{"id":"qld:act-1999-038","name":"TAB Queensland Limited Privatisation Act 1999","slug":"tab-queensland-limited-privatisation-act-1999","collection":"act","jurisdiction":"qld","status":"in_force","isInForce":true,"actNumber":"38 of 1999","makingDate":null,"administeringDepartment":null,"currentVersion":{"id":104649,"registerId":"qld-act-1999-038-current","compilationNumber":null,"startDate":"2026-04-03","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"pt.1","sectionType":"part","heading":"Preliminary","content":"# Preliminary","sortOrder":0},{"sectionNumber":"pt.1-div.1","sectionType":"division","heading":"Introduction","content":"## Introduction","sortOrder":1},{"sectionNumber":"sec.1","sectionType":"section","heading":"Short title","content":"### sec.1 Short title\n\nThis Act may be cited as the TAB Queensland Limited Privatisation Act 1999 .","sortOrder":2},{"sectionNumber":"sec.2","sectionType":"section","heading":"Dictionary","content":"### sec.2 Dictionary\n\nThe dictionary in the schedule defines particular words used in this Act.","sortOrder":3},{"sectionNumber":"pt.1-div.2","sectionType":"division","heading":"TABQ no longer a company GOC","content":"## TABQ no longer a company GOC","sortOrder":4},{"sectionNumber":"sec.3","sectionType":"section","heading":"TABQ stops being company GOC","content":"### sec.3 TABQ stops being company GOC\n\nTABQ is no longer a company GOC and, other than to the extent this Act provides, the GOC Act stops applying to it.\nSubsection (1) does not affect TABQ’s registration under the Corporations Law .\n(sec.3-ssec.1) TABQ is no longer a company GOC and, other than to the extent this Act provides, the GOC Act stops applying to it.\n(sec.3-ssec.2) Subsection (1) does not affect TABQ’s registration under the Corporations Law .","sortOrder":5},{"sectionNumber":"pt.1-div.3","sectionType":"division","heading":"Object and basic concepts","content":"## Object and basic concepts","sortOrder":6},{"sectionNumber":"sec.4","sectionType":"section","heading":"Object","content":"### sec.4 Object\n\nThe object of this Act is to facilitate the sale by the State of TABQ.","sortOrder":7},{"sectionNumber":"sec.5","sectionType":"section","heading":"Meaning of sale process","content":"### sec.5 Meaning of sale process\n\nThe sale process is the process relating to the sale of TABQ by the State.\nThe process includes anything connected with or relating to the disposal of all issued shares in TABQ held by a Minister on behalf of the State to persons other than Ministers who, in that capacity, hold the shares on behalf of the State.\n(sec.5-ssec.1) The sale process is the process relating to the sale of TABQ by the State.\n(sec.5-ssec.2) The process includes anything connected with or relating to the disposal of all issued shares in TABQ held by a Minister on behalf of the State to persons other than Ministers who, in that capacity, hold the shares on behalf of the State.","sortOrder":8},{"sectionNumber":"sec.6","sectionType":"section","heading":"Meaning of listing day","content":"### sec.6 Meaning of listing day\n\nThe listing day is the day and time at which shares in TABQ are listed for quotation on the stock market of the Australian Stock Exchange Limited (ACN 008 624 691).\nIn this section—\nshare includes a unit in a share within the meaning of section 9 of the Corporations Law .\nCorporations Law , section 9 —\nunit , in relation to a share, debenture or other interest, means a right or interest, whether legal or equitable, in the share, debenture or other interest, by whatever term called, and includes an option to acquire such a right or interest in the share, debenture or other interest.\n(sec.6-ssec.1) The listing day is the day and time at which shares in TABQ are listed for quotation on the stock market of the Australian Stock Exchange Limited (ACN 008 624 691).\n(sec.6-ssec.2) In this section— share includes a unit in a share within the meaning of section 9 of the Corporations Law . Corporations Law , section 9 — unit , in relation to a share, debenture or other interest, means a right or interest, whether legal or equitable, in the share, debenture or other interest, by whatever term called, and includes an option to acquire such a right or interest in the share, debenture or other interest.","sortOrder":9},{"sectionNumber":"sec.7","sectionType":"section","heading":"Things done by Act Ministers","content":"### sec.7 Things done by Act Ministers\n\nIf a thing is required to be, or may be, done under this Act by the Act Ministers, the thing must be done by them jointly.\nHowever, if the Act Ministers’ offices are held, or the functions of the offices are being performed, by 1 person, the thing may be done by that person alone.\nUnless the context otherwise requires, a reference in this Act to the Minister is not a reference to the Minister in the capacity of an Act Minister.\n(sec.7-ssec.1) If a thing is required to be, or may be, done under this Act by the Act Ministers, the thing must be done by them jointly.\n(sec.7-ssec.2) However, if the Act Ministers’ offices are held, or the functions of the offices are being performed, by 1 person, the thing may be done by that person alone.\n(sec.7-ssec.3) Unless the context otherwise requires, a reference in this Act to the Minister is not a reference to the Minister in the capacity of an Act Minister.","sortOrder":10},{"sectionNumber":"pt.2","sectionType":"part","heading":"Management of sale process","content":"# Management of sale process","sortOrder":11},{"sectionNumber":"pt.2-div.1","sectionType":"division","heading":"Application of part 2","content":"## Application of part 2","sortOrder":12},{"sectionNumber":"sec.8","sectionType":"section","heading":"When pt 2 applies","content":"### sec.8 When pt 2 applies\n\nThis part applies until the listing day.","sortOrder":13},{"sectionNumber":"pt.2-div.2","sectionType":"division","heading":"Management of TABQ until listing day","content":"## Management of TABQ until listing day","sortOrder":14},{"sectionNumber":"sec.9","sectionType":"section","heading":"Resolutions without meetings","content":"### sec.9 Resolutions without meetings\n\nIf, in relation to TABQ, the Act Ministers sign a document (the Ministerial document ) containing a statement that they are in favour of a resolution stated in the Ministerial document—\na resolution in those terms is taken to have been passed at a general meeting of TABQ held at the time at which, and on the day on which, the Ministerial document is signed by the last Act Minister; and\nTABQ is taken to have held a general meeting at that time on that day; and\nthe Ministerial document is taken to be a minute of the meeting; and\nanother document, attached to the Ministerial document and signed by the Act Ministers, is taken to have been laid before TABQ at the meeting; and\nif the resolution deals with all matters required to be dealt with at an annual general meeting of TABQ, TABQ is taken to have held an annual general meeting.\nSubsection (1) applies to a resolution that is authorised or required by the Corporations Law , or TABQ’s constitution, to be passed at a general meeting, including a resolution—\nappointing an officer or auditor; or\napproving of, or agreeing to, anything.\nFor subsection (1) , 2 or more separate documents containing a statement in identical terms, each of which is signed by an Act Minister, are taken to be a single document.\nThis section has effect for the purposes of the Corporations Law .\nSubsection (4) does not limit any other effect this section may have.\nThis section does not affect any rule of law providing for the effectiveness of the assent of members of a company given to a document or anything else otherwise than at a general meeting of the company.\n(sec.9-ssec.1) If, in relation to TABQ, the Act Ministers sign a document (the Ministerial document ) containing a statement that they are in favour of a resolution stated in the Ministerial document— a resolution in those terms is taken to have been passed at a general meeting of TABQ held at the time at which, and on the day on which, the Ministerial document is signed by the last Act Minister; and TABQ is taken to have held a general meeting at that time on that day; and the Ministerial document is taken to be a minute of the meeting; and another document, attached to the Ministerial document and signed by the Act Ministers, is taken to have been laid before TABQ at the meeting; and if the resolution deals with all matters required to be dealt with at an annual general meeting of TABQ, TABQ is taken to have held an annual general meeting.\n(sec.9-ssec.2) Subsection (1) applies to a resolution that is authorised or required by the Corporations Law , or TABQ’s constitution, to be passed at a general meeting, including a resolution— appointing an officer or auditor; or approving of, or agreeing to, anything.\n(sec.9-ssec.3) For subsection (1) , 2 or more separate documents containing a statement in identical terms, each of which is signed by an Act Minister, are taken to be a single document.\n(sec.9-ssec.4) This section has effect for the purposes of the Corporations Law .\n(sec.9-ssec.5) Subsection (4) does not limit any other effect this section may have.\n(sec.9-ssec.6) This section does not affect any rule of law providing for the effectiveness of the assent of members of a company given to a document or anything else otherwise than at a general meeting of the company.\n- (a) a resolution in those terms is taken to have been passed at a general meeting of TABQ held at the time at which, and on the day on which, the Ministerial document is signed by the last Act Minister; and\n- (b) TABQ is taken to have held a general meeting at that time on that day; and\n- (c) the Ministerial document is taken to be a minute of the meeting; and\n- (d) another document, attached to the Ministerial document and signed by the Act Ministers, is taken to have been laid before TABQ at the meeting; and\n- (e) if the resolution deals with all matters required to be dealt with at an annual general meeting of TABQ, TABQ is taken to have held an annual general meeting.\n- (a) appointing an officer or auditor; or\n- (b) approving of, or agreeing to, anything.","sortOrder":15},{"sectionNumber":"sec.10","sectionType":"section","heading":"TABQ’s constitution may be amended by Act Ministers","content":"### sec.10 TABQ’s constitution may be amended by Act Ministers\n\nThe Act Ministers may amend TABQ’s constitution.\nSubsection (1) does not limit any other power to amend the constitution.\n(sec.10-ssec.1) The Act Ministers may amend TABQ’s constitution.\n(sec.10-ssec.2) Subsection (1) does not limit any other power to amend the constitution.","sortOrder":16},{"sectionNumber":"sec.11","sectionType":"section","heading":"Act Ministers may require amendment of subsidiary’s constitution","content":"### sec.11 Act Ministers may require amendment of subsidiary’s constitution\n\nThe Act Ministers may, by notice given to TABQ’s board of directors, direct the board to amend the constitution of a TABQ subsidiary.\nAs far as practicable, the board must ensure the direction is complied with.\n(sec.11-ssec.1) The Act Ministers may, by notice given to TABQ’s board of directors, direct the board to amend the constitution of a TABQ subsidiary.\n(sec.11-ssec.2) As far as practicable, the board must ensure the direction is complied with.","sortOrder":17},{"sectionNumber":"sec.12","sectionType":"section","heading":"Composition of board","content":"### sec.12 Composition of board\n\nTABQ’s board of directors is to continue to consist of the number of directors that are appointed by the Governor in Council.\nIn appointing a person as a director, the Governor in Council must have regard to the person’s ability to make a contribution to TABQ’s commercial performance.\nSubsection (1) has effect despite TABQ’s constitution.\n(sec.12-ssec.1) TABQ’s board of directors is to continue to consist of the number of directors that are appointed by the Governor in Council.\n(sec.12-ssec.2) In appointing a person as a director, the Governor in Council must have regard to the person’s ability to make a contribution to TABQ’s commercial performance.\n(sec.12-ssec.3) Subsection (1) has effect despite TABQ’s constitution.","sortOrder":18},{"sectionNumber":"sec.13","sectionType":"section","heading":"Div 2 has effect despite Corporations Law","content":"### sec.13 Div 2 has effect despite Corporations Law\n\nThis division has effect despite anything in the Corporations Law .","sortOrder":19},{"sectionNumber":"pt.2-div.3","sectionType":"division","heading":"Sale process","content":"## Sale process","sortOrder":20},{"sectionNumber":"sec.14","sectionType":"section","heading":"Sale of TABQ","content":"### sec.14 Sale of TABQ\n\nThe Act Ministers may do anything necessary or convenient for the sale process.\nFor subsection (1) , the Act Ministers may bind the State and other Ministers who hold shares in TABQ on behalf of the State.\n(sec.14-ssec.1) The Act Ministers may do anything necessary or convenient for the sale process.\n(sec.14-ssec.2) For subsection (1) , the Act Ministers may bind the State and other Ministers who hold shares in TABQ on behalf of the State.","sortOrder":21},{"sectionNumber":"sec.15","sectionType":"section","heading":"Minister’s power to execute share transfers","content":"### sec.15 Minister’s power to execute share transfers\n\nFor the sale process, the Minister may execute on behalf of the State any document transferring shares in TABQ to a person.\nSubsection (1) applies even if the shares are held on the State’s behalf by a Minister other than the Minister.\n(sec.15-ssec.1) For the sale process, the Minister may execute on behalf of the State any document transferring shares in TABQ to a person.\n(sec.15-ssec.2) Subsection (1) applies even if the shares are held on the State’s behalf by a Minister other than the Minister.","sortOrder":22},{"sectionNumber":"sec.16","sectionType":"section","heading":"Ministerial control of TABQ for certain purposes","content":"### sec.16 Ministerial control of TABQ for certain purposes\n\nIn the performance of its functions, TABQ’s board of directors is subject to a direction of the Act Ministers given to the board under subsection (2) .\nThe Act Ministers may, by notice given to the board, direct the board to do anything the Ministers consider necessary or convenient for the sale process.\nThe Act Ministers must publish a copy of the direction in the gazette within 21 days after giving it to the board.\n(sec.16-ssec.1) In the performance of its functions, TABQ’s board of directors is subject to a direction of the Act Ministers given to the board under subsection (2) .\n(sec.16-ssec.2) The Act Ministers may, by notice given to the board, direct the board to do anything the Ministers consider necessary or convenient for the sale process.\n(sec.16-ssec.3) The Act Ministers must publish a copy of the direction in the gazette within 21 days after giving it to the board.","sortOrder":23},{"sectionNumber":"sec.17","sectionType":"section","heading":"Act Ministers not to be treated as directors of TABQ","content":"### sec.17 Act Ministers not to be treated as directors of TABQ\n\nDespite the enactment of section 16 or the exercise of the Act Ministers’ powers under the section, an Act Minister must not be treated as a director of TABQ or a person who participates in the management of TABQ.\nThis section has effect despite the Corporations Law .\n(sec.17-ssec.1) Despite the enactment of section 16 or the exercise of the Act Ministers’ powers under the section, an Act Minister must not be treated as a director of TABQ or a person who participates in the management of TABQ.\n(sec.17-ssec.2) This section has effect despite the Corporations Law .","sortOrder":24},{"sectionNumber":"pt.3","sectionType":"part","heading":null,"content":"","sortOrder":25},{"sectionNumber":"pt.3-div.1","sectionType":"division","heading":null,"content":"","sortOrder":26},{"sectionNumber":"sec.18","sectionType":"section","heading":null,"content":"### Section sec.18\n\ns 18 exp 31 August 2004 (see s 40)","sortOrder":27},{"sectionNumber":"sec.19","sectionType":"section","heading":null,"content":"### Section sec.19\n\ns 19 exp 31 August 2004 (see s 40)","sortOrder":28},{"sectionNumber":"sec.20","sectionType":"section","heading":null,"content":"### Section sec.20\n\ns 20 exp 31 August 2004 (see s 40)","sortOrder":29},{"sectionNumber":"sec.21","sectionType":"section","heading":null,"content":"### Section sec.21\n\ns 21 exp 31 August 2004 (see s 40)","sortOrder":30},{"sectionNumber":"sec.22","sectionType":"section","heading":null,"content":"### Section sec.22\n\ns 22 exp 31 August 2004 (see s 40)","sortOrder":31},{"sectionNumber":"sec.23","sectionType":"section","heading":null,"content":"### Section sec.23\n\ns 23 exp 31 August 2004 (see s 40)","sortOrder":32},{"sectionNumber":"sec.24","sectionType":"section","heading":null,"content":"### Section sec.24\n\ns 24 exp 31 August 2004 (see s 40)","sortOrder":33},{"sectionNumber":"sec.25","sectionType":"section","heading":null,"content":"### Section sec.25\n\ns 25 exp 31 August 2004 (see s 40)","sortOrder":34},{"sectionNumber":"pt.3-div.2","sectionType":"division","heading":null,"content":"","sortOrder":35},{"sectionNumber":"sec.26","sectionType":"section","heading":null,"content":"### Section sec.26\n\ns 26 exp 31 August 2004 (see s 40)","sortOrder":36},{"sectionNumber":"sec.27","sectionType":"section","heading":null,"content":"### Section sec.27\n\ns 27 exp 31 August 2004 (see s 40)","sortOrder":37},{"sectionNumber":"sec.28","sectionType":"section","heading":null,"content":"### Section sec.28\n\ns 28 exp 31 August 2004 (see s 40)","sortOrder":38},{"sectionNumber":"sec.29","sectionType":"section","heading":null,"content":"### Section sec.29\n\ns 29 exp 31 August 2004 (see s 40)","sortOrder":39},{"sectionNumber":"sec.30","sectionType":"section","heading":null,"content":"### Section sec.30\n\ns 30 exp 31 August 2004 (see s 40)","sortOrder":40},{"sectionNumber":"sec.31","sectionType":"section","heading":null,"content":"### Section sec.31\n\ns 31 exp 31 August 2004 (see s 40)","sortOrder":41},{"sectionNumber":"sec.32","sectionType":"section","heading":null,"content":"### Section sec.32\n\ns 32 exp 31 August 2004 (see s 40)","sortOrder":42},{"sectionNumber":"sec.33","sectionType":"section","heading":null,"content":"### Section sec.33\n\ns 33 exp 31 August 2004 (see s 40)","sortOrder":43},{"sectionNumber":"sec.34","sectionType":"section","heading":null,"content":"### Section sec.34\n\ns 34 exp 31 August 2004 (see s 40)","sortOrder":44},{"sectionNumber":"sec.35","sectionType":"section","heading":null,"content":"### Section sec.35\n\ns 35 exp 31 August 2004 (see s 40)","sortOrder":45},{"sectionNumber":"sec.36","sectionType":"section","heading":null,"content":"### Section sec.36\n\ns 36 exp 31 August 2004 (see s 40)","sortOrder":46},{"sectionNumber":"sec.37","sectionType":"section","heading":null,"content":"### Section sec.37\n\ns 37 exp 31 August 2004 (see s 40)","sortOrder":47},{"sectionNumber":"pt.3-div.3","sectionType":"division","heading":null,"content":"","sortOrder":48},{"sectionNumber":"sec.38","sectionType":"section","heading":null,"content":"### Section sec.38\n\ns 38 exp 31 August 2004 (see s 40)","sortOrder":49},{"sectionNumber":"sec.39","sectionType":"section","heading":null,"content":"### Section sec.39\n\ns 39 amd 2001 No. 45 s 29 sch 3\nexp 31 August 2004 (see s 40)","sortOrder":50},{"sectionNumber":"pt.3-div.4","sectionType":"division","heading":null,"content":"","sortOrder":51},{"sectionNumber":"sec.40","sectionType":"section","heading":null,"content":"### Section sec.40\n\ns 40 exp 31 August 2004 (see s 40)","sortOrder":52},{"sectionNumber":"pt.4","sectionType":"part","heading":"Provisions about TABQ’s staff","content":"# Provisions about TABQ’s staff","sortOrder":53},{"sectionNumber":"sec.41","sectionType":"section","heading":"Staff’s entitlements continue etc.","content":"### sec.41 Staff’s entitlements continue etc.\n\nSubsection (2) applies to persons who are employees of TABQ.\nAn event does not—\naffect the employees’ benefits, entitlements or remuneration; or\nprejudice the employees’ existing or accruing rights to superannuation or recreation, sick, long service or other leave; or\ninterrupt continuity of service; or\nconstitute a retrenchment or redundancy.\nWithout limiting subsection (2) , a person who immediately before an event is an employee of TABQ continues after the event to be an employee of TABQ and, if an industrial instrument applies to the person immediately before the event, the instrument continues after the event to apply to the person.\nThe continuance of an industrial instrument as mentioned in subsection (3) is subject to the Industrial Relations Act 2016 .\nPersons who were employees of TABQ immediately before the commencement of section 3 are not entitled to a payment or other benefit merely because they are no longer employed by a company GOC.\nIn this section—\nevent means—\nTABQ ceasing to be a company GOC; or\nall issued shares in TABQ ceasing to be held by a Minister on behalf of the State.\nindustrial instrument means an industrial instrument under the Industrial Relations Act 1999 .\ns 41 amd 2016 No. 63 s 1157 sch 6\n(sec.41-ssec.1) Subsection (2) applies to persons who are employees of TABQ.\n(sec.41-ssec.2) An event does not— affect the employees’ benefits, entitlements or remuneration; or prejudice the employees’ existing or accruing rights to superannuation or recreation, sick, long service or other leave; or interrupt continuity of service; or constitute a retrenchment or redundancy.\n(sec.41-ssec.3) Without limiting subsection (2) , a person who immediately before an event is an employee of TABQ continues after the event to be an employee of TABQ and, if an industrial instrument applies to the person immediately before the event, the instrument continues after the event to apply to the person.\n(sec.41-ssec.4) The continuance of an industrial instrument as mentioned in subsection (3) is subject to the Industrial Relations Act 2016 .\n(sec.41-ssec.5) Persons who were employees of TABQ immediately before the commencement of section 3 are not entitled to a payment or other benefit merely because they are no longer employed by a company GOC.\n(sec.41-ssec.6) In this section— event means— TABQ ceasing to be a company GOC; or all issued shares in TABQ ceasing to be held by a Minister on behalf of the State. industrial instrument means an industrial instrument under the Industrial Relations Act 1999 .\n- (a) affect the employees’ benefits, entitlements or remuneration; or\n- (b) prejudice the employees’ existing or accruing rights to superannuation or recreation, sick, long service or other leave; or\n- (c) interrupt continuity of service; or\n- (d) constitute a retrenchment or redundancy.\n- (a) TABQ ceasing to be a company GOC; or\n- (b) all issued shares in TABQ ceasing to be held by a Minister on behalf of the State.","sortOrder":54},{"sectionNumber":"sec.42","sectionType":"section","heading":"Application of certain provisions of GOC Act","content":"### sec.42 Application of certain provisions of GOC Act\n\nSubsection (2) applies to a person if the person was an employee of TABQ immediately before it ceased to be a company GOC and, at that time, section 173 or 174 of the GOC Act applied to the person.\nThe section continues to apply to the person as if TABQ had not ceased to be a company GOC.\nFor the application mentioned in subsection (2) , TABQ is taken to continue to be a company GOC.\n(sec.42-ssec.1) Subsection (2) applies to a person if the person was an employee of TABQ immediately before it ceased to be a company GOC and, at that time, section 173 or 174 of the GOC Act applied to the person.\n(sec.42-ssec.2) The section continues to apply to the person as if TABQ had not ceased to be a company GOC.\n(sec.42-ssec.3) For the application mentioned in subsection (2) , TABQ is taken to continue to be a company GOC.","sortOrder":55},{"sectionNumber":"pt.5","sectionType":"part","heading":"Mandatory requirements regarding TABQ group companies’ constitutions","content":"# Mandatory requirements regarding TABQ group companies’ constitutions","sortOrder":56},{"sectionNumber":"sec.43","sectionType":"section","heading":"Application of pt 5","content":"### sec.43 Application of pt 5\n\nThis part applies only to a TABQ group company that is—\na licensed monitoring operator under the Gaming Machine Act 1991 ; or\na wagering licensee or a wagering manager under the Wagering Act 1998 .\ns 43 sub 2004 No. 35 s 4\n- (a) a licensed monitoring operator under the Gaming Machine Act 1991 ; or\n- (b) a wagering licensee or a wagering manager under the Wagering Act 1998 .","sortOrder":57},{"sectionNumber":"sec.44","sectionType":"section","heading":"TABQ group companies to have constitutions containing certain provisions","content":"### sec.44 TABQ group companies to have constitutions containing certain provisions\n\nEach TABQ group company must, at all times, have a constitution within the meaning of the Corporations Act .\nThe constitution of each TABQ group company must, at all times, require—\nthe head office of the company to be located in Queensland; and\nat least 3 of the directors of the company to be ordinarily resident in Queensland; and\nthe chief executive officer of the company to be ordinarily resident in Queensland; and\neach annual general meeting of the company to be held in Queensland.\nFor subsection (2) and each constitution, the head office of the company is located in Queensland only if—\nthe principal operational offices of the following company personnel, however described, are located in Queensland—\nchairperson;\nchief executive officer;\nchief financial officer;\nchief operating officer; and\nthe principal operational offices for the following company services, however described, are located in Queensland—\ntreasury operations;\ninformation technology management;\nmarketing management;\ncredit control operations;\nhuman resource management;\naccount processing;\ncorporate services department;\npurchasing department; and\nin each year, at least 4 of the company’s board meetings are held in Queensland; and\neach meeting of the company’s board held annually for the purpose of strategic planning is held in Queensland.\ns 44 amd 2001 No. 45 s 29 sch 3 ; 2004 No. 35 s 5\n(sec.44-ssec.1) Each TABQ group company must, at all times, have a constitution within the meaning of the Corporations Act .\n(sec.44-ssec.2) The constitution of each TABQ group company must, at all times, require— the head office of the company to be located in Queensland; and at least 3 of the directors of the company to be ordinarily resident in Queensland; and the chief executive officer of the company to be ordinarily resident in Queensland; and each annual general meeting of the company to be held in Queensland.\n(sec.44-ssec.3) For subsection (2) and each constitution, the head office of the company is located in Queensland only if— the principal operational offices of the following company personnel, however described, are located in Queensland— chairperson; chief executive officer; chief financial officer; chief operating officer; and the principal operational offices for the following company services, however described, are located in Queensland— treasury operations; information technology management; marketing management; credit control operations; human resource management; account processing; corporate services department; purchasing department; and in each year, at least 4 of the company’s board meetings are held in Queensland; and each meeting of the company’s board held annually for the purpose of strategic planning is held in Queensland.\n- (a) the head office of the company to be located in Queensland; and\n- (b) at least 3 of the directors of the company to be ordinarily resident in Queensland; and\n- (c) the chief executive officer of the company to be ordinarily resident in Queensland; and\n- (d) each annual general meeting of the company to be held in Queensland.\n- (a) the principal operational offices of the following company personnel, however described, are located in Queensland— (i) chairperson; (ii) chief executive officer; (iii) chief financial officer; (iv) chief operating officer; and\n- (i) chairperson;\n- (ii) chief executive officer;\n- (iii) chief financial officer;\n- (iv) chief operating officer; and\n- (b) the principal operational offices for the following company services, however described, are located in Queensland— (i) treasury operations; (ii) information technology management; (iii) marketing management; (iv) credit control operations; (v) human resource management; (vi) account processing; (vii) corporate services department; (viii) purchasing department; and\n- (i) treasury operations;\n- (ii) information technology management;\n- (iii) marketing management;\n- (iv) credit control operations;\n- (v) human resource management;\n- (vi) account processing;\n- (vii) corporate services department;\n- (viii) purchasing department; and\n- (c) in each year, at least 4 of the company’s board meetings are held in Queensland; and\n- (d) each meeting of the company’s board held annually for the purpose of strategic planning is held in Queensland.\n- (i) chairperson;\n- (ii) chief executive officer;\n- (iii) chief financial officer;\n- (iv) chief operating officer; and\n- (i) treasury operations;\n- (ii) information technology management;\n- (iii) marketing management;\n- (iv) credit control operations;\n- (v) human resource management;\n- (vi) account processing;\n- (vii) corporate services department;\n- (viii) purchasing department; and","sortOrder":58},{"sectionNumber":"sec.45","sectionType":"section","heading":"Inconsistent alterations to TABQ group companies’ constitutions have no effect","content":"### sec.45 Inconsistent alterations to TABQ group companies’ constitutions have no effect\n\nA resolution of a TABQ group company that would, apart from this subsection, have the effect of the company ceasing to have a constitution or of altering the company’s constitution so that the constitution would not comply with section 44 (2) or (3) has no effect.\nA resolution of the company has no effect if the resolution would—\nif acted on and apart from this subsection—result in a contravention of the mandatory constitutional requirements; or\napart from this subsection—ratify an act or omission contravening the mandatory constitutional requirements.\n(sec.45-ssec.1) A resolution of a TABQ group company that would, apart from this subsection, have the effect of the company ceasing to have a constitution or of altering the company’s constitution so that the constitution would not comply with section 44 (2) or (3) has no effect.\n(sec.45-ssec.2) A resolution of the company has no effect if the resolution would— if acted on and apart from this subsection—result in a contravention of the mandatory constitutional requirements; or apart from this subsection—ratify an act or omission contravening the mandatory constitutional requirements.\n- (a) if acted on and apart from this subsection—result in a contravention of the mandatory constitutional requirements; or\n- (b) apart from this subsection—ratify an act or omission contravening the mandatory constitutional requirements.","sortOrder":59},{"sectionNumber":"sec.46","sectionType":"section","heading":"Injunctions","content":"### sec.46 Injunctions\n\nSubsection (2) applies if a TABQ group company or another person has engaged, is engaging or is proposing to engage in conduct constituting—\na contravention of the mandatory constitutional requirements; or\nattempting to contravene the mandatory constitutional requirements; or\naiding, abetting, counselling or procuring a person to contravene the mandatory constitutional requirements; or\ninducing or attempting to induce, whether by threats, promises or otherwise, a person to contravene the mandatory constitutional requirements; or\nbeing in any way, directly or indirectly, knowingly concerned in, or party to, the contravention by a person of the mandatory constitutional requirements; or\nconspiring with others to contravene the mandatory constitutional requirements.\nOn the application of the Minister, the Supreme Court may grant an injunction restraining the company or other person from engaging in the conduct and, if the court considers it appropriate, requiring the company or other person to do something.\nIf a TABQ group company or another person has failed, is failing or is proposing to fail to do something that the company or other person is required by the mandatory constitutional requirements to do, the Supreme Court may, on the application of the Minister, grant an injunction requiring the company or other person to do the thing.\nOn an application under subsection (2) or (3) , the court may grant the injunction sought with the consent of all the parties to the proceeding, whether or not the court is satisfied the subsection applies.\nThe court may grant an interim injunction pending a decision on an application under subsection (2) or (3) .\nThe court may discharge or vary an injunction, and may grant an injunction on conditions.\nThe court’s power to grant an injunction restraining a TABQ group company or another person from engaging in conduct may be exercised—\nwhether or not it appears to the court that the company or other person intends to engage again, or to continue to engage, in the conduct; and\nwhether or not the company or other person has previously engaged in conduct of that kind; and\nwhether or not there is an imminent danger of substantial damage to a person if the company or other person engages, or continues to engage, in the conduct.\nThe court’s power to grant an injunction requiring a TABQ group company or another person to do something may be exercised—\nwhether or not it appears to the court that the company or other person intends to fail again, or to continue to fail, to do the thing; and\nwhether or not the company or other person has previously failed to do a thing of that kind; and\nwhether or not there is an imminent danger of substantial damage to a person if the company or other person fails, or continues to fail, to do the thing.\nIf the Minister makes an application under subsection (2) or (3) , the court must not require the Minister, as a condition of granting an interim injunction, to give an undertaking as to damages.\n(sec.46-ssec.1) Subsection (2) applies if a TABQ group company or another person has engaged, is engaging or is proposing to engage in conduct constituting— a contravention of the mandatory constitutional requirements; or attempting to contravene the mandatory constitutional requirements; or aiding, abetting, counselling or procuring a person to contravene the mandatory constitutional requirements; or inducing or attempting to induce, whether by threats, promises or otherwise, a person to contravene the mandatory constitutional requirements; or being in any way, directly or indirectly, knowingly concerned in, or party to, the contravention by a person of the mandatory constitutional requirements; or conspiring with others to contravene the mandatory constitutional requirements.\n(sec.46-ssec.2) On the application of the Minister, the Supreme Court may grant an injunction restraining the company or other person from engaging in the conduct and, if the court considers it appropriate, requiring the company or other person to do something.\n(sec.46-ssec.3) If a TABQ group company or another person has failed, is failing or is proposing to fail to do something that the company or other person is required by the mandatory constitutional requirements to do, the Supreme Court may, on the application of the Minister, grant an injunction requiring the company or other person to do the thing.\n(sec.46-ssec.4) On an application under subsection (2) or (3) , the court may grant the injunction sought with the consent of all the parties to the proceeding, whether or not the court is satisfied the subsection applies.\n(sec.46-ssec.5) The court may grant an interim injunction pending a decision on an application under subsection (2) or (3) .\n(sec.46-ssec.6) The court may discharge or vary an injunction, and may grant an injunction on conditions.\n(sec.46-ssec.7) The court’s power to grant an injunction restraining a TABQ group company or another person from engaging in conduct may be exercised— whether or not it appears to the court that the company or other person intends to engage again, or to continue to engage, in the conduct; and whether or not the company or other person has previously engaged in conduct of that kind; and whether or not there is an imminent danger of substantial damage to a person if the company or other person engages, or continues to engage, in the conduct.\n(sec.46-ssec.8) The court’s power to grant an injunction requiring a TABQ group company or another person to do something may be exercised— whether or not it appears to the court that the company or other person intends to fail again, or to continue to fail, to do the thing; and whether or not the company or other person has previously failed to do a thing of that kind; and whether or not there is an imminent danger of substantial damage to a person if the company or other person fails, or continues to fail, to do the thing.\n(sec.46-ssec.9) If the Minister makes an application under subsection (2) or (3) , the court must not require the Minister, as a condition of granting an interim injunction, to give an undertaking as to damages.\n- (a) a contravention of the mandatory constitutional requirements; or\n- (b) attempting to contravene the mandatory constitutional requirements; or\n- (c) aiding, abetting, counselling or procuring a person to contravene the mandatory constitutional requirements; or\n- (d) inducing or attempting to induce, whether by threats, promises or otherwise, a person to contravene the mandatory constitutional requirements; or\n- (e) being in any way, directly or indirectly, knowingly concerned in, or party to, the contravention by a person of the mandatory constitutional requirements; or\n- (f) conspiring with others to contravene the mandatory constitutional requirements.\n- (a) whether or not it appears to the court that the company or other person intends to engage again, or to continue to engage, in the conduct; and\n- (b) whether or not the company or other person has previously engaged in conduct of that kind; and\n- (c) whether or not there is an imminent danger of substantial damage to a person if the company or other person engages, or continues to engage, in the conduct.\n- (a) whether or not it appears to the court that the company or other person intends to fail again, or to continue to fail, to do the thing; and\n- (b) whether or not the company or other person has previously failed to do a thing of that kind; and\n- (c) whether or not there is an imminent danger of substantial damage to a person if the company or other person fails, or continues to fail, to do the thing.","sortOrder":60},{"sectionNumber":"sec.47","sectionType":"section","heading":"Other powers of Supreme Court","content":"### sec.47 Other powers of Supreme Court\n\nSubsection (2) applies if the Supreme Court has power under section 46 to grant an injunction restraining a TABQ group company or another person from engaging in particular conduct, or requiring the company or another person to do a particular thing.\nThe court may, either in addition to, or in substitution for, the grant of the injunction, make any other order it considers appropriate against the company or the other person who engaged in the conduct or a person who was involved in the failure to do the thing.\n(sec.47-ssec.1) Subsection (2) applies if the Supreme Court has power under section 46 to grant an injunction restraining a TABQ group company or another person from engaging in particular conduct, or requiring the company or another person to do a particular thing.\n(sec.47-ssec.2) The court may, either in addition to, or in substitution for, the grant of the injunction, make any other order it considers appropriate against the company or the other person who engaged in the conduct or a person who was involved in the failure to do the thing.","sortOrder":61},{"sectionNumber":"sec.48","sectionType":"section","heading":"Jurisdiction of Supreme Court","content":"### sec.48 Jurisdiction of Supreme Court\n\nThe Supreme Court has jurisdiction for matters arising under this part and that jurisdiction is exclusive of the jurisdiction of all other courts, other than the jurisdiction of the High Court under the Commonwealth Constitution , section 75 .","sortOrder":62},{"sectionNumber":"sec.49","sectionType":"section","heading":"Delegation by Minister","content":"### sec.49 Delegation by Minister\n\nThe Minister may delegate the Minister’s powers to apply to the Supreme Court under section 46 to the chief executive of the department.","sortOrder":63},{"sectionNumber":"sec.50","sectionType":"section","heading":"Pt 5 overrides Corporations Act","content":"### sec.50 Pt 5 overrides Corporations Act\n\nThis part has effect despite the Corporations Act .\nWithout limiting subsection (1) , if there is any conflict or inconsistency between this part and a TABQ group company’s constitution, this part prevails.\ns 50 amd 2001 No. 45 s 29 sch 3 ; 2004 No. 35 s 6\n(sec.50-ssec.1) This part has effect despite the Corporations Act .\n(sec.50-ssec.2) Without limiting subsection (1) , if there is any conflict or inconsistency between this part and a TABQ group company’s constitution, this part prevails.","sortOrder":64},{"sectionNumber":"pt.6","sectionType":"part","heading":"Miscellaneous","content":"# Miscellaneous","sortOrder":65},{"sectionNumber":"sec.51","sectionType":"section","heading":"Exemption from State tax","content":"### sec.51 Exemption from State tax\n\nState tax is not payable in relation to anything done for the sale process.\nNo person has an obligation under a law imposing a State tax—\nto lodge a statement or return relating to anything done for the sale process; or\nto include in a statement or return a record or information relating to anything done for the sale process.\nSo far as the legislative power of Parliament permits, a reference in this section to State tax includes a reference to tax imposed under an Act of another State.\n(sec.51-ssec.1) State tax is not payable in relation to anything done for the sale process.\n(sec.51-ssec.2) No person has an obligation under a law imposing a State tax— to lodge a statement or return relating to anything done for the sale process; or to include in a statement or return a record or information relating to anything done for the sale process.\n(sec.51-ssec.3) So far as the legislative power of Parliament permits, a reference in this section to State tax includes a reference to tax imposed under an Act of another State.\n- (a) to lodge a statement or return relating to anything done for the sale process; or\n- (b) to include in a statement or return a record or information relating to anything done for the sale process.","sortOrder":66},{"sectionNumber":"sec.52","sectionType":"section","heading":"Commonwealth tax equivalents","content":"### sec.52 Commonwealth tax equivalents\n\nThis section applies to an amount payable by TABQ under section 155 of the GOC Act immediately before TABQ ceased to be a company GOC and not paid.\nThis section also applies to an amount that would have become payable by TABQ under section 155 of the GOC Act in relation to a period before TABQ ceased to be a company GOC if TABQ had not ceased to be a company GOC.\nTABQ remains or becomes liable to pay the amount as if TABQ continued to be a company GOC.\nHowever, the Treasurer may, by gazette notice, waive payment of the amount.\n(sec.52-ssec.1) This section applies to an amount payable by TABQ under section 155 of the GOC Act immediately before TABQ ceased to be a company GOC and not paid.\n(sec.52-ssec.2) This section also applies to an amount that would have become payable by TABQ under section 155 of the GOC Act in relation to a period before TABQ ceased to be a company GOC if TABQ had not ceased to be a company GOC.\n(sec.52-ssec.3) TABQ remains or becomes liable to pay the amount as if TABQ continued to be a company GOC.\n(sec.52-ssec.4) However, the Treasurer may, by gazette notice, waive payment of the amount.","sortOrder":67},{"sectionNumber":"sec.53","sectionType":"section","heading":"Minister’s certificate","content":"### sec.53 Minister’s certificate\n\nThe Minister may issue a certificate stating that—\nState tax is not payable under section 51 in relation to something; or\nthe payment of an amount has been waived under section 52 .\nA certificate purporting to be issued under subsection (1) is evidence of the things stated in it.\n(sec.53-ssec.1) The Minister may issue a certificate stating that— State tax is not payable under section 51 in relation to something; or the payment of an amount has been waived under section 52 .\n(sec.53-ssec.2) A certificate purporting to be issued under subsection (1) is evidence of the things stated in it.\n- (a) State tax is not payable under section 51 in relation to something; or\n- (b) the payment of an amount has been waived under section 52 .","sortOrder":68},{"sectionNumber":"sec.54","sectionType":"section","heading":"Act does not affect existing legal relationships","content":"### sec.54 Act does not affect existing legal relationships\n\nThis Act has effect despite anything in any instrument.\nNothing done under this Act in relation to TABQ—\nplaces TABQ or the State in breach of a contract, trust or confidence or otherwise makes TABQ or the State guilty of a civil wrong; or\nmakes TABQ or the State in breach of any instrument, including an instrument prohibiting, restricting or regulating the assignment, transfer or assumption of any right or liability or the disclosure of any information; or\nis taken to fulfil a condition—\nallowing a person to terminate an instrument or be released, wholly or partly, from an obligation or modify the operation or effect of an instrument or obligation; or\nrequiring money to be paid, or anything else to be done, before its stated maturity; or\nreleases a surety or other obligee, wholly or partly, from an obligation.\nIf, apart from this subsection, obtaining the advice or consent of, or giving notice to, a person would be necessary under an instrument to give effect to a transaction contemplated by this Act, the advice or consent is taken to have been obtained or the notice is taken to have been given.\nIn this section—\nTABQ includes a TABQ subsidiary.\n(sec.54-ssec.1) This Act has effect despite anything in any instrument.\n(sec.54-ssec.2) Nothing done under this Act in relation to TABQ— places TABQ or the State in breach of a contract, trust or confidence or otherwise makes TABQ or the State guilty of a civil wrong; or makes TABQ or the State in breach of any instrument, including an instrument prohibiting, restricting or regulating the assignment, transfer or assumption of any right or liability or the disclosure of any information; or is taken to fulfil a condition— allowing a person to terminate an instrument or be released, wholly or partly, from an obligation or modify the operation or effect of an instrument or obligation; or requiring money to be paid, or anything else to be done, before its stated maturity; or releases a surety or other obligee, wholly or partly, from an obligation.\n(sec.54-ssec.3) If, apart from this subsection, obtaining the advice or consent of, or giving notice to, a person would be necessary under an instrument to give effect to a transaction contemplated by this Act, the advice or consent is taken to have been obtained or the notice is taken to have been given.\n(sec.54-ssec.4) In this section— TABQ includes a TABQ subsidiary.\n- (a) places TABQ or the State in breach of a contract, trust or confidence or otherwise makes TABQ or the State guilty of a civil wrong; or\n- (b) makes TABQ or the State in breach of any instrument, including an instrument prohibiting, restricting or regulating the assignment, transfer or assumption of any right or liability or the disclosure of any information; or\n- (c) is taken to fulfil a condition— (i) allowing a person to terminate an instrument or be released, wholly or partly, from an obligation or modify the operation or effect of an instrument or obligation; or (ii) requiring money to be paid, or anything else to be done, before its stated maturity; or\n- (i) allowing a person to terminate an instrument or be released, wholly or partly, from an obligation or modify the operation or effect of an instrument or obligation; or\n- (ii) requiring money to be paid, or anything else to be done, before its stated maturity; or\n- (d) releases a surety or other obligee, wholly or partly, from an obligation.\n- (i) allowing a person to terminate an instrument or be released, wholly or partly, from an obligation or modify the operation or effect of an instrument or obligation; or\n- (ii) requiring money to be paid, or anything else to be done, before its stated maturity; or","sortOrder":69},{"sectionNumber":"sec.55","sectionType":"section","heading":"Act does not limit other powers","content":"### sec.55 Act does not limit other powers\n\nThis Act provides facilitative mechanisms.\nWithout limiting subsection (1) , this Act does not prevent anything being done otherwise than under this Act.\n(sec.55-ssec.1) This Act provides facilitative mechanisms.\n(sec.55-ssec.2) Without limiting subsection (1) , this Act does not prevent anything being done otherwise than under this Act.","sortOrder":70},{"sectionNumber":"sec.56","sectionType":"section","heading":"TABQ directors’ immunity","content":"### sec.56 TABQ directors’ immunity\n\nA director of TABQ does not incur any civil liability for anything done or omitted to be done in good faith for the purpose of complying with a direction of the Act Ministers given under section 11 or 16 .\nA liability that would, apart from subsection (1) , attach to a director of TABQ attaches instead to the State.\nThis section has effect despite the Corporations Law.\n(sec.56-ssec.1) A director of TABQ does not incur any civil liability for anything done or omitted to be done in good faith for the purpose of complying with a direction of the Act Ministers given under section 11 or 16 .\n(sec.56-ssec.2) A liability that would, apart from subsection (1) , attach to a director of TABQ attaches instead to the State.\n(sec.56-ssec.3) This section has effect despite the Corporations Law.","sortOrder":71},{"sectionNumber":"sec.57","sectionType":"section","heading":"Ministers’ immunity","content":"### sec.57 Ministers’ immunity\n\nAn Act Minister acting in that capacity or the Minister does not incur civil liability for an act or omission done or omitted to be done honestly and without negligence under this Act.\nA liability that would, apart from subsection (1) , attach to an Act Minister or the Minister attaches instead to the State.\nThis section has effect despite the Corporations Law .\n(sec.57-ssec.1) An Act Minister acting in that capacity or the Minister does not incur civil liability for an act or omission done or omitted to be done honestly and without negligence under this Act.\n(sec.57-ssec.2) A liability that would, apart from subsection (1) , attach to an Act Minister or the Minister attaches instead to the State.\n(sec.57-ssec.3) This section has effect despite the Corporations Law .","sortOrder":72},{"sectionNumber":"sec.58","sectionType":"section","heading":"Non-application of certain provisions of GOC Act to TABQ","content":"### sec.58 Non-application of certain provisions of GOC Act to TABQ\n\nThe following provisions of the GOC Act are taken never to have applied to TABQ—\nchapter 3 , parts 7 and 8 ;\nsections 130 and 171 .\n- (a) chapter 3 , parts 7 and 8 ;\n- (b) sections 130 and 171 .","sortOrder":73},{"sectionNumber":"sec.59","sectionType":"section","heading":"Regulation-making power","content":"### sec.59 Regulation-making power\n\nThe Governor in Council may make regulations under this Act.\ns 59 (2)–(3) exp 31 August 2000 (see s 59(3))","sortOrder":74}],"analysis":{"summary":{"complexity_score":7,"scope_assessment":{"changed":true,"description":"The original stated object is simply 'to facilitate the sale by the State of TABQ' — a one-off transaction. However, Part 5 (mandatory constitutional requirements for Queensland headquarters) creates permanent ongoing obligations that survive the privatisation and extend indefinitely into the future. This is a significant scope expansion beyond the transactional sale: the Act effectively becomes a permanent regulatory instrument controlling where a now-private company must locate its operations, enforced through Supreme Court injunctions. The employee protections in Part 4 also extend beyond the sale event itself."},"complexity_factors":["Interaction between multiple overlapping legal frameworks (GOC Act, Corporations Law/Act, Industrial Relations Act, Gaming Machine Act, Wagering Act)","Explicit override provisions where this Act takes precedence over the Corporations Act — creating a hierarchy of laws that must be tracked","Large number of sections (18–40) that have expired, creating gaps in the text that require careful reading to understand what rules applied during the transition period","Dual 'Act Ministers' concept requiring joint ministerial action, with exceptions, creates procedural complexity","Detailed and prescriptive Queensland headquarters requirements across multiple categories of personnel and business functions","Broad injunction powers with atypical rules (e.g. no undertaking as to damages required from Minister) that deviate from standard court practice","Civil liability and immunity provisions that shift liability to the State rather than eliminating it","Tax exemption provisions attempting to extend application to other States' taxes, subject to constitutional limits","The 'listing day' trigger concept that divides the Act's operation into distinct temporal phases","Deeming provisions (things 'taken' to be something else) scattered throughout, requiring careful reading to understand legal fictions created"],"plain_english_summary":"## What is this law about?\n\nThis Act governs the **privatisation (sale to private investors) of TAB Queensland Limited (TABQ)** — the government-owned company that ran betting/wagering services in Queensland. In plain terms, the Queensland Government used this law to sell off its ownership stake in TABQ and list the company on the Australian Stock Exchange.\n\n## Who does it affect?\n\n- **TABQ employees**: Your jobs, pay, leave entitlements (sick leave, long service leave, etc.) and superannuation are protected. The sale cannot be used as a reason to sack you, cut your pay, or claim redundancy.\n- **TABQ directors and ministers**: They're protected from personal legal liability for actions taken in good faith during the sale process — the State (Queensland Government) wears any liability instead.\n- **The company itself and its subsidiaries**: Must keep their head office, key executives, and major operations physically located in Queensland — even after privatisation. The company's governing documents (called its \"constitution\") must always contain these Queensland-based requirements.\n- **Investors/shareholders**: The sale involved listing shares on the Australian Stock Exchange.\n\n## Key things this law does:\n\n1. **Removes TABQ from government company (GOC) status** — it stops being a Government-Owned Corporation, though it stays registered as a company under corporate law.\n\n2. **Manages the sale process** — gives Ministers special powers to sign documents, pass resolutions (formal decisions), and change the company's rules to prepare it for sale, without needing normal shareholder meetings.\n\n3. **Locks TABQ into Queensland** — even as a private company, TABQ must always:\n   - Keep its head office in Queensland\n   - Have at least 3 directors living in Queensland\n   - Have its CEO living in Queensland\n   - Hold annual general meetings in Queensland\n   - Keep all major business functions (IT, finance, HR, marketing, etc.) in Queensland\n\n4. **Protects staff**: The change of ownership cannot trigger redundancies, reduce entitlements, or break continuity of service.\n\n5. **Exempts the sale from State taxes**: No stamp duty or similar state taxes apply to transactions done as part of the privatisation.\n\n6. **Enforces Queensland requirements through courts**: If the company tries to move operations out of Queensland or change its rules to avoid these requirements, the Queensland Government can go to the Supreme Court to stop them — and doesn't have to pay damages if it loses that court action.\n\n## Why does it matter?\n\nThis is a classic privatisation law — the government is cashing out its ownership of a major betting company, but keeping tight controls to ensure the company stays headquartered in Queensland and can't simply relocate interstate after the sale. The employee protections mean workers can't be exploited during the ownership transition.\n\nNote: Many sections of this Act expired on 31 August 2004 — those dealt with the transition period immediately after the sale. The ongoing requirements (like the Queensland headquarters rules) remain in force."},"issue_detection":{"absurdities":[{"type":"circular_definition","section":"sec.6","severity":"low","reasoning":"A 'day' is a 24-hour period; a 'time' is a specific moment. Defining 'listing day' as both simultaneously creates ambiguity about whether provisions that apply 'on' the listing day apply for the whole day or only from the precise listed moment. This could cause interpretive problems for time-sensitive obligations.","confidence":0.65,"description":"The 'listing day' is defined as both a day AND a time, creating an internal definitional inconsistency. The section heading and body refer to 'the listing day' (implying a calendar day) but the definition specifies 'the day and time' — meaning the same defined term conflates two different temporal concepts."},{"type":"self_contradicting","section":"sec.17","severity":"high","reasoning":"Under general corporate law principles and the Corporations Law, a person who directs the board of a company on operational matters is a shadow director or person participating in management. Section 17 attempts by legislative fiat to override this legal reality. While the section purports to operate 'despite the Corporations Law,' it creates an irreconcilable logical contradiction: the Act Ministers both direct management and are deemed not to participate in management simultaneously.","confidence":0.82,"description":"Section 17 declares that Act Ministers must not be treated as directors or persons participating in TABQ's management, despite section 16 expressly granting them power to direct TABQ's board to do 'anything the Ministers consider necessary or convenient for the sale process.' The legal fiction that persons exercising broad managerial direction are not participating in management is logically absurd."},{"type":"circular_definition","section":"sec.40","severity":"low","reasoning":"The expiry of s 40 is stated to occur pursuant to s 40 itself. While this is a common legislative drafting technique for sunset clauses, it is logically circular — the provision authorising its own termination ceases to exist at the moment it is most needed (i.e., to effect its own expiry).","confidence":0.75,"description":"Section 40 expires on 31 August 2004 'see s 40' — meaning the expiry provision refers to itself as authority for its own expiry. This is a self-referential provision: s 40 expires by operation of s 40."},{"type":"self_contradicting","section":"sec.41","severity":"medium","reasoning":"The definition of 'industrial instrument' in s 41(6) references the IR Act 1999, but s 41(4) subjects the continuance of those instruments to the IR Act 2016. If the 2016 Act uses different definitions, classifications or categories of industrial instruments, the protection in s 41(3) may apply to instruments that the 2016 Act does not recognise, leaving employees in an uncertain legal position. This is likely a drafting artefact from a 2016 amendment that updated s 41(4) but not s 41(6).","confidence":0.8,"description":"Section 41(4) states the continuance of an industrial instrument is subject to the Industrial Relations Act 2016, while section 41(6) defines 'industrial instrument' by reference to the Industrial Relations Act 1999. The same term is governed by two different Acts from two different years, creating a potential definitional mismatch — instruments defined under the 1999 Act may not be the same instruments recognised under the 2016 Act."},{"type":"impossible_compliance","section":"sec.44","severity":"medium","reasoning":"The 'at all times' obligation in s 44 combined with the nullification of non-compliant resolutions in s 45 creates a trap. If a company needs to restructure its constitution to achieve compliance after external changes, the intermediate steps of any such amendment might technically violate s 44(2)/(3), making those intermediate resolutions void under s 45, rendering full compliance impossible without court intervention.","confidence":0.6,"description":"Section 44 requires TABQ group companies to 'at all times' have constitutions containing the mandatory provisions, but section 45 provides that resolutions to alter the constitution in non-compliant ways 'have no effect.' The combination creates an impossible compliance scenario: if a company's constitution somehow becomes non-compliant (e.g., through external legal changes or court order), the company cannot pass a resolution to fix it if that resolution would itself be non-compliant, and cannot pass a non-compliant resolution to transition to a compliant one."},{"type":"self_contradicting","section":"sec.56","severity":"medium","reasoning":"If Act Ministers are not participating in management (s 17), their directions should not generate management liability. Yet s 56 contemplates exactly such liability arising from those directions and transfers it to the State. The State accepts liability for management acts that the same Act deems not to be management acts.","confidence":0.72,"description":"Section 56 immunises directors from civil liability for complying with Act Ministers' directions under sections 11 and 16, and transfers that liability to the State. However, section 17 provides that Act Ministers are not to be treated as directors or as participating in management. The combined effect is that the State bears liability for management decisions it is simultaneously deemed not to have made."},{"type":"retroactive_impossibility","section":"sec.58","severity":"medium","reasoning":"Declaring that a law is 'taken never to have applied' creates a legal fiction that contradicts historical legal reality. Any administrative or corporate decisions made by TABQ under those GOC Act provisions prior to 1999 would be retrospectively deprived of their legal foundation, potentially creating uncertainty about the validity of past acts.","confidence":0.7,"description":"Section 58 declares that certain GOC Act provisions are 'taken never to have applied to TABQ.' This retroactive legal fiction is applied by a 1999 Act to retrospectively erase the application of laws that presumably did apply to TABQ before the Act's commencement, potentially invalidating actions previously taken in reliance on those provisions."},{"type":"other","section":"sec.9","severity":"low","reasoning":"While legislative deeming provisions are common and legally valid, this provision stacks multiple fictions on top of each other — a non-meeting is deemed a meeting, a signed document is deemed a minute of that non-meeting, and all corporate consequences flow from this chain of fictions. The practical absurdity is that the 'minute' (s 9(1)(c)) precedes and constitutes the very meeting it purports to record.","confidence":0.55,"description":"Section 9 allows Act Ministers to pass resolutions by signing a document, which is then 'taken to be a minute of the meeting' of a general meeting that is 'taken to have been held' — even though no meeting occurred. The document is simultaneously: (a) the resolution, (b) the minute of a meeting, and (c) evidence that a meeting occurred, when it is in fact none of these things in reality."}],"contradictions":[{"severity":"high","section_a":"sec.16","section_b":"sec.17","confidence":0.88,"description":"Section 16 grants Act Ministers broad power to direct TABQ's board to do 'anything the Ministers consider necessary or convenient for the sale process,' constituting substantive participation in management. Section 17 then declares that, despite section 16, Act Ministers must not be treated as directors or as persons who participate in management. These provisions directly contradict each other."},{"severity":"low","section_a":"sec.8","section_b":"sec.56","confidence":0.55,"description":"Part 2 (including sections 11 and 16 under which s 56 immunity operates) applies only 'until the listing day' per section 8. However, section 56 provides immunity to directors for complying with directions under sections 11 and 16 without any temporal limitation. After the listing day, Part 2 no longer applies, so no new directions can be given, yet the immunity provision remains permanently on foot without a corresponding sunset."},{"severity":"medium","section_a":"sec.3-ssec.1","section_b":"sec.42","confidence":0.75,"description":"Section 3(1) states the GOC Act stops applying to TABQ (other than as this Act provides). Section 42 then deems TABQ to 'continue to be a company GOC' for the purposes of sections 173 and 174 of the GOC Act applying to certain employees. This creates a contradiction: TABQ both ceases to be a company GOC (s 3) and is taken to continue to be one (s 42) simultaneously."},{"severity":"medium","section_a":"sec.41-ssec.4","section_b":"sec.41-ssec.6","confidence":0.8,"description":"Section 41(4) subjects the continuance of industrial instruments to the Industrial Relations Act 2016, while section 41(6) defines 'industrial instrument' by reference to the Industrial Relations Act 1999. The operative provision (s 41(4)) and the definitional provision (s 41(6)) reference two different and potentially inconsistent Acts, creating a contradiction as to which legislative regime governs."},{"severity":"medium","section_a":"sec.44","section_b":"sec.45","confidence":0.58,"description":"Section 44 imposes an 'at all times' obligation on TABQ group companies to maintain compliant constitutions. Section 45 nullifies any resolution that would result in non-compliance. Together, these provisions contradict each other in edge cases: if a company's constitution is already non-compliant, passing a resolution to restore compliance might itself be void under s 45 if the path to compliance requires an intermediate non-compliant state, making the s 44 obligation impossible to fulfil."},{"severity":"low","section_a":"sec.54-ssec.1","section_b":"sec.54-ssec.2","confidence":0.5,"description":"Section 54(1) states this Act has effect 'despite anything in any instrument.' Section 54(2) then provides that nothing done under this Act places TABQ or the State in breach of a contract or instrument. These two subsections operate in tension: s 54(1) overrides instruments, but s 54(2) simultaneously deems that overriding those instruments does not constitute a breach — effectively acknowledging that a breach would otherwise occur, which contradicts the premise that the Act simply overrides instruments without legal consequence."}]},"kimi_summary":{"content_quality":"ok","complexity_score":4,"scope_assessment":{"changed":true,"description":"The legislation grew beyond simple privatisation mechanics to include substantial ongoing regulatory requirements. Part 5 imposes permanent constitutional mandates on TABQ group companies regarding Queensland residency of directors, location of head offices, and meeting locations — effectively creating a regulatory framework that continues to bind the privatised entity long after the sale. Additionally, the employee protection provisions (Part 4) and tax exemption provisions (section 51) extend the scope beyond merely facilitating the sale to creating ongoing legal obligations and protections."},"complexity_factors":["Moderate cross-referencing to external legislation (Corporations Law/Act, GOC Act, Industrial Relations Act, Gaming Machine Act, Wagering Act)","Multiple defined terms in the dictionary section including 'TABQ', 'Act Ministers', 'sale process', 'listing day', 'event', 'industrial instrument'","Nested conditional logic in Part 5 regarding constitutional requirements for TABQ group companies (section 44 has multi-level bullet points defining 'head office' location)","Sunset provisions — sections 18-40 expired on 31 August 2004, and sections 59(2)-(3) expired on 31 August 2000","Override clauses stating the Act has effect 'despite' the Corporations Law in multiple sections (sections 13, 17, 50, 56, 57)","Complex injunction provisions in section 46 with 9 subsections covering various scenarios of contravention, aiding/abetting, and conspiracy"],"plain_english_summary":"This legislation facilitated the privatisation of TAB Queensland Limited (TABQ), which was the state-owned betting and wagering company in Queensland. The Act had three main purposes:\n\n**1. Preparing TABQ for sale**\n- Removed TABQ from being a 'Government Owned Corporation' (GOC) — a type of state-owned business\n- Allowed two specific Ministers (called 'Act Ministers') to control the company temporarily to prepare it for sale, including changing its constitution and passing shareholder resolutions without holding actual meetings\n- Ensured the company's board remained appointed by the government until the sale was complete\n\n**2. Protecting employees**\n- Guaranteed that workers wouldn't lose their jobs, benefits, leave entitlements, or superannuation just because the company was being privatised\n- Preserved their existing employment contracts and industrial awards\n\n**3. Ongoing Queensland presence requirements**\n- Required TABQ and its related companies (if they held gambling licences) to maintain their headquarters in Queensland\n- Mandated that at least 3 directors and the CEO must live in Queensland\n- Required annual general meetings and strategic planning meetings to be held in Queensland\n- Gave the Supreme Court power to issue injunctions to enforce these requirements\n\n**4. Miscellaneous protections**\n- Exempted the sale process from state taxes\n- Protected the government and company directors from legal liability for actions taken under the Act\n- Ensured existing contracts and legal relationships weren't disrupted by the privatisation\n\nThe Act was designed to be temporary — most provisions expired once the shares were listed on the stock exchange (the 'listing day'), which occurred in 1999."},"flash_summary":{"complexity_score":7,"scope_assessment":{"changed":false,"description":"The Act’s stated object remains to facilitate the sale of TABQ (sec 4). The operative provisions implement that object by removing TABQ from company GOC status (sec 3), concentrating sale powers in the Act Ministers (secs 7, 14–16), and creating procedural, tax and governance arrangements tied to the sale (secs 9, 41, 44, 51–53). The text itself contains expiry notes for a range of sections (secs 18–40) which reduce the temporal scope of some earlier mechanisms, but the core purpose and principal mechanisms set out in the current text have not been altered from that stated object."},"complexity_factors":["Cross-references to and selective overrides of the Corporations Law/Act (secs 9, 13, 50) creating interaction complexity.","Deeming provisions treating minister-signed documents as valid general meeting resolutions and minutes (sec 9).","Broad ministerial discretions to bind the State, transfer shares, and direct boards for sale purposes (secs 14–16) concentrating decision authority.","Detailed, operational mandatory constitutional requirements for licence-holding group companies (sec 44) with many defined functional criteria.","Exclusive Supreme Court jurisdiction and specific remedies (injunctions, other orders), combined with delegation of enforcement powers (secs 46–49).","Immunity and substitution of liability from individuals to the State (secs 56–57) shifting legal risk and affecting incentives.","Employment continuity and interaction with industrial instruments and the Industrial Relations Act (secs 41–42) adding cross‑statute effects.","Tax exemptions and preserved tax-equivalent liabilities with Treasurer’s waiver power (secs 51–52) creating fiscal and administrative considerations.","Deeming that contractual consents/notices are taken to have been given (sec 54), which affects third-party contractual rights and certainty.","Existence of listed expiry notes for several sections (secs 18–40) increasing temporal complexity of which provisions remain operative."],"plain_english_summary":"What the Act does, in plain language\n\n- Mechanically, the Act removes TAB Queensland Limited (TABQ) from being a Government-Owned Corporation (GOC) for the purposes of the GOC Act while preserving its status under the Corporations Law (sec 3). The Act’s stated object is to \"facilitate the sale by the State of TABQ\" (sec 4).\n\n- It defines the sale process and the moment of listing for sale (the \"listing day\") and makes Part 2 of the Act operate until that listing day (secs 5–8). The sale process means disposing of all issued shares held by Ministers on behalf of the State (sec 5); the listing day is when shares are quoted on the ASX (sec 6; sec 8).\n\n- The Act centralises decision-making for the sale in the nominated Act Ministers (who must act jointly unless one person holds both offices) (sec 7). Those Ministers may exercise a broad range of powers to carry out the sale, including binding the State, executing share transfer documents on the State’s behalf (sec 14(1)–(2); sec 15), and giving directions to TABQ’s board about anything the Ministers consider necessary or convenient for the sale (sec 16(1)–(2)). Directions given to the board must be published in the gazette within 21 days (sec 16(3)).\n\n- The Act gives special corporate governance mechanisms to permit the Ministers to act without typical shareholder meetings: a document signed by the Act Ministers that states a resolution is favoured is treated as if the resolution were passed at a general meeting (sec 9). The Ministers may amend TABQ’s constitution and may direct subsidiary constitutions to be amended (secs 10–11).\n\n- The Act preserves and prescribes certain board composition rules: the Governor in Council continues to appoint TABQ directors and must have regard to their ability to contribute to TABQ’s commercial performance (sec 12). Several of these provisions operate despite, or in preference to, the Corporations Law (secs 13, 50).\n\n- Employee protections and continuity: employees’ benefits, entitlements (including leave and superannuation), continuity of service and industrial instruments are protected from being reduced or treated as retrenchment because of the change in TABQ’s GOC status (sec 41). Certain GOC Act provisions applying immediately before removal continue to apply to particular employees as if TABQ remained a GOC (sec 42).\n\n- For TABQ group companies that hold gaming monitoring or wagering licences, the Act mandates specific constitution clauses: companies must have constitutions under the Corporations Act and must require the head office and specified operational functions to be located in Queensland, at least three directors ordinarily resident in Queensland, the CEO ordinarily resident in Queensland, annual general meetings in Queensland, at least four board meetings in Queensland each year and the strategic planning meeting in Queensland (sec 44). Resolutions that would remove or alter those mandatory requirements have no effect (sec 45).\n\n- Enforcement is by the Minister applying to the Supreme Court for injunctions or other orders to restrain or require conduct that would contravene those mandatory constitutional requirements; the Supreme Court’s jurisdiction in these matters is exclusive (secs 46–48). The Minister may delegate the power to apply to the court to the department’s chief executive (sec 49).\n\n- Tax and financial consequences: State tax is not payable in relation to anything done for the sale process, and people are not required to lodge returns or include sale-process information in returns under State tax laws (sec 51). Amounts that were payable by TABQ under the GOC Act’s tax-equivalent provisions remain payable as if TABQ were still a GOC, although the Treasurer may waive such amounts (sec 52). The Minister may issue a certificate evidencing a tax exemption or waiver (sec 53).\n\n- Legal protection for government action and parties: actions taken under the Act are stated not to place TABQ or the State in breach of contract, trust or confidence, nor to constitute a civil wrong, and where advice/consent/notice would otherwise be required under instruments that requirement is taken to have been obtained or given (sec 54).\n\n- Immunities and shifting of liability: a TABQ director who acts in good faith to comply with directions from the Act Ministers is protected from civil liability; any liability that would have attached to the director attaches instead to the State. The same protection and attachment-to-State rule applies to Act Ministers and the Minister acting honestly and without negligence under the Act (secs 56–57).\n\n- The Governor in Council may make regulations under the Act (sec 59).\n\nWhy the Act exists and how that compares to its practical effects\n\n- The Act expressly aims to facilitate sale of TABQ (sec 4). It accomplishes that by concentrating coordination and transaction authority in the Act Ministers (secs 7, 14–16), by creating procedural shortcuts for corporate decision-making (ministerial documents treated as general meetings; sec 9), and by removing some ordinary procedural and tax frictions for the sale (sec 51, sec 54).\n\n- Costs, incentives and trade-offs visible in the text:\n  - Who pays and who bears risk: the State is explicitly able to be bound by sale actions (sec 14(2)); civil liabilities that would have attached to directors or Ministers in complying with sale-direction duties are instead allocated to the State (secs 56–57). That shifts legal risk from individuals to the public purse.\n  - Centralisation and discretion: the Act gives the Act Ministers broad discretion to direct the company and its subsidiaries for sale purposes (secs 11, 16). Those powers reduce day-to-day corporate autonomy and concentrate decision rights in Ministers rather than ordinary corporate governance channels (secs 9–11, 16). The Minister also controls enforcement decisions under Part 5 by applying to the Supreme Court (secs 46–49).\n  - Compliance burdens on buyers and companies: the mandatory constitutional requirements for licence-holding group companies (sec 44) impose ongoing governance and operational conditions (residency of directors and officers, location of many operational functions, board-meeting frequency in Queensland). These create concrete constraints that purchasers must accept or work around in the constitution of affected companies.\n  - Revenue and transaction costs: the Act exempts sale-process-related transactions from State tax (sec 51), which reduces the immediate tax cost of the sale but is a foregone revenue stream. Conversely, tax-equivalent amounts under the GOC Act remain payable unless the Treasurer waives them (sec 52), potentially preserving certain State receipts or allowing targeted waivers.\n  - Contractual certainty and implementation risk: the Act deems certain consents or notices to have been given (sec 54) and treats ministerial documents as valid corporate minutes/meetings (sec 9). Those deeming steps lower procedural barriers but may create disputes with third parties who expected formal consent processes. The Act also contains explicit supersession of certain corporate law constraints (secs 13, 50), which may introduce legal complexity when matching the Act’s rules with the Corporations Act.\n\n- Enforcement and remedy structure: the Minister’s ability to seek injunctions and other orders from the Supreme Court (secs 46–47) and the Court’s exclusive jurisdiction (sec 48) concentrate legal remedies in one forum and give the Minister a primary gatekeeper role (sec 49). The Supreme Court may grant interim relief without the Minister giving an undertaking as to damages (sec 46(9)).\n\nNet practical effect (mechanical, not normative)\n\n- The Act creates a legal framework to remove TABQ from GOC status, to centralise and operationalise the State’s ability to sell TABQ, to protect staff entitlements during that process, to shield directors and Ministers from personal liability where they act in good faith under the Act, to exempt sale-related transactions from State tax, and to lock in certain Queensland-based governance/operational requirements for licensed group companies. These outcomes are achieved by statutory deeming, delegations, direct ministerial powers, court enforcement mechanisms, and overriding of potentially inconsistent corporate law provisions (see secs 3–16, 41–44, 46–57)."},"flash_summary_failed":{"failed":true,"reason":"Unauthenticated. Configure AI_GATEWAY_API_KEY or use a provider module. Learn more: https://ai-sdk.dev/unauthenticated-ai-gateway","source":"analysis-cron"}},"importantCases":[],"_links":{"self":"/api/acts/tab-queensland-limited-privatisation-act-1999","history":"/api/acts/tab-queensland-limited-privatisation-act-1999/history","analysis":"/api/acts/tab-queensland-limited-privatisation-act-1999/analysis","conflicts":"/api/acts/tab-queensland-limited-privatisation-act-1999/conflicts","importantCases":"/api/acts/tab-queensland-limited-privatisation-act-1999/important-cases","documents":"/api/acts/tab-queensland-limited-privatisation-act-1999/documents"}}