":"2026-04-01","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"Government Owned Corporations Act 2001","content":"NORTHERN TERRITORY OF AUSTRALIA\nGOVERNMENT OWNED CORPORATIONS ACT 2001\nAs in force at 10 February 2026\nTable of provisions\nPart 1 Preliminary\n1 Short title ......................................................................................... 1\n2 Objective.......................................................................................... 1\n3 Definitions ........................................................................................ 1\nPart 2 Establishment of Government owned\ncorporations\n4 Objectives of Government owned corporation ................................. 3\n5 Status of Government owned corporations ..................................... 3\nPart 3 Structure and operation of Government\nowned corporations\nDivision 1 Structure of Government owned corporations\n6 Corporations legislation ................................................................... 3\n7 Share capital, shares and shareholder ............................................ 4\n7A Shareholding Minister ...................................................................... 4\n9 Delegation by shareholding Minister................................................ 4\n10 Portfolio Minister .............................................................................. 5\n11 Constitution of Government owned corporations ............................. 5\n12 Committees ..................................................................................... 6\nDivision 2 Officers of Government owned corporations\n13 Directors of Government owned corporations ................................. 7\n14 Acting directors ................................................................................ 7\n15 Accountability of directors of Government owned corporations ....... 8\n16 Chief executive officer ..................................................................... 8\n17 Acting chief executive officer ......................................................... 10\n18 Chairperson ................................................................................... 10\n19 Deputy chairperson ....................................................................... 11\n19A Interim arrangements for new Government owned\ncorporations ................................................................................... 11\n20 Duties and liabilities of directors and other officers........................ 11\n21 Government owned corporation not to indemnify officers .............. 12\n23 Termination of appointments ......................................................... 12\n24 Remuneration ................................................................................ 13\n25 Vacancy in office of director of corporation .................................... 13\n\nGovernment Owned Corporations Act 2001 ii\n26 Disclosure of interests by directors ................................................ 14\n27 Delegation by board ...................................................................... 15\nDivision 3 Public interest requirements\n28 Community service obligations ...................................................... 15\n29 Shareholding Minister may notify board of public sector\npolicies .......................................................................................... 16\n30 Shareholding Minister may give directions in public interest.......... 17\nDivision 4 Financial matters\n31 Dividends ....................................................................................... 17\n32 Capital structure ............................................................................ 18\n33 Tax ................................................................................................ 19\n34 Government guarantee .................................................................. 19\n35 Borrowings..................................................................................... 20\n36 Procurement .................................................................................. 20\n37 Investments by Government owned corporations.......................... 21\n38 Disposal of investments ................................................................. 22\nPart 4 Accountability\nDivision 1 Statements of corporate intent\n39 Statement of corporate intent – timetable and procedure .............. 22\n40 Statement of corporate intent – contents ....................................... 24\n41 Statement of corporate intent – reporting ...................................... 24\nDivision 2 Audit, reporting and provision of information\n42 Corporation to provide financial statements to Auditor-General .... 25\n43 Auditor-General to audit financial statements etc. ......................... 25\n44 Annual reports and accounts ......................................................... 26\n45 Auditor-General to conduct audits ................................................. 26\n46 Special audits ................................................................................ 27\n47 Other information to be provided ................................................... 27\nPart 5 Legal capacity and powers of Government\nowned corporations\n48 Interpretation ................................................................................. 28\n49 Objects of Part ............................................................................... 28\n50 General powers of Government owned corporations .................... 28\n51 Restrictions on Government owned corporations .......................... 29\n51A Business or trading names ............................................................ 30\n52 Assumptions that may be made in dealings with Government\nowned corporations or property ..................................................... 31\n53 Fraud does not necessarily invalidate assumptions ...................... 31\n\nGovernment Owned Corporations Act 2001 iii\nPart 5A Restructure of Government owned\ncorporations\nDivision 1 Preliminary matters\n53A Definitions ...................................................................................... 32\nDivision 2 Transfer regulations\n53B Transfer regulations....................................................................... 33\n53C Internal instruments may be included as transferable\ninstruments .................................................................................... 35\n53D Transfer regulations effective despite other Acts ........................... 36\n53E Effect of transfer regulations – contravention of laws, civil\nwrongs, etc. ................................................................................... 36\n53F Effect of transfer regulations – transferable instruments ............... 36\n53G Effect of transfer regulations – joint ownership and joint liability .... 37\nDivision 3 General provisions relating to transfers\n53H Completion of necessary transactions ........................................... 37\n53J Arrangements for custody and use of records ............................... 37\n53K Notification and registration of transfer .......................................... 38\n53L Territory taxes................................................................................ 39\nDivision 4 Correction orders\n53M Application of Division ................................................................... 39\n53N Definitions ...................................................................................... 40\n53P Meaning of error ............................................................................ 40\n53Q Minister may make correction order .............................................. 40\n53R Correction order............................................................................. 40\n53S Application of Part to correction order ........................................... 41\nDivision 5 Miscellaneous matters\n53T Ministerial directions ...................................................................... 41\n53U Protection from liability .................................................................. 42\nPart 6 Miscellaneous\n53V Inconsistency with constituting Act ................................................ 42\n54 Service of notices .......................................................................... 43\n55 Transitional matters relating to Crown immunity ............................ 43\n56 Regulations.................................................................................... 44\n\nGovernment Owned Corporations Act 2001 iv\nPart 7 Transitional matters for Power and Water\nCorporation Legislation Amendment Act\n2014\n57 Continuation of CEOs appointed by Administrator ........................ 44\nENDNOTES\n\nNORTHERN TERRITORY OF AUSTRALIA\n____________________\nAs in force at 10 February 2026\n____________________\nGOVERNMENT OWNED CORPORATIONS ACT 2001\nAn act to provide for the establishment and operation of territory owned\nenterprises as government owned corporations\nPart 1 Preliminary\n1 Short title\nThis Act may be cited as the Government Owned Corporations\nAct 2001.\n2 Objective\nThe objective of this Act is to provide a basis:\n(a) for improved performance by Government owned businesses;\nand\n(b) for greater sustainable financial returns to the Territory on its\ninvestment in those businesses,\nby providing a framework of greater autonomy combined with\nappropriate accountability of government businesses.\n3 Definitions\nIn this Act, unless the contrary intention appears:\napply, for Part 5A, see section 53A.\nasset, for Part 5A, see section 53A.\nchairperson, in relation to a Government owned corporation,\nmeans the person appointed under section 18 to be the chairperson\nof the corporation and includes a deputy chairperson while acting\nas the chairperson under section 19.\nchief executive officer, in relation to a Government owned\ncorporation, means the person appointed under section 16 to be\nthe chief executive officer of the corporation and includes a person\nacting as the chief executive officer under section 17.\n\nPart 1 Preliminary\nGovernment Owned Corporations Act 2001 2\ncommenced regulations, for Part 5A, Division 4, see section 53N.\nconstituting Act, for a Government owned corporation, means the\nAct by which it is established or continued.\ndirector, in relation to a Government owned corporation, means a\ndirector of the corporation under section 13 and includes a person\nacting as a director under section 14.\nerror, for Part 5A, Division 4, see section 53P.\nGovernment owned corporation means a statutory corporation\nthat is declared to be a Government owned corporation by its\nconstituting Act.\nliability, for Part 5A, see section 53A.\nnon-executive director, of a Government owned corporation,\nmeans:\n(a) if the chief executive officer of a Government owned\ncorporation is a director – a director other than the chief\nexecutive officer; or\n(b) otherwise – a director.\nofficer, in relation to a Government owned corporation, means:\n(a) a director of the Government owned corporation; or\n(b) the chief executive officer of the Government owned\ncorporation; or\n(c) any other person who is concerned, or takes part, in the\nGovernment owned corporation's management.\nportfolio Minister, of a Government owned corporation, see\nsection 10.\nrelevant entity, for Part 5A, see section 53A.\nshareholding Minister, of a Government owned corporation, see\nsection 7A.\nsubsidiary means a body corporate that is a subsidiary of a\nGovernment owned corporation as determined in accordance with\nthe Corporations Act 2001.\ntransfer date, for Part 5A, Division 4, see section 53N.\ntransfer regulations, for Part 5A, see section 53A.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 1 Structure of Government owned corporations\nGovernment Owned Corporations Act 2001 3\ntransferable instrument, for Part 5A, see section 53A.\nPart 2 Establishment of Government owned\ncorporations\n4 Objectives of Government owned corporation\nThe objectives of a Government owned corporation are:\n(a) to operate at least as efficiently as any comparable business;\nand\n(b) to maximise the sustainable return to the Territory on its\ninvestment in the corporation.\n5 Status of Government owned corporations\n(1) A Government owned corporation or subsidiary:\n(a) is not within the shield of the Crown; and\n(b) does not represent the Territory except by express agreement\nin writing with the shareholding Minister of the Government\nowned corporation; and\n(c) cannot render the Territory liable for the debts, liabilities or\nobligations of the Government owned corporation or any of its\nsubsidiaries.\n(2) Subsection (1) does not apply if this Act or another Act expressly\nprovides otherwise.\nPart 3 Structure and operation of Government owned\ncorporations\nDivision 1 Structure of Government owned corporations\n6 Corporations legislation\n(1) A Government owned corporation is declared to be an excluded\nmatter for the purposes of section 5F of the Corporations Act 2001\nin relation to the whole of the Corporations legislation to which\nPart 1.1A of that Act applies.\n(2) Despite subsection (1), the Regulations may declare that a matter\nrelating to a Government owned corporation is an applied\nCorporations legislation matter for the purposes of Part 4 of the\nCorporations Reform (Northern Territory) Act 2001 in relation to an\n\nPart 3 Structure and operation of Government owned corporations\nDivision 1 Structure of Government owned corporations\nGovernment Owned Corporations Act 2001 4\nexcluded Corporations legislation provision or provisions, with the\nmodifications, additions, exceptions, omissions or substitutions that\nare specified in the Regulations.\n7 Share capital, shares and shareholder\n(1) A Government owned corporation is to have a share capital and\nshares as provided in its constitution.\n(2) All of the shares in the Government owned corporation must be\nheld by the shareholding Minister of the Government owned\ncorporation.\n(3) The shareholding Minister holds the shares in the Government\nowned corporation on behalf of the Territory.\n(4) A Government owned corporation is to maintain a register that\nidentifies the Government owned corporation's current shareholding\nMinister.\n7A Shareholding Minister\n(1) The shareholding Minister of a Government owned corporation is:\n(a) the Treasurer; or\n(b) if another minister is nominated under subsection (2) – the\nother minister.\n(2) The Chief Minister may, in writing, nominate a minister to be the\nshareholding Minister of a Government owned corporation.\n(3) The Chief Minister:\n(a) may nominate a minister by name or by reference to a\nMinisterial office; and\n(b) may nominate himself or herself; and\n(c) must not nominate the minister who is the Government owned\ncorporation's portfolio Minister.\n9 Delegation by shareholding Minister\n(1) The shareholding Minister of a Government owned corporation may\ndelegate to a minister any of his or her powers and functions under\nthis Act.\n(2) A delegation:\n(a) is to be in writing; and\n\nPart 3 Structure and operation of Government owned corporations\nDivision 1 Structure of Government owned corporations\nGovernment Owned Corporations Act 2001 5\n(b) cannot be made to the Government owned corporation's\nportfolio Minister.\n10 Portfolio Minister\n(1) The portfolio Minister of a Government owned corporation is:\n(a) the minister administering the Government owned\ncorporation's constituting Act; or\n(b) if another minister is nominated under subsection (2) – that\nother minister.\n(2) The Chief Minister may, in writing, nominate a minister to be the\nportfolio Minister of a Government owned corporation.\n(3) The Chief Minister:\n(a) may nominate a minister by name or by reference to a\nMinisterial office; and\n(b) may nominate himself or herself; and\n(c) cannot nominate the minister who is the Government owned\ncorporation's shareholding Minister.\n11 Constitution of Government owned corporations\n(1) A Government owned corporation is to have a constitution\napproved by the Government owned corporation's shareholding\nMinister under subsection (3).\n(2) A Government owned corporation, or a unit of administration that is\nto become a Government owned corporation, may submit a\nproposed constitution, or a proposed amendment to a constitution,\nto its shareholding Minister.\n(3) The shareholding Minister may approve a proposed constitution, or\nan amendment to a constitution, submitted to the shareholding\nMinister under subsection (2).\n(4) A proposed constitution, or an amendment to a constitution,\nsubmitted to the shareholding Minister under subsection (2) comes\ninto effect from the date on which it is approved by the shareholding\nMinister or a later date specified in the approval.\n(5) The constitution of a Government owned corporation is, subject to\nthis Act, to have, as far as practicable, the same operation and\neffect in relation to the Government owned corporation as the\nconstitution of a company has in relation to the company.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 1 Structure of Government owned corporations\nGovernment Owned Corporations Act 2001 6\n(6) The constitution of a Government owned corporation may contain\nmatters that for a company would be found in the Corporations\nAct 2001.\n(7) The shareholding Minister of a Government owned corporation may\nissue guidelines in relation to the contents of the Government\nowned corporation's constitution.\n(8) The constitution may contain provisions other than those referred to\nin subsection (6) or (7) if the provisions are not inconsistent with a\nprovision of this Act or of another Act.\n(9) The shareholding Minister of a Government owned corporation\nmust table in the Legislative Assembly a copy of the constitution, or\nan amendment to the constitution, of the Government owned\ncorporation within 6 sitting days after the date on which the\nconstitution or amendment came into effect.\n(10) In this section:\nshareholding Minister, for a unit of administration that is to\nbecome a Government owned corporation, means the minister who\nwill be the shareholding Minister when the unit becomes a\nGovernment owned corporation.\n12 Committees\n(1) The board of a Government owned corporation:\n(a) must establish an audit committee; and\n(b) may establish other committees as it thinks fit.\n(2) A committee:\n(a) must provide the board of a Government owned corporation\nwith advice on any matter referred to it by the board; and\n(b) must exercise the powers and perform the functions delegated\nto it by the board.\n(3) The chief executive officer of a Government owned corporation may\nnot be a member of the corporation's audit committee.\n(4) The chairperson of a Government owned corporation's audit\ncommittee must be a non-executive director of the corporation.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 7\nDivision 2 Officers of Government owned corporations\n13 Directors of Government owned corporations\n(1) There is to be a board of directors for a Government owned\ncorporation.\n(2) The Government owned corporation's constitution must specify:\n(a) the number of directors, which must include at least\n2 non-executive directors; and\n(b) whether or not the chief executive officer is a director.\n(5) The Administrator may appoint a person to be a non-executive\ndirector of the Government owned corporation.\n(6) The Administrator may at any time terminate an appointment under\nsubsection (5).\n(7) An appointment or termination of an appointment may only be\nmade under subsection (5) or (6) on the recommendation of the\nGovernment owned corporation's shareholding Minister.\nNote for subsection (7)\nSubsection (7) is not intended to affect the application of section 34(1) of the\nInterpretation Act, which requires the Administrator to act on the advice of the\nExecutive Council.\n(8) The directors of the Government owned corporation appointed\nunder subsection (5) are to be appointed to the board having regard\nto the expertise necessary for the corporation to achieve its\nobjectives.\n(9) The appointment of a director of the Government owned\ncorporation under subsection (5) remains in force for the period, of\nless than 4 years, determined by the Administrator.\n14 Acting directors\n(1) The shareholding Minister of a Government owned corporation may\nappoint a person to be an acting director of the Government owned\ncorporation.\n(2) In the absence of a non-executive director of the Government\nowned corporation, the acting director:\n(a) is, if available, to act in the place of the director; and\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 8\n(b) while acting as director, has all the functions of the director\nand is taken to be a director of the Government owned\ncorporation.\n(3) The shareholding Minister may at any time terminate an\nappointment under subsection (1).\n15 Accountability of directors of Government owned corporations\n(1) The board of a Government owned corporation is responsible for\nthe operation of the corporation.\n(2) The board of a Government owned corporation is accountable to\nthe Government owned corporation's shareholding Minister for the\nfinancial performance of the corporation.\n(3) If the board of a Government owned corporation forms the opinion\nthat matters have arisen:\n(a) that may prevent, or significantly affect, achievement of the\nobjectives of the Government owned corporation and its\nsubsidiaries in the corporation's statement of corporate intent;\nor\n(b) that may prevent, or significantly affect, achievement of the\ntargets in the corporation's statement of corporate intent,\nthe board must immediately notify the Government owned\ncorporation's shareholding Minister of its opinion and the reasons\nfor the opinion.\n16 Chief executive officer\n(1) There is to be a chief executive officer for a Government owned\ncorporation.\n(2) The Government owned corporation's board must appoint a person\nto be the chief executive officer.\n(2A) The person appointed cannot be the chairperson or deputy\nchairperson of the board.\n(3) The board may terminate the appointment at any time.\n(4) An appointment or termination may be made only after consultation\nwith the Government owned corporation's shareholding Minister.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 9\n(4A) The chief executive officer holds office:\n(a) for the period, of less than 4 years, specified in the\nappointment; and\n(b) on the terms and conditions (including as to remuneration and\nallowances) agreed by the board and the shareholding\nMinister.\n(5) The chief executive officer of a Government owned corporation is,\nsubject to the directions of the board of the corporation, responsible\nfor the day to day management of the operation of the corporation.\n(6) The chief executive officer of a Government owned corporation\nmay, subject to the directions of the board of the corporation,\ndelegate any of his or her powers and functions under this or any\nother Act to an employee of the Government owned corporation.\n(7) A person ceases to be the chief executive of a Government owned\ncorporation:\n(a) if the person dies; or\n(b) if the person completes a term of office and is not reappointed;\nor\n(c) if the person resigns by letter to the board; or\n(d) if the person's appointment is terminated by the board; or\n(e) if the person becomes bankrupt, applies to take the benefit of\nany law for the relief of bankrupt or insolvent debtors,\ncompounds with his or her creditors or makes an assignment\nof his or her remuneration for their benefit; or\n(f) if the person is:\n(i) convicted in the Territory of an offence that is punishable\nby imprisonment for 12 months or more; or\n(ii) convicted elsewhere than in the Territory of an offence\nthat, if committed in the Territory, would be an offence\npunishable by imprisonment for 12 months or more; or\n(iii) disqualified under Part 2D.6 of the Corporations\nAct 2001 from managing a corporation; or\n(g) in the circumstances set out in the Government owned\ncorporation's constitution.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 10\n17 Acting chief executive officer\n(1) The board of a Government owned corporation may appoint a\nperson to act as chief executive officer during a period, or during all\nperiods, when:\n(a) the chief executive officer is, or is expected to be, absent from\noffice or unable to exercise his or her powers or perform his or\nher functions under this or any other Act; or\n(b) there is a vacancy in the office of chief executive officer.\n(1A) The person appointed cannot be the chairperson or deputy\nchairperson of the board.\n(2) The board may terminate the appointment at any time.\n(3) An appointment or termination may be made only after consultation\nwith the Government owned corporation's shareholding Minister.\n(4) An acting chief executive officer has all the powers and functions of\nthe chief executive officer under this or any other Act.\n18 Chairperson\n(1) There is to be a chairperson for each Government owned\ncorporation.\n(2) The shareholding Minister of a Government owned corporation may\nappoint a non-executive director to be chairperson of the board of\nthe Government owned corporation.\n(3) The shareholding Minister may at any time terminate an\nappointment under subsection (2).\n(4) The chairperson of a Government owned corporation vacates office\nas chairperson if:\n(a) the appointment of the person as chairperson is terminated\nunder subsection (3);\n(b) the person resigns the office of chairperson by letter\naddressed to the shareholding Minister; or\n(c) the person vacates the office of director in accordance with\nsection 25.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 11\n19 Deputy chairperson\n(1) The shareholding Minister of a Government owned corporation may\nappoint a non-executive director to be the deputy chairperson of the\nGovernment owned corporation.\n(2) The shareholding Minister may at any time terminate an\nappointment under subsection (1).\n(3) The deputy chairperson is to act as the chairperson of the\nGovernment owned corporation during the absence or inability to\nact of the chairperson.\n(4) The deputy chairperson of a Government owned corporation\nvacates office as deputy chairperson if:\n(a) the appointment of the person as deputy chairperson is\nterminated under subsection (2);\n(b) the person resigns the office of deputy chairperson by letter\naddressed to the Government owned corporation's\nshareholding Minister; or\n(c) the person vacates the office of director in accordance with\nsection 25.\n19A Interim arrangements for new Government owned\ncorporations\n(1) This section applies if:\n(a) a new Government owned corporation is established; and\n(b) the Government owned corporation's first chief executive\nofficer has not yet been appointed.\n(2) Despite sections 16(2A), 17(1A), 18(2) and 19(1), a person may be:\n(a) both chairperson of the board and acting chief executive\nofficer under section 17(1)(b); or\n(b) both deputy chairperson of the board and acting chief\nexecutive officer under section 17(1)(b).\n20 Duties and liabilities of directors and other officers\nThe duties and liabilities of directors that are specified in Part 2D.1\nof Chapter 2D of the Corporations Act 2001 are, in relation to the\ndirectors of a Government owned corporation, an applied\nCorporations legislation matter for the purposes of Part 4 of the\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 12\nCorporations Reform (Northern Territory) Act 2001.\n21 Government owned corporation not to indemnify officers\n(1) A Government owned corporation must not:\n(a) indemnify a person who is or has been an officer of the\nGovernment owned corporation against a liability incurred as\nan officer; or\n(b) exempt a person who is or has been an officer of the\nGovernment owned corporation from a liability incurred as an\nofficer.\n(2) An instrument is void so far as it provides for the Government\nowned corporation to do something that subsection (1) prohibits.\n(3) Subsection (1) does not prevent the Government owned\ncorporation from indemnifying a person against civil liability (other\nthan a liability to the Government owned corporation or a subsidiary\nof the Government owned corporation) unless the liability arises out\nof conduct involving a lack of good faith.\n(4) Subsection (1) does not prevent the Government owned\ncorporation from indemnifying a person against a liability for costs\nand expenses incurred by the person:\n(a) in defending a proceeding, whether civil or criminal, in which\njudgment is given in favour of the person or in which the\nperson is acquitted; or\n(b) in connection with an application in relation to a proceeding in\nwhich relief is granted to the person by a court.\n(5) In this section:\nindemnify includes indemnify indirectly through one or more\ninterposed entities.\n23 Termination of appointments\n(1) A person who terminates an appointment under this Act is not\nrequired to give a reason for the termination.\n(2) A termination of an appointment under this Act takes effect\nimmediately or from a later date specified by the person who\nterminates the appointment.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 13\n24 Remuneration\n(1) The shareholding Minister of a Government owned corporation may\ndetermine the remuneration, including travelling and other\nallowances to be paid to a non-executive director or an acting\ndirector of the Government owned corporation or a subsidiary.\n(2) The shareholding Minister may alter or revoke a determination\nunder subsection (1) at any time, including after a person becomes\na director or an acting director.\n(3) The Assembly Members and Statutory Officers (Remuneration and\nOther Entitlements) Act 2006 does not apply in relation to an\nappointment under this Act.\n25 Vacancy in office of director of corporation\n(1) The office of a non-executive director of a Government owned\ncorporation becomes vacant:\n(a) if the director dies; or\n(b) if the director completes a term of office and is not re-\nappointed; or\n(c) if the director resigns the office by letter addressed to the\nGovernment owned corporation's shareholding Minister; or\n(d) if the appointment of the director is terminated under this Act;\nor\n(e) if the director is absent from 4 consecutive meetings of the\nboard of which reasonable notice has been given to the\ndirector personally or in the ordinary course of post; or\n(f) if the director becomes bankrupt, applies to take the benefit of\nany law for the relief of bankrupt or insolvent debtors,\ncompounds with his or her creditors or makes an assignment\nof his or her remuneration for their benefit; or\n(g) if the director is:\n(i) convicted in the Territory of an offence that is punishable\nby imprisonment for 12 months or more;\n(ii) convicted elsewhere than in the Territory of an offence\nthat, if committed in the Territory, would be an offence\npunishable by imprisonment for 12 months or more; or\n\nPart 3 Structure and operation of Government owned corporations\nDivision 2 Officers of Government owned corporations\nGovernment Owned Corporations Act 2001 14\n(iii) disqualified under Part 2D.6 of the Corporations\nAct 2001 from managing a corporation; or\n(h) in the circumstances set out in the constitution of the\nGovernment owned corporation.\n(2) Subsection (1)(e) does not apply if the director is absent on leave\ngranted by the board.\n26 Disclosure of interests by directors\n(1) If a director of a Government owned corporation has a direct or\nindirect interest in a matter being considered, or about to be\nconsidered, by the board of the corporation, the director must\ndisclose the nature of the interest to a meeting of the board as soon\nas practicable after the relevant facts come to the director's\nknowledge.\nMaximum penalty: 100 penalty units.\n(2) The disclosure must be recorded in the board's minutes.\n(3) A director who has disclosed an interest under subsection (1):\n(a) must not, while the director has the interest, take part after the\ndisclosure in any deliberation or decision of the board in\nrelation to the matter in which the director has the interest; and\n(b) is to be disregarded for the purpose of constituting a quorum\nof the board in relation to the deliberation or decision of the\nboard in relation to the matter in which the director has the\ninterest.\n(4) Subsection (3) does not apply to a director if the board resolves that\nthe subsection does not apply to the director.\n(5) A director who has disclosed an interest under subsection (1) may\nwithdraw from the meeting during a period of deliberation or\ndecision of the board in relation to the matter in which the director\nhas the interest, even if the board has made a resolution under\nsubsection (4) in relation to the matter.\n(6) The board of a Government owned corporation is to maintain a\nregister of the interests of the directors of the Government owned\ncorporation.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 3 Public interest requirements\nGovernment Owned Corporations Act 2001 15\n27 Delegation by board\n(1) The board of a Government owned corporation may, by resolution,\ndelegate any of its powers and functions to one or more of the\nfollowing:\n(a) a director of the board;\n(b) a committee of the board;\n(c) the chief executive officer of the Government owned\ncorporation;\n(d) any other person.\n(2) The board of a Government owned corporation is to advise the\nGovernment owned corporation's shareholding Minister of a\ndelegation under subsection (1) of a power or function that is, in its\nopinion, significant.\nDivision 3 Public interest requirements\n28 Community service obligations\n(1) A community service obligation is an activity that:\n(a) has an identifiable community or social benefit; and\n(b) would not be undertaken if only commercial considerations\napplied.\n(2) A Government owned corporation and its shareholding Minister\nmay together agree that the corporation is to undertake a\ncommunity service obligation.\n(3) A Government owned corporation must not undertake a community\nservice obligation except:\n(a) with the agreement of the shareholding Minister under\nsubsection (2); or\n(b) in accordance with a direction under subsection (4).\n(4) The shareholding Minister may direct the Government owned\ncorporation to undertake, or not to undertake, a community service\nobligation.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 3 Public interest requirements\nGovernment Owned Corporations Act 2001 16\n(5) The shareholding Minister is to ensure that appropriate financial\narrangements are made to enable the corporation to undertake a\ncommunity service obligation that it may undertake under this\nsection.\n(5A) The shareholding Minister must consult with the Government\nowned corporation's portfolio Minister before exercising a function\nunder subsection (2), (4) or (5).\n(6) If the shareholding Minister is not the Treasurer, the shareholding\nMinister must consult with the Treasurer before entering into an\nagreement under this section.\n(7) The shareholding Minister must table in the Legislative Assembly a\ncopy of a direction under subsection (4) within 6 sitting days after\nthe direction was given.\n(8) If:\n(a) money is allocated under the Financial Management Act 1995\nto a statutory corporation for a matter that is specified to be a\ncommunity service obligation in the budget papers tabled in\nthe Legislative Assembly for a financial year; and\n(b) in that financial year the corporation becomes a Government\nowned corporation,\nthe obligation is to be taken to be a community service obligation of\nthe Government owned corporation to which the Government\nowned corporation's shareholding Minister has agreed under this\nsection.\n29 Shareholding Minister may notify board of public sector\npolicies\n(1) The shareholding Minister of a Government owned corporation\nmay, in writing, notify the board of the Government owned\ncorporation of a public sector policy that is to apply to the\ncorporation.\n(2) A notice under subsection (1) may only be given:\n(a) if the shareholding Minister is satisfied that it is in the public\ninterest to do so; and\n(b) if the shareholding Minister has consulted the Government\nowned corporation's portfolio Minister; and\n(c) if the shareholding Minister has consulted the board; and\n\nPart 3 Structure and operation of Government owned corporations\nDivision 4 Financial matters\nGovernment Owned Corporations Act 2001 17\n(d) if the shareholding Minister has requested the board to advise\nthe shareholding Minister whether, in its opinion, complying\nwith the policy specified in the notice would not be in the best\ninterests of the Government owned corporation.\n(3) The board of the Government owned corporation must ensure that\na policy specified in a notice under subsection (1) to the board is\ncarried out in relation to the corporation.\n(4) The shareholding Minister must table in the Legislative Assembly a\ncopy of a notice under subsection (1) within 6 sitting days after the\nnotice was given.\n30 Shareholding Minister may give directions in public interest\n(1) The shareholding Minister of a Government owned corporation may\ngive the board of the Government owned corporation a direction in\nwriting in relation to the Government owned corporation.\n(2) A direction under subsection (1) may only be given:\n(a) if the shareholding Minister is satisfied that it is in the public\ninterest to do so; and\n(b) if the shareholding Minister has consulted the Government\nowned corporation's portfolio Minister; and\n(c) if the shareholding Minister has consulted the board; and\n(d) if the shareholding Minister has requested the board to advise\nthe shareholding Minister whether, in its opinion, complying\nwith the direction would not be in the best interests of the\nGovernment owned corporation.\n(3) The board of the Government owned corporation must ensure that\na direction given to it in a notice under subsection (1) is carried out\nin relation to the Government owned corporation.\n(4) The shareholding Minister must table in the Legislative Assembly a\ncopy of a notice under subsection (1) within 6 sitting days after the\nnotice was given.\nDivision 4 Financial matters\n31 Dividends\n(1) The board of a Government owned corporation is to declare the\namount of a dividend on the shares of the Government owned\ncorporation.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 4 Financial matters\nGovernment Owned Corporations Act 2001 18\n(2) The Government owned corporation's shareholding Minister may\ndirect the board of the Government owned corporation to declare a\nspecial dividend on the shares of the corporation.\n(3) A dividend declared under subsection (1) or (2) is to be paid into\nthe Central Holding Authority.\n(4) The shareholding Minister may, before the annual financial\nstatements are finalised, discuss the dividend to be declared under\nsubsection (1) with the board of the Government owned\ncorporation.\n(5) The board of the Government owned corporation must make a\nrecommendation to the shareholding Minister as to the amount to\nbe paid as a dividend.\n(6) The shareholding Minister may:\n(a) accept the recommendation of the board made under\nsubsection (5); or\n(b) issue a direction specifying that a different amount to that\nrecommended by the board is to be declared as a dividend.\n(7) The shareholding Minister must table in the Legislative Assembly a\ncopy of a direction under subsection (2) or (6)(b) within 6 sitting\ndays after the date on which the direction was given.\n(8) Dividends must be paid:\n(a) within 60 days after the audited annual financial statements\nare completed in each year; or\n(b) by 1 December in each year,\nwhichever is earlier.\n32 Capital structure\n(1) The shareholding Minister of a Government owned corporation may\ndetermine or alter the capital structure of the Government owned\ncorporation.\n(2) Before determining or altering the capital structure of the\nGovernment owned corporation, the shareholding Minister must:\n(a) consult with the board of the corporation; and\n(b) if the shareholding Minister is not the Treasurer – consult with\nthe Treasurer; and\n\nPart 3 Structure and operation of Government owned corporations\nDivision 4 Financial matters\nGovernment Owned Corporations Act 2001 19\n(c) request the board to advise the shareholding Minister whether\nit is of the opinion that the proposed capital structure would\nnot be in the best interests of the corporation or any of its\nsubsidiaries.\n(3) The board of the Government owned corporation may make a\nrecommendation to the shareholding Minister as to the capital\nstructure, including by converting debt to equity, converting equity\nto debt, repaying equity, transferring assets and altering the equity\nbase.\n33 Tax\n(1) A Government owned corporation, and a wholly owned subsidiary\nof a Government owned corporation, must pay to the Central\nHolding Authority for each financial year an amount that is equal to\nthe amount the corporation or subsidiary would have been liable to\npay for the financial year as income tax under a law of the\nCommonwealth if the corporation or subsidiary were not exempt\nfrom the requirement to do so.\n(2) A Government owned corporation that is exempt from the\nrequirement to pay an amount to a local government council must\npay to the Central Holding Authority for each financial year an\namount that is equal to the amount the corporation would have\nbeen liable to pay to the council in the financial year if the\ncorporation were not exempt from the requirement to do so.\n(3) In calculating an amount of tax referred to in subsection (1) or (2),\nand in paying the amount, the Government owned corporation or\nsubsidiary must comply and act in accordance with the Tax\nEquivalents Regimes Manual issued by the Treasurer as amended\nfrom time to time.\n(4) A Government owned corporation is not, merely because it may\ncome under the shield of the Crown or is representing the Crown in\naccordance with an agreement under section 5(1)(b), exempt from\nany rate, tax, duty or other impost imposed by or under any law of\nthe Territory.\n34 Government guarantee\n(1) Except as provided for in this section and despite the provisions of\nany other Act (including section 20 of the Northern Territory\nTreasury Corporation Act 1994), the obligations of a Government\nowned corporation or any of its subsidiaries are not guaranteed by\nthe Territory.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 4 Financial matters\nGovernment Owned Corporations Act 2001 20\n(2) The Treasurer may agree that the Territory is to guarantee a\nGovernment owned corporation:\n(a) if the Government owned corporation is required to undertake\nan activity outside its normal commercial functions; or\n(b) to the extent that the board of the corporation and the\nTreasurer agree in writing.\n(3) The Treasurer must table in the Legislative Assembly a copy of a\nguarantee to which the Treasurer has agreed under this section\nwithin 6 sitting days after the date the guarantee was entered into.\n35 Borrowings\n(1) A Government owned corporation may only borrow money (other\nthan from the Northern Territory Treasury Corporation) with the\napproval of the Government owned corporation's shareholding\nMinister under subsection (2).\n(2) The shareholding Minister of a Government owned corporation may\napprove the borrowing of an amount of money by the Government\nowned corporation.\n(3) If a Government owned corporation borrows money other than from\nthe Northern Territory Treasury Corporation and the Treasurer is of\nthe opinion that a similar corporation that was not a Government\nowned corporation would have paid a higher interest rate for the\nborrowing, the corporation must from time to time pay to the\nTreasurer for payment into the Central Holding Authority a\ncompetitive neutrality fee.\n(4) The competitive neutrality fee:\n(a) is to be determined by the Treasurer having regard to the\ndifference between the interest rate that the Government\nowned corporation is liable to pay for the borrowing and the\ninterest rate that, in the opinion of the Treasurer, a similar\ncorporation that was not a Government owned corporation\nwould have paid for the borrowing; and\n(b) may be expressed as a percentage interest rate on the\nborrowing.\n36 Procurement\n(1) A Government owned corporation must develop a procurement\npolicy.\n\nPart 3 Structure and operation of Government owned corporations\nDivision 4 Financial matters\nGovernment Owned Corporations Act 2001 21\n(2) The procurement policy must be consistent with the principles of\nthe Territory's procurement policy.\n(3) The procurement policy must be approved by the Government\nowned corporation's shareholding Minister.\n(4) The shareholding Minister must consult with the Government\nowned corporation's portfolio Minister before approving, or refusing\nto approve, a procurement policy.\n(5) The Government owned corporation must comply with the\nprocurement policy approved by the shareholding Minister.\n(6) Until the Government owned corporation's procurement policy is\napproved under subsection (4), the Procurement Act 1995 applies\nto the corporation as if it were an Agency.\n37 Investments by Government owned corporations\n(1) A Government owned corporation must not undertake a capital\ninvestment above the relevant prescribed threshold unless it is\napproved by the Government owned corporation's shareholding\nMinister.\n(2) A Government owned corporation must not acquire a financial\ninvestment above the relevant prescribed threshold unless it is\napproved by the Government owned corporation's shareholding\nMinister.\n(3) For the purposes of subsections (1) and (2), the relevant prescribed\nthreshold is:\n(a) the threshold agreed by the board of the Government owned\ncorporation and the Government owned corporation's\nshareholding Minister; or\n(b) if a threshold is not agreed under paragraph (a) – the\nthreshold determined by the Government owned corporation's\nshareholding Minister,\nfor a capital investment or financial matter of the type to which the\nthreshold relates.\n(4) A Government owned corporation must not:\n(a) form or acquire a subsidiary, a trust, joint venture or other\nsimilar arrangement involving a third party; or\n(b) undertake a capital or financial investment outside the\nTerritory,\n\nPart 4 Accountability\nDivision 1 Statements of corporate intent\nGovernment Owned Corporations Act 2001 22\nunless:\n(c) the formation, acquisition or undertaking is approved by the\nGovernment owned corporation's shareholding Minister; or\n(d) otherwise agreed between the Government owned\ncorporation's shareholding Minister and its board.\n(5) An approval given by the shareholding Minister under\nsubsection (4) may be given on the conditions the shareholding\nMinister thinks fit.\n(6) If the shareholding Minister is not the Treasurer, the shareholding\nMinister must consult with the Treasurer before giving an approval\nunder this section.\n38 Disposal of investments\n(1) A Government owned corporation must not dispose of a capital or\nfinancial investment above the prescribed threshold unless the\ndisposal is approved by the Government owned corporation's\nshareholding Minister.\n(2) For the purposes of subsection (1), the prescribed threshold is:\n(a) the threshold agreed by the board of the Government owned\ncorporation and the Government owned corporation's\nshareholding Minister; or\n(b) if the threshold is not agreed under paragraph (a) – the\nthreshold determined by the Government owned corporation's\nshareholding Minister.\n(3) If the shareholding Minister is not the Treasurer, the shareholding\nMinister must consult with the Treasurer before giving an approval\nunder this section.\nPart 4 Accountability\nDivision 1 Statements of corporate intent\n39 Statement of corporate intent – timetable and procedure\n(1) The board of a Government owned corporation must prepare and\nsubmit to the Government owned corporation's shareholding\nMinister a draft written statement of corporate intent.\n\nPart 4 Accountability\nDivision 1 Statements of corporate intent\nGovernment Owned Corporations Act 2001 23\n(2) The board must:\n(a) consult in good faith with the shareholding Minister; and\n(b) make the changes to the draft statement that are agreed\nbetween the shareholding Minister and the board; and\n(c) deliver the completed written statement to the shareholding\nMinister (incorporating the changes, if any, made under\nparagraph (b)) not later than one month before the\ncommencement of the financial year to which the statement\nrelates or by a date agreed between the board and\nshareholding Minister.\n(3) The statement may be modified at any time by the board with the\nagreement of the shareholding Minister.\n(4) The shareholding Minister may, from time to time, by written notice\nto the board, direct the board to include in, or delete from, the\nstatement of corporate intent any matters specified in the direction.\n(5) Before giving a direction under this section, the shareholding\nMinister is to consult with the board of the Government owned\ncorporation as to the matters to be referred to in the notice.\n(6) The Government owned corporation must comply with a direction\ngiven under this section.\n(7) The shareholding Minister must table in the Legislative Assembly a\ncopy of:\n(a) the completed statement of corporate intent for the\nGovernment owned corporation, or a modification of the\nstatement – within 6 sitting days after the commencement of\nthe financial year to which the statement relates or after the\ndate agreed between the board and shareholding Minister\nunder subsection (2)(c); or\n(b) a direction under this section – within 6 sitting days after the\ndate the shareholding Minister gave the direction.\n(8) Before a copy of a document is tabled in the Legislative Assembly\nunder this section, the shareholding Minister may delete from the\ndocument information that is of a commercially sensitive nature.\n(9) A document referred to in this section may not, before it is tabled in\nthe Legislative Assembly, be published or made available to the\npublic without the approval of the board and the shareholding\nMinister.\n\nPart 4 Accountability\nDivision 1 Statements of corporate intent\nGovernment Owned Corporations Act 2001 24\n40 Statement of corporate intent – contents\nA statement of corporate intent must specify for the Government\nowned corporation, in respect of the financial year to which it\nrelates and each of the 2 following financial years, the following\ninformation:\n(a) the objectives of the corporation;\n(b) the nature and scope of the activities to be undertaken by the\ncorporation;\n(c) the material risks faced by the corporation;\n(d) the strategies to minimise the material risks faced by the\ncorporation;\n(e) the strategies to improve the financial performance of the\ncorporation;\n(f) the capital investment plans of the corporation that have been\napproved by the Government owned corporation's\nshareholding Minister;\n(g) the financial targets and other measures by which the\nperformance of the corporation may be judged;\n(h) the accounting policies to be applied in the accounts of the\ncorporation;\n(i) any other matters that may be agreed on by the Government\nowned corporation's shareholding Minister and board.\n41 Statement of corporate intent – reporting\n(1) A Government owned corporation must, within 3 months after the\nend of each financial year or another period that is specified by the\nGovernment owned corporation's shareholding Minister, give to its\nshareholding Minister and portfolio Minister a report on the\ncorporation's performance in relation to its statement of corporate\nintent.\n(2) A report under subsection (1) is to:\n(a) identify any significant departures from the statement of\ncorporate intent for the financial year to which the report\nrelates; and\n(b) set out the reasons for each of the departures.\n\nPart 4 Accountability\nDivision 2 Audit, reporting and provision of information\nGovernment Owned Corporations Act 2001 25\n(3) If a report under this section is not included in the annual report\nunder section 44, the shareholding Minister must table in the\nLegislative Assembly a copy of the report under this section within 6\nsitting days after the date the shareholding Minister receives the\nreport.\n(4) Before a copy of a report is tabled in the Legislative Assembly\nunder this section, the shareholding Minister may delete from the\nreport information that is of a commercially sensitive nature.\nDivision 2 Audit, reporting and provision of information\n42 Corporation to provide financial statements to Auditor-General\n(1) A Government owned corporation must forward to the Auditor-\nGeneral the financial statements that are to be included in an\nannual report prepared under section 44(1).\n(2) The Government owned corporation must forward the financial\nstatements to the Auditor-General within 2 months after the end of\neach financial year or of another period that is specified by the\nGovernment owned corporation's shareholding Minister.\n43 Auditor-General to audit financial statements etc.\n(1) The Auditor-General must:\n(a) audit the financial statements forwarded to him or her under\nsection 42(1) within one month after receiving them or within\nanother period determined by the Administrator; and\n(b) report on the financial statements to the board of the\nGovernment owned corporation.\n(2) The Auditor-General may determine the fee payable for an audit\nunder this section after consultation with the Government owned\ncorporation to which the report relates.\n(3) A Government owned corporation must pay in accordance with a\ndirection of the Auditor-General the fee determined under\nsubsection (2).\n(4) A reference in this section to the Auditor-General includes a\nreference to a person carrying out functions under this section for\nthe Auditor-General.\n\nPart 4 Accountability\nDivision 2 Audit, reporting and provision of information\nGovernment Owned Corporations Act 2001 26\n44 Annual reports and accounts\n(1) A Government owned corporation must prepare an annual report of\nthe operations of the corporation and of its subsidiaries during each\nfinancial year.\n(2) The annual report under subsection (1) is to include:\n(a) financial statements for that financial year that comply with the\nrequirements of the Corporations Act 2001 and, if the\ncorporation has subsidiaries, the requirements of that Act\nrelating to consolidated financial statements; and\n(b) the Auditor-General's report provided to the corporation under\nsection 43; and\n(c) all information that is required by the Government owned\ncorporation's shareholding Minister to enable an informed\nassessment of the operations of the corporation and its\nsubsidiaries.\n(3) A report under subsection (1) must conform to the requirements of\nsimilar reports under the Corporations Act 2001.\n(4) The Government owned corporation must forward the annual report\nunder subsection (1) to the Government owned corporation's\nshareholding Minister as soon as practicable after the\nAuditor-General provides his or her report to the Government\nowned corporation under section 43 and in any case:\n(a) within 3 months after the end of each financial year; or\n(b) within another period that is specified by the shareholding\nMinister.\n(5) The shareholding Minister must table in the Legislative Assembly a\ncopy of an annual report of a Government owned corporation within\n6 sitting days after the report is delivered to the shareholding\nMinister.\n45 Auditor-General to conduct audits\n(1) The Auditor-General may conduct under the Audit Act 1995 an\naudit of a Government owned corporation.\n(2) Sections 16 and 21 of the Audit Act 1995 apply in relation to a\nGovernment owned corporation as if a reference in those sections\nto Accountable Officer and Agency were a reference to the\nboard of a Government owned corporation and Government\nowned corporation respectively.\n\nPart 4 Accountability\nDivision 2 Audit, reporting and provision of information\nGovernment Owned Corporations Act 2001 27\n46 Special audits\n(1) The shareholding Minister of a Government owned corporation may\nrequest the Auditor-General to carry out an audit within the time\nspecified in the request or within the further time that is reasonably\nnecessary to enable the audit to be completed.\n(2) A request under subsection (1) is to be in writing and may be given\neither generally or in relation to a specific matter.\n(3) The Auditor-General is to advise the shareholding Minister in\nwriting, within 14 days after receiving a request under\nsubsection (1), whether or not the Auditor-General agrees to carry\nout the request.\n(4) If the Auditor-General has advised the shareholding Minister under\nsubsection (3) that the Auditor-General agrees to carry out the\nrequested audit, the Auditor-General is to provide a written report in\nrelation to the audit.\n(5) The shareholding Minister of a Government owned corporation may\nrequest an auditor to carry out an audit, either generally or in\nrespect of a specific matter, in relation to the Government owned\ncorporation.\n(6) In this section:\naudit includes the inspection, investigation, examination or review\nof accounts, performance or systems.\n47 Other information to be provided\n(1) A Government owned corporation must give relevant corporate\ninformation to its shareholding Minister or portfolio Minister when\nrequested by the Minister to do so.\n(3) Information is to be provided under subsection (1) whether or not\nthe information is of a kind referred to in the statement of corporate\nintent.\n(4) A Government owned corporation must provide to the Territory\ninformation in relation to the corporation or its subsidiaries if the\ninformation is required by the Territory to enable it to provide the\ninformation to a body of the Commonwealth for the purpose of the\ncollection of national data.\n\nPart 5 Legal capacity and powers of Government owned corporations\nGovernment Owned Corporations Act 2001 28\n(5) In this section:\nrelevant corporate information, in relation to a Minister, means\ninformation about the affairs of the corporation or any of its\nsubsidiaries that the Minister reasonably needs for the performance\nof the Minister's functions under this Act.\nPart 5 Legal capacity and powers of Government\nowned corporations\n48 Interpretation\n(1) In this Part, unless the contrary intention appears:\nofficer includes a person authorised by the board of a Government\nowned corporation.\nrestriction includes prohibition.\n(2) In this Part, unless the contrary intention appears:\n(a) the doing of an act by a Government owned corporation\nincludes a reference to the making of an agreement by the\nGovernment owned corporation and a reference to a transfer\nof property to or by the Government owned corporation; and\n(b) a reference to power includes a reference to legal capacity.\n49 Objects of Part\n(1) The objects of this Part include:\n(a) providing that the doctrine of ultra vires does not apply to\nGovernment owned corporations; and\n(b) ensuring that Government owned corporations give effect to\nany restrictions on their objects or powers but without affecting\nthe validity of their dealings with outsiders.\n(2) This Part is to be construed and have effect in accordance with the\nobjects specified in subsection (1).\n50 General powers of Government owned corporations\n(1) A Government owned corporation is a body corporate with\nperpetual succession.\n\nPart 5 Legal capacity and powers of Government owned corporations\nGovernment Owned Corporations Act 2001 29\n(2) A Government owned corporation has, for or in connection with the\nperformance of its functions, all the powers of a natural person\nincluding the following powers:\n(a) to enter into contracts;\n(b) to acquire, hold, dispose of and deal with property;\n(c) to sue and be sued;\n(d) to appoint agents and attorneys;\n(e) to charge, and fix terms, for goods, services and information\nsupplied by it;\n(f) to engage consultants;\n(g) to do all other things necessary or convenient to be done for,\nor in connection with, the performance of its functions.\n(3) Without limiting subsection (2), a Government owned corporation\nhas the powers that are conferred on it by or under this or another\nAct.\n(4) A Government owned corporation may exercise its powers within or\noutside the Territory.\n(5) Without limiting subsection (4), a Government owned corporation\nmay exercise its powers outside Australia.\n(6) A Government owned corporation is to have a common seal.\n51 Restrictions on Government owned corporations\n(1) Section 50 has effect in relation to a Government owned\ncorporation subject to any restrictions on the Government owned\ncorporation's powers expressly imposed by or under this or another\nAct.\n(2) Section 50 also has effect in relation to the Government owned\ncorporation subject to any restrictions expressly imposed by:\n(a) the Government owned corporation's constitution; or\n(b) a relevant statement of corporate intent of the Government\nowned corporation; or\n(c) a relevant direction, notification or approval given to the\nGovernment owned corporation by the Government owned\ncorporation's shareholding Minister or portfolio Minister.\n\nPart 5 Legal capacity and powers of Government owned corporations\nGovernment Owned Corporations Act 2001 30\n(3) If:\n(a) the Government owned corporation exercises a power\ncontrary to a restriction referred to in subsection (1) or (2); or\n(b) the Government owned corporation's constituting Act sets out\nthe objects or functions of the corporation and the corporation\ndoes an act otherwise than in accordance with the objects or\nfunctions,\nthe corporation contravenes this subsection.\n(4) The exercise of the power mentioned in subsection (3)(a) or the act\nmentioned in subsection (3)(b) is not invalid merely because of the\ncontravention.\n(5) An officer of the Government owned corporation who is involved in\nthe contravention contravenes this subsection.\n(6) An act of the officer is not invalid merely because, by doing the act,\nthe officer contravenes subsection (5).\n(7) The Government owned corporation or officer of the Government\nowned corporation is not guilty of an offence merely because of the\nrelevant contravention.\n(8) The fact that:\n(a) by exercising the powers mentioned in subsection (3)(a) or\ndoing the act as mentioned in subsection (3)(b) the\nGovernment owned corporation contravened, or would\ncontravene, subsection (3); or\n(b) by doing a particular act, an officer of the Government owned\ncorporation contravened or would contravene subsection (5),\nmay be asserted or relied on only in proceedings between the\nGovernment owned corporation's shareholding Minister or the\nTerritory and officers of the Government owned corporation.\n51A Business or trading names\nA Government owned corporation may use and operate under any\nof the following names:\n(a) the name given to the corporation by its constituting Act;\n(b) one or more business or trading names approved by the\nGovernment owned corporation's shareholding Minister by\nnotice in writing.\n\nPart 5 Legal capacity and powers of Government owned corporations\nGovernment Owned Corporations Act 2001 31\n52 Assumptions that may be made in dealings with Government\nowned corporations or property\n(1) A person who enters into a transaction with a Government owned\ncorporation is entitled to assume that the corporation:\n(a) has power to enter into the transaction and is entering into the\ntransaction in the performance of its statutory functions; and\n(b) has obtained all approvals required under this Act or its\nconstituting Act to enable it to enter into the transaction; and\n(c) in entering into the transaction, has complied with its\nconstitution, this Act and its constituting Act; and\n(d) has properly sealed a document if:\n(i) it bears what appears to be an imprint of the\ncorporation's seal; and\n(ii) the sealing of the document appears to be authenticated\nby a director of the corporation or the chief executive\nofficer of the corporation.\n(2) Subsection (1) does not apply if, at the time the transaction is\nentered into, the person has:\n(a) actual knowledge to the contrary of a matter the person is\nentitled to assume under subsection (1); or\n(b) a connection or relationship with the Government owned\ncorporation of a kind that the person ought to know that the\ncontrary of a matter the person is entitled to assume under\nsubsection (1) is the case.\n(3) If a person is entitled to make an assumption under subsection (1)\nat the time the person enters into a transaction with a Government\nowned corporation, the corporation may not assert, after the\ntransaction has been entered into, that the assumption does not\napply or that the transaction is not binding on the corporation.\n53 Fraud does not necessarily invalidate assumptions\n(1) A person's entitlement under this Part to make an assumption is not\naffected merely by the fact that a person:\n(a) has acted or is acting fraudulently in relation to the dealing or\nacquisition or purported acquisition of title to property to which\nthe assumption relates; or\n\nPart 5A Restructure of Government owned corporations\nDivision 1 Preliminary matters\nGovernment Owned Corporations Act 2001 32\n(b) has forged a document that appears to have been sealed on\nbehalf of a Government owned corporation.\n(2) Despite subsection (1), the person is not entitled to make an\nassumption under subsection (1) if the person has actual\nknowledge of that fraudulent action or forgery.\nPart 5A Restructure of Government owned\ncorporations\nDivision 1 Preliminary matters\n53A Definitions\nIn this Part:\napply, for a transferable instrument in relation to a person, see\nsection 53B(7).\nasset includes:\n(a) a legal or equitable interest of any kind (whether present or\nfuture and whether vested or contingent) in property of any\nkind (whether real or personal and whether tangible or\nintangible); and\n(b) a chose in action or other right.\ncommenced regulations, for Division 4, see section 53N.\nerror, for Division 4, see section 53P.\nliability means a liability, duty or obligation of any kind (whether\npresent or future and whether vested or contingent).\nrelevant entity means any of the following:\n(a) a Government owned corporation;\n(b) a subsidiary;\n(c) a statutory corporation;\n(d) a corporation (as defined in the Corporations Act 2001), or\nother body corporate, that is owned by the Territory;\n(e) the Territory.\ntransfer date, for Division 4, see section 53N.\n\nPart 5A Restructure of Government owned corporations\nDivision 2 Transfer regulations\nGovernment Owned Corporations Act 2001 33\ntransfer regulations means regulations made under section 53B.\ntransferable instrument means an instrument (other than an Act\nor subordinate legislation but including any other statutory\ninstrument) that creates, modifies or extinguishes a right or liability\nof any kind.\nDivision 2 Transfer regulations\n53B Transfer regulations\n(1) Regulations may be made under this section for the purpose of\neffecting the transfer of all or part of the business of a Government\nowned corporation to a relevant entity.\n(2) The regulations may do one or more of the following:\n(a) transfer all or part of an asset or liability of a Government\nowned corporation or a subsidiary to a relevant entity;\n(b) in relation to a transferred asset – require the transferee to\nprovide consideration for the transfer to the Government\nowned corporation or subsidiary from which it was transferred\nor to the Territory;\n(c) in relation to a transferred asset or liability, do one or both of\nthe following:\n(i) ascribe a value to the asset or liability or provide a\nmethod for how the value is to be determined;\n(ii) provide for the manner in which the asset or liability is to\nbe dealt with in a relevant entity's accounts;\n(d) in relation to a transferable instrument that would, but for the\nregulations, apply to a Government owned corporation or a\nsubsidiary (Corporation A), provide that the instrument\nbecomes an instrument that:\n(i) applies to:\n(A) a relevant entity instead of Corporation A; or\n(B) a relevant entity as well as Corporation A; or\n(C) Corporation A as if the regulations had not been\nmade; and\n(ii) applies to Corporation A or the relevant entity to the\nextent specified in the regulations; and\n\nPart 5A Restructure of Government owned corporations\nDivision 2 Transfer regulations\nGovernment Owned Corporations Act 2001 34\n(iii) has effect as modified as set out in the regulations;\n(e) in relation to proceedings to which, but for the regulations, a\nGovernment owned corporation or a subsidiary\n(Corporation A) would be a party:\n(i) provide that a relevant entity become a party to the\nproceedings in place of Corporation A; or\n(ii) provide that relevant entity become a party to the\nproceedings, as well as Corporation A, to the extent\nspecified in the regulations; or\n(iii) provide that Corporation A continues as a party to the\nproceedings as if the regulations had not been made;\n(f) in relation to a right that would, but for the regulations, be\navailable to or against a Government owned corporation or a\nsubsidiary (Corporation A) – provide that the right becomes a\nright that:\n(i) is available to or against a relevant entity instead of\nCorporation A; or\n(ii) is available to or against a relevant entity, as well as\nCorporation A, to the extent specified in the regulations;\nor\n(iii) continues to be available to or against Corporation A as\nif the regulations had not been made;\n(g) provide that a relevant entity is the successor in law of a\nGovernment owned corporation or a subsidiary to the extent\nspecified in the regulations;\n(h) make provision in relation to the officers, employees and other\nstaff of a relevant entity that is affected by the regulations;\n(i) make provision for any other matter in respect of which it is\nnecessary or convenient for provision to be made for giving\neffect to the purpose mentioned in subsection (1).\n(3) The regulations may identify things individually or as classes of\nthings.\n(4) The regulations may identify something as a thing to which a\nparagraph of subsection (2) applies by:\n(a) identifying the thing in the regulations; or\n\nPart 5A Restructure of Government owned corporations\nDivision 2 Transfer regulations\nGovernment Owned Corporations Act 2001 35\n(b) providing a method for how the things to which the paragraph\nis to apply are to be identified, including by providing for a\nMinister to prepare a register of those things.\n(5) If regulations provide for a Minister to identify things for a paragraph\nof subsection (2) by preparing a register, the regulations may also\nprovide that any matter which that paragraph provides may be\nspecified or set out in the regulations may be specified or set out in\nthe register.\n(6) For subsection (2)(b), regulations may:\n(a) specify the amount of the consideration or provide a method\nfor how the amount of the consideration is to be determined;\nand\n(b) provide for the terms on which the consideration is to be\nprovided, including by creating a debt owed by the transferee.\n(7) For subsection (2)(d), a transferable instrument applies to a person\nif:\n(a) the person is a party to the instrument; or\n(b) the instrument was made or given by, to or in favour of the\nperson; or\n(c) the instrument confers a right or liability on the person; or\n(d) the instrument refers to the person; or\n(e) the instrument has any other connection with or application in\nrelation to the person.\n53C Internal instruments may be included as transferable\ninstruments\n(1) This section applies if:\n(a) part of the business of a Government owned corporation is to\nbe transferred under this Part; and\n(b) an instrument (an internal instrument) provides for\narrangements between that part of the business and another\npart of the business of the Government owned corporation.\n(2) Transfer regulations may make provision for an internal instrument\n(including by its inclusion in a register mentioned in\nsection 53B(4)(b)) as if it were a transferable instrument.\n\nPart 5A Restructure of Government owned corporations\nDivision 2 Transfer regulations\nGovernment Owned Corporations Act 2001 36\n(3) If the regulations do make such provision, for the purposes of this\nPart, the instrument is to be taken to be a contract creating rights\nand liabilities between the 2 parts of the business as if they were\nseparate legal entities.\n53D Transfer regulations effective despite other Acts\nAnything purported to be effected by transfer regulations has effect\ndespite anything in any Act in force at the time the regulations\ncommence.\n53E Effect of transfer regulations – contravention of laws, civil\nwrongs, etc.\nAnything that occurs by operation of transfer regulations:\n(a) does not constitute a contravention of any law of the Territory;\nand\n(b) does not constitute a breach of confidence, a breach of a\nprofessional code, or other civil wrong.\n53F Effect of transfer regulations – transferable instruments\n(1) Anything that occurs by operation of transfer regulations:\n(a) does not constitute a breach of a transferable instrument; and\n(b) does not fulfil a condition in a transferable instrument that\nwould do any of the following:\n(i) allow a person to terminate or modify the operation or\neffect of the instrument;\n(ii) allow a person to enforce an obligation or exercise a\nright under the instrument;\n(iii) release a person from an obligation under the\ninstrument;\n(iv) require a person to perform an obligation under the\ninstrument;\n(v) require money to which the instrument relates to be paid\nbefore its stated maturity; and\n(c) does not cause a transferable instrument to become void or\notherwise unenforceable.\n\nPart 5A Restructure of Government owned corporations\nDivision 3 General provisions relating to transfers\nGovernment Owned Corporations Act 2001 37\n(2) If, but for this section, a precondition would have to be satisfied\nbefore something that is done by transfer regulations could occur,\nthe precondition is taken to have been satisfied unconditionally\nbefore the regulations have effect.\nExamples for subsection (2)\n1 If notice would otherwise be required to be given before something could\nbe done, the notice is taken to have been given.\n2 If the approval of a person would otherwise be required before something\ncould be done, the approval is taken to have been given unconditionally.\n(3) This section applies despite anything in an instrument.\n53G Effect of transfer regulations – joint ownership and joint\nliability\n(1) This section applies if an asset or liability that is transferred by\ntransfer regulations is:\n(a) an interest in property in which another person also has an\ninterest; or\n(b) a liability that is owed jointly with another person.\n(2) The transfer of the asset or liability by the transfer regulations does\nnot sever any joint tenancy or joint liability or in any other way affect\nthe interest or liability of the other person.\nDivision 3 General provisions relating to transfers\n53H Completion of necessary transactions\n(1) This section applies if there is any impediment to a provision of\ntransfer regulations having effect (for example, because a matter is\ngoverned by a law of another jurisdiction).\n(2) The relevant entities affected by the transfer regulations and their\nshareholding and portfolio Ministers must take all practicable steps\nto ensure that the effect sought to be achieved by the provision is\nachieved.\n53J Arrangements for custody and use of records\nThe relevant entities affected by transfer regulations must make\nappropriate arrangements for the custody of, and access to,\ndocuments and information that relate to anything that is affected\nby the transfer regulations.\n\nPart 5A Restructure of Government owned corporations\nDivision 3 General provisions relating to transfers\nGovernment Owned Corporations Act 2001 38\n53K Notification and registration of transfer\n(1) If transfer regulations transfer an asset, right or liability:\n(a) the relevant entity to which it is transferred must give the\nrelevant registrar all documents and information the registrar\nneeds in order to register the effect of the transfer regulations;\nand\n(b) if the registrar is authorised by a law of the Territory – the\nregistrar must register the effect of the transfer regulations.\n(2) If transfer regulations affect proceedings as mentioned in\nsection 53B(2)(e)(i) or (ii):\n(a) a relevant entity that becomes or ceases to be a party to the\nproceedings must give to the relevant court officer all\ndocuments and information the officer needs in order to\nregister the effect of the transfer regulations; and\n(b) if the court is a Territory court – the court officer must register\nthe effect of the transfer regulations.\n(3) The documents and information must be given in a form that is\nacceptable to the registrar or court officer (which need not be the\nform in which such documents and information would ordinarily be\nrequired to be given).\n(4) In this section:\ncourt includes a tribunal or other decision making body or person.\ncourt officer for a court, means the registrar, clerk or other officer\nresponsible for recording matters relating to proceedings before the\ncourt.\nregister the effect of the transfer regulations means to:\n(a) record the documents and information necessary to show the\neffect of the transfer regulations; and\n(b) take any other action that is appropriate in consequence of the\ntransfer regulations having had effect.\nExample for definition register the effect of the transfer regulations,\nparagraph (b)\nIf land is transferred it may be appropriate for the Registrar-General to issue a\nnew certificate as to title.\n\nPart 5A Restructure of Government owned corporations\nDivision 4 Correction orders\nGovernment Owned Corporations Act 2001 39\nregistrar means a person who is authorised by a law of the\nTerritory or another jurisdiction to register documents and\ninformation relating to, or otherwise record, transactions affecting\nassets, rights or liabilities.\nExamples for definition registrar\n1 The Registrar-General or an equivalent officer in a State.\n2 The Minister administering the Mineral Titles Act.\n3 The Registrar of Personal Property Securities under the Personal Property\nSecurities Act 2009 (Cth).\n53L Territory taxes\n(1) No Territory tax is payable in relation to a tax-free action.\n(2) At the request of a person who would, but for subsection (1), be\nliable to pay Territory tax in relation to a tax-free action, the\nTreasurer may certify in writing that a specified thing is a tax-free\naction.\n(3) For all purposes and in all proceedings, a certificate under\nsubsection (2) is conclusive evidence of the matters certified in it,\nexcept so far as the contrary is shown.\n(4) In this section:\ntax-free action means anything:\n(a) that occurs by operation of transfer regulations; or\n(b) that is done for the purpose of giving effect to the transfer of\nbusiness being effected by the regulations.\nTerritory tax means any tax (including stamp duty under the Stamp\nDuty Act 1978), duty, fee, levy or charge payable under a law of the\nTerritory.\nDivision 4 Correction orders\n53M Application of Division\nThis Division applies if transfer regulations for the purpose of\neffecting the transfer of all or part of the business of a Government\nowned corporation to a relevant entity have commenced.\n\nPart 5A Restructure of Government owned corporations\nDivision 4 Correction orders\nGovernment Owned Corporations Act 2001 40\n53N Definitions\nIn this Division:\ncommenced regulations means the transfer regulations\nmentioned in section 53M.\nerror, see section 53P.\ntransfer date means the date on which the transfer of business\neffected by the commenced regulations occurred.\n53P Meaning of error\n(1) The commenced regulations contain an error if they:\n(a) did not provide for something that ought to have been\nprovided for; or\n(b) provided for something in a way other than the way in which it\nought to have been provided for; or\n(c) provide for something that ought not to have been provided\nfor.\n(2) In this section, a reference to something that ought to have been\ndone, is a reference to something that was necessary or convenient\nto be done in order to properly effect the transfer of business\nmentioned in section 53M.\n53Q Minister may make correction order\n(1) This section applies if the Minister is satisfied that:\n(a) the commenced regulations contain an error; and\n(b) the error cannot adequately be rectified by the making of\nfurther transfer regulations.\n(2) The Minister may, by Gazette notice, make a correction order to\nrectify the error.\n(3) The Minister cannot make a correction order more than 6 months\nafter the transfer date.\n53R Correction order\n(1) A correction order may:\n(a) do anything that could have been done by the commenced\nregulations under section 53B(2)(a) to (f); and\n\nPart 5A Restructure of Government owned corporations\nDivision 5 Miscellaneous matters\nGovernment Owned Corporations Act 2001 41\n(b) provide for a matter of a transitional nature that is necessary\nor convenient because of the making of the order.\n(2) A correction order may have retrospective operation to a day not\nearlier than the transfer day.\n(3) However, to the extent to which the order has retrospective\noperation, it does not operate to the disadvantage of a person\n(other than a relevant entity) by:\n(a) decreasing the person's rights; or\n(b) imposing liabilities on the person.\n53S Application of Part to correction order\nThis Part, other than section 53B and this Division, apply in relation\nto a correction order as if it were transfer regulations.\nDivision 5 Miscellaneous matters\n53T Ministerial directions\n(1) The shareholding Minister for a Government owned corporation\nmay, in writing, direct the Government owned corporation to do\nanything that the Minister considers necessary or convenient to be\ndone for the purpose of:\n(a) facilitating the making of transfer regulations; or\n(b) preparing for the transfer of business that is to be effected by\nthe transfer regulations; or\n(c) giving effect to the transfer of business.\n(2) The direction may require the Government owned corporation to do\nsomething that it could not otherwise lawfully do.\n(3) The Government owned corporation must comply with the notice.\n(4) The shareholding Minister must table a copy of the notice in the\nLegislative Assembly within 6 sitting days after the notice is given to\nthe board.\n(5) The Minister cannot give a direction under this section more than\n6 months after the transfer of business occurred.\n(6) This section does not affect the ability of a Minister to give\ndirections under any other provision of this Act.\n\nPart 6 Miscellaneous\nGovernment Owned Corporations Act 2001 42\n(7) A reference in this section to doing something includes a reference\nto refraining from doing something.\n53U Protection from liability\n(1) A protected person is not civilly or criminally liable for an act done\nor omitted to be done by the person in good faith for the purpose of:\n(a) facilitating the making of transfer regulations; or\n(b) preparing for the transfer of business that is to be effected by\nthe transfer regulations; or\n(c) giving effect to the transfer of business.\n(2) In this section:\nofficer, for a relevant entity, means:\n(a) a director of the entity; or\n(b) the chief executive officer of the entity; or\n(c) any other person who is concerned, or takes part, in the\nmanagement of the entity.\nprotected person means a relevant entity, other than the Territory,\nor an officer of a relevant entity.\nPart 6 Miscellaneous\n53V Inconsistency with constituting Act\n(1) If there is an inconsistency between this Act and the constituting\nAct for a Government owned corporation, this Act prevails to the\nextent of the inconsistency.\n(2) If there is an inconsistency between a ministerial direction given to\na Government owned corporation under this Act and a ministerial\ndirection given to the Government owned corporation under its\nconstituting Act, the direction given under this Act prevails to the\nextent of the inconsistency.\n\nPart 6 Miscellaneous\nGovernment Owned Corporations Act 2001 43\n54 Service of notices\nA notice, summons, writ or other proceeding required to be served\non a Government owned corporation may be served by:\n(a) leaving the document at the head office of the corporation, or,\nif it is a notice, leaving the document at, or posting the notice\nto, an office of the corporation; or\n(b) delivering a copy of the document personally to the chief\nexecutive officer or a director of the corporation who resides in\nthe Territory.\n55 Transitional matters relating to Crown immunity\n(1) If a contract is entered into by a statutory corporation, or a\nsubsidiary of a statutory corporation, before the corporation\nbecomes a Government owned corporation:\n(a) the Government owned corporation and its subsidiaries are\nwithin the shield of the Crown and represent the Territory; and\n(b) the Territory is liable for the debts, liabilities and obligations of\nthe corporation and its subsidiaries,\nin relation to:\n(c) the contract or a variation of the contract after the corporation\nbecame a Government owned corporation; and\n(d) any act performed, or not performed, under the contract or the\nvariation, or to give effect to the contract or the variation, after\nthe corporation became a Government owned corporation,\nto the same extent as would be the case had the Government\nowned corporation not become a Government owned corporation.\n(2) If legal proceedings are at any time instituted by or against:\n(a) a Government owned corporation or a subsidiary of a\nGovernment owned corporation; or\n(b) a statutory corporation, or a subsidiary of a statutory\ncorporation, that becomes a Government owned corporation\nbefore the conclusion of the proceedings,\n\nPart 7 Transitional matters for Power and Water Corporation Legislation Amendment\nAct 2014\nGovernment Owned Corporations Act 2001 44\nin relation to an act performed or not performed by the corporation\nor subsidiary or any other person before the corporation became a\nGovernment owned corporation then:\n(c) the Government owned corporation and the subsidiary are\nwithin the shield of the Crown and represent the Territory in\nrelation to the proceedings; and\n(d) the Territory is liable for the debts, liabilities or obligations of\nthe corporation and subsidiary in relation to the proceedings,\nto the same extent as would be the case had the Government\nowned corporation not become a Government owned corporation.\n56 Regulations\nThe Administrator may make regulations, not inconsistent with this\nAct, prescribing matters:\n(a) required or permitted by this Act to be prescribed; or\n(b) necessary or convenient to be prescribed for carrying out or\ngiving effect to this Act.\nPart 7 Transitional matters for Power and Water\nCorporation Legislation Amendment Act 2014\n57 Continuation of CEOs appointed by Administrator\n(1) An existing CEO continues to hold office as if he or she had been\nappointed by the board of the Government owned corporation.\n(2) Subject to section 16, the CEO holds office:\n(a) for the remainder of his or her term of appointment; and\n(b) on the same terms and conditions as applied immediately\nbefore commencement.\n(3) In this section:\ncommencement means commencement of section 10 of the\nPower and Water Corporation Legislation Amendment Act 2014.\nexisting CEO means a person who was the chief executive officer\nof a Government owned corporation immediately before\ncommencement.\n\nENDNOTES\nGovernment Owned Corporations Act 2001 45\nENDNOTES\n1 KEY Key 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\nGovernment Owned Corporations Act 2001 (Act No. 69, 2001)\nAssent date 21 December 2001\nCommenced 21 December 2001\nAssembly Members and Statutory Officers (Remuneration and Other Entitlements) Act\n2006 (Act No. 7, 2006)\nAssent date 26 April 2006\nCommenced 26 April 2006\nStatute Law Revision Act 2007 (Act No. 4, 2007)\nAssent date 8 March 2007\nCommenced 8 March 2007\nPenalties Amendment (Justice and Treasury Legislation) (Act No. 38, 2010)\nAssent date 18 November 2010\nCommenced 1 February 2011 (Gaz S6, 1 February 2011)\nPower and Water Corporation Legislation Amendment Act 2014 (Act No. 13, 2014)\nAssent date 13 May 2014\nCommenced 29 May 2014 (Gaz S29, 29 May 2014, p 2)\nLocal Government Amendment Act 2014 (Act No. 19, 2014)\nAssent date 2 June 2014\nCommenced s 16: 1 July 2014; s 18: 1 December 2014; rem: 2 June 2014\n(s 2)\nInterpretation Amendment Act 2021 (Act No. 28, 2021)\nAssent date 15 December 2021\nCommenced 1 January 2022 (s 2)\nStatute Law Revision and Repeals Act 2026 (Act No. 3, 2026)\nAssent date 9 February 2026\nCommenced 10 February 2026 (s 2)\n\nENDNOTES\nGovernment Owned Corporations Act 2001 46\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, 6, 20, 24, 28, 34, 36, 45,\nand 53L.\n4 LIST OF AMENDMENTS\ns 3 amd No. 13, 2014, s 4\nss 5 – 6 amd No. 13, 2014, s 23\ns 7 amd No. 13, 2014, s 5\ns 7A ins No. 13, 2014, s 6\namd No. 28, 2021, s 20\ns 8 amd No. 13, 2014, s 7\nrep No. 3, 2026, s 33\ns 9 amd No. 13, 2014, s 23\ns 10 sub No. 13, 2014, s 8\namd No. 28, 2021, s 20\nss 11 – 12 amd No. 13, 2014, s 23\ns 13 amd No. 13, 2014, s 9\nss 14 – 15 amd No. 13, 2014, s 23\ns 16 amd No. 13, 2014, s 10\ns 17 amd No. 13, 2014, s 11\nss 18 – 19 amd No. 13, 2014, s 23\ns 19A ins No. 13, 2014, s 12\ns 20 amd No. 13, 2014, s 23\ns 22 rep No. 13, 2014, s 13\ns 24 amd No. 7, 2006, s 30; No. 13, 2014, s 23\ns 25 amd No. 13, 2014, s 23\ns 26 amd No. 38, 2010, s 4\ns 27 amd No. 13, 2014, s 23\ns 28 amd No. 13, 2014, s 14\ns 29 amd No. 13, 2014, s 15\ns 30 amd No. 13, 2014, s 16\ns 31 amd No. 4, 2007, s 7; No. 13, 2014, s 23\ns 32 amd No. 13, 2014, s 23\ns 33 amd No. 4, 2007, s 7; No. 19, 2014, s 26\ns 35 amd No. 4, 2007, s 7; No. 13, 2014, s 23\ns 36 amd No. 13, 2014, s 17\nss 37 – 42 amd No. 13, 2014, s 23\nss 44 – 46 amd No. 13, 2014, s 23\ns 47 amd No. 13, 2014, s 18\nss 50 – 51 amd No. 13, 2014, s 23\ns 51A ins No. 13, 2014, s 19\ns 52 amd No. 13, 2014, s 23\npt 5A hdg ins No. 13, 2014, s 20\npt 5A\ndiv 1 hdg ins No. 13, 2014, s 20\ns 53A ins No. 13, 2014, s 20\npt 5A\ndiv 2 hdg ins No. 13, 2014, s 20\nss 53B – 53G ins No. 13, 2014, s 20\npt 5A\ndiv 3 hdg ins No. 13, 2014, s 20\nss 53H – 53L ins No. 13, 2014, s 20\n\nENDNOTES\nGovernment Owned Corporations Act 2001 47\npt 5A\ndiv 4 hdg ins No. 13, 2014, s 20\nss 53M – 53S ins No. 13, 2014, s 20\npt 5A\ndiv 5 hdg ins No. 13, 2014, s 20\nss 53T – 53U ins No. 13, 2014, s 20\ns 53V ins No. 13, 2014, s 21\ns 54 amd No. 13, 2014, s 23\npt 7 hdg ins No. 13, 2014, s 22\ns 57 ins No. 13, 2014, s 22","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"},"issue_detection":{"absurdities":[],"contradictions":[]},"flash_summary":{"complexity_score":7,"scope_assessment":{"changed":false,"description":"The Act’s present provisions align with its stated objective (s 2) of granting greater autonomy combined with accountability. Part 5A adds detailed restructuring tools (transfer regulations, correction orders) but does so within the same governance and accountability framework rather than altering the Act’s core objective."},"complexity_factors":["Extensive ministerial discretion over governance and strategy (appointment/termination powers, directions, notifications) (ss 7A, 9, 11, 15, 18–19, 29–30).","Rules that import or exclude Corporations Act duties and obligations, creating dual regulatory interaction (ss 6, 20).","Detailed financial regime linking corporations to Territory finances (dividends, tax‑equivalents, competitive neutrality fees, guarantees, capital structure and borrowings) with multiple consultation and approval steps (ss 31–35, 32, 33, 35(3)).","Procurement, investment thresholds and ministerial approvals that constrain commercial autonomy and require policy alignment (ss 36–38).","Robust accountability framework with specified timelines for statements of corporate intent, audits by the Auditor‑General, annual reporting and tabling in the Legislative Assembly (ss 39–47, 42–45).","Restructure powers (Part 5A) that authorise transfer regulations able to override other laws, reassign assets/liabilities, bind registries and alter proceedings, including correction orders and retrospective operation (ss 53A, 53B, 53D, 53F, 53M–53R, 53T).","Protections and limits: prohibition on indemnifying officers in certain circumstances and limited civil/criminal protections for persons acting in good faith during restructures (ss 21, 53U).","Multiple cross‑references, thresholds, registries and procedural preconditions (consultations, tabling, Minister/Treasurer sign‑offs) that increase compliance and implementation burden (eg ss 11(9), 31(6)–(7), 32(2), 37(3)–(6), 53K).","Third‑party reliance protections that validate transactions despite internal contraventions or fraud unless actual knowledge exists, which affects counterparties and risk allocation (ss 50–53)."],"plain_english_summary":"This Act sets out how Territory statutory corporations operate as Government owned corporations: it prescribes boards, CEOs, constitutions, financial rules (dividends, tax‑equivalents, borrowing approvals), auditing and reporting, and gives the shareholding Minister powers to issue directions and approve major decisions. It affects boards, executives, employees, creditors and the Territory’s budget because boards retain operational control but ministers decide shareholding, approve capital, direct public‑interest tasks and can transfer business or assets—shifting who pays, who decides and the compliance obligations."},"kimi_summary":{"content_quality":"ok","complexity_score":6,"scope_assessment":{"changed":true,"description":"The original 2001 Act appears to have been a relatively straightforward framework for establishing GOCs with corporate governance structures. However, the 2014 amendments (Power and Water Corporation Legislation Amendment Act) significantly expanded the scope by adding Part 5A, which creates a comprehensive regime for restructuring, transferring assets between entities, and making correction orders. This transformed the Act from a simple 'establishment and governance' statute into a powerful tool for reorganising public assets without separate legislative approval for each transaction. The restructuring powers (sections 53A–53U) represent a major expansion beyond the original intent of merely setting up government businesses to run efficiently."},"complexity_factors":["Dual minister structure (shareholding vs portfolio) with specific nomination rules and consultation requirements creates layered governance (sections 7A, 10, 28, 29, 30)","Extensive cross-referencing to the Commonwealth Corporations Act 2001 — GOCs are declared 'excluded matters' but then have specific provisions 'applied' back (sections 6, 20)","Part 5A restructuring provisions contain nested definitions (transfer regulations, transferable instruments, relevant entities) and complex mechanisms for asset/liability transfers with retrospective correction powers (sections 53A–53S)","Multiple 'override' provisions where this Act prevails over constituting Acts (section 53V) and transfer regulations prevail over other Acts (section 53D)","Conditional logic throughout: ministerial directions require multiple preconditions (public interest test, consultation with portfolio minister, board consultation) (sections 29, 30)","21 defined terms in section 3 alone, with additional Part-specific definitions in sections 48, 53A, 53N","Transitional provisions preserving Crown immunity for pre-existing contracts (section 55) and CEO appointments (section 57) add temporal complexity","Tabling requirements with 6-sitting-day deadlines scattered across multiple sections (sections 11, 28, 29, 30, 31, 39)"],"plain_english_summary":"**What this law does:**\n\nThis is the **Northern Territory's rulebook for government-owned businesses** (called \"Government Owned Corporations\" or GOCs). It sets up a system where Territory-owned enterprises operate like private companies but remain accountable to the government.\n\n**Key things it covers:**\n\n- **Setting up GOCs**: Establishes how government businesses are created, with a clear mission to run efficiently and make money for the Territory (section 4).\n- **Corporate structure**: GOCs have boards of directors, CEOs, and constitutions similar to private companies, but the Treasurer (or another nominated minister) owns all the shares on behalf of the Territory (sections 7, 7A, 11).\n- **Two-minister system**: Each GOC has a **shareholding Minister** (the \"owner\") and a **portfolio Minister** (the \"industry regulator\") — these must be different people to avoid conflicts of interest (sections 7A, 10).\n- **Accountability**: GOCs must produce \"statements of corporate intent\" (business plans), submit to audits by the Auditor-General, and table annual reports in Parliament (Parts 3 and 4).\n- **Public interest powers**: Ministers can direct GOCs to perform \"community service obligations\" (non-commercial activities for social benefit) or give other public interest directions, but these must be tabled in Parliament (sections 28–30).\n- **Financial controls**: Strict rules on dividends, borrowing, investments, and tax-equivalent payments to ensure GOCs don't drain public funds (sections 31–38).\n- **Restructuring powers**: Part 5A allows the government to transfer assets, liabilities and staff between GOCs or back to the Territory via regulations, with mechanisms to fix errors later (sections 53A–53U).\n- **Legal protections**: Protects people dealing with GOCs by ensuring contracts remain valid even if the GOC acted beyond its powers, and shields officers from liability when restructuring (sections 50–53, 53U).\n\n**Who it affects:**\n- **GOCs themselves** (like Power and Water Corporation)\n- **Their directors and CEOs** (who have duties similar to private company directors under the Corporations Act)\n- **Territory ministers** (who have extensive powers but must consult and table directions)\n- **The public** (as ultimate owners and beneficiaries of dividends)\n\n**Why it matters:**\nThis law tries to balance **commercial independence** (letting GOCs operate like businesses) with **public accountability** (ensuring they serve Territory interests). It prevents politicians from micromanaging day-to-day operations while reserving powers to intervene for public interest or financial emergencies. The restructuring provisions (Part 5A) are particularly significant — they allow major reorganisations of public assets without needing separate legislation for each transfer."}},"importantCases":[],"_links":{"self":"/api/acts/government-owned-corporations-act-2001","history":"/api/acts/government-owned-corporations-act-2001/history","analysis":"/api/acts/government-owned-corporations-act-2001/analysis","conflicts":"/api/acts/government-owned-corporations-act-2001/conflicts","importantCases":"/api/acts/government-owned-corporations-act-2001/important-cases","documents":"/api/acts/government-owned-corporations-act-2001/documents"}}