Stadiums Tasmania is set up as a Crown corporate body to own, operate and develop major public stadiums and related assets. The Act gives a Board and chief executive officer operational powers and planning duties, lets the Minister and Treasurer direct strategy and approve or effect transfers of assets, contracts and employees by Gazette notice or agreement, and sets financial, reporting and conduct rules with specified penalties.
This Act establishes a statutory body, Stadiums Tasmania (the Authority), and sets out its corporate status, functions, powers, governance, financial arrangements and transitional transfer mechanisms for people, assets, contracts and liabilities. Mechanically, the Act:
Creates Stadiums Tasmania as a body corporate and an instrumentality of the Crown with perpetual succession and capacity to sue and be sued (s 5).
Specifies the Authority’s statutory functions, which range from custodianship and operational management of major public stadiums and assigned assets to attracting and hosting national and international events, conducting research and providing advice to government, and performing functions requested in writing by the Minister or Treasurer (s 6).
Confers broad property, contracting and commercial powers, including acquisition, disposal, borrowing (subject to Treasurer’s consent), forming subsidiaries and entering joint ventures, but restricts acquisition, disposal or demolition of “major assets” (assets worth in excess of $5,000,000) to situations with Minister and Treasurer approval (s 7(1), (2); definitions in s 3).
Constitutes a Board to govern the Authority, prescribes appointment processes and member expertise areas, provides for a chairperson and between four and six other members, and schedules Board procedures and meetings (s 8; Schedules 1-3).
Establishes an executive structure with a chief executive officer (CEO) appointed by the Board, with specified duties, delegation powers and reporting obligations, and allows the Board to employ necessary staff on terms the Board considers appropriate (ss 20-23).
Creates a framework of ministerial oversight and strategic direction: the Minister must issue a Ministerial statement of expectations every three years (s 15), may give written Ministerial directions at any time which the Board must comply with and publish (s 16), and the Board must prepare strategic plans and business plans for approval and public publication (ss 17-19).
Current sections
Direct links to the current provisions in Stadiums Tasmania Act 2022.
In this Act, unless the contrary intention appears –
accounts has the same meaning as it has in the Audit Act 2008 ;
applicable in relation to a direction, statement or plan mentioned in any provision, means the particular direction, statement or plan in effect at or during the time or period to which the provision applies or is being considered;
asset means any of the following that relate to, or are used mainly for, major sporting activities and, to a lesser extent, entertainment, events and recreation:
(a) legal or equitable estate or interest in real or personal property;
(b) chose in action;
(c) money, documents or securities;
(d) infrastructure;
(e) plant and equipment;
(f) intellectual property;
(g) goodwill;
(h) records;
(i) any other right;
assigned means owned or managed by the Authority or assigned to it by the Crown;
Authority means Stadiums Tasmania established by section 5 ;
Authority’s staff means the persons appointed or employed in accordance with section 23 ;
Board means the Board of the Authority constituted under section 8 ;
business plan means a business plan referred to in section 19 ;
chairperson means the chairperson of the Board appointed under section 8(1)(a) ;
chief executive officer means the chief executive officer of the Authority appointed in accordance with section 20 ;
commencement day means the day on which this Act commences;
Committee means a committee established in accordance with section 13 ;
contract includes an agreement or arrangement;
financial year means a period of 12 months ending on 30 June in any year or any other period of 12 months in respect of which the Authority is required by any written law to maintain accounts;
function includes duty;
major asset means an asset worth in excess of $5,000,000;
member means a person appointed as a member of the Board in accordance with this Act;
(a) the Authority if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Crown or a non-Crown entity; or
(b) the Crown if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Authority; or
(c) a non-Crown entity if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Authority;
(a) the Authority if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Authority; or
(b) the Crown if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Crown; or
(c) a non-Crown entity if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the non-Crown entity;
written law has the same meaning as it has in the Audit Act 2008 .
4
Act binds Crown
4 Act binds Crown
This Act binds the Crown in right of Tasmania and, so far as the legislative power of Parliament permits, in all its other capacities.
Part 2
Stadiums Tasmania
Part 2 Stadiums Tasmania
5
Establishment of Stadiums Tasmania
5 Establishment of Stadiums Tasmania
(1) Stadiums Tasmania is established.
(2) The Authority –
(a) is a body corporate with perpetual succession; and
(b) may have a seal; and
(c) may sue and be sued in its corporate name; and
(d) is an instrumentality of the Crown.
(3) If the Authority has a seal –
(a) it is to be kept and used as authorised by the Authority; and
(b) all courts and persons acting judicially must take judicial notice of the imprint of the seal on a document and presume that it was duly sealed by the Authority.
6
Functions of Authority
6 Functions of Authority
The Authority has the following functions:
(a) to be the custodian of major public stadiums and other assigned assets on behalf of the Crown and the Tasmanian community;
(b) to own, acquire, manage, operate, maintain, plan for and invest in the development of, assigned assets;
(c) to attract and deliver international and national sporting, entertainment and event content;
(d) to host statewide, regional and local sporting, entertainment and event content and related services, programs and activities;
(e) to ensure the safe, accessible, effective and efficient operation, use and development of assigned assets over their lifetime;
(f) to use assigned assets to help foster excellence in sporting codes and facilitate Tasmania’s engagement in international, national, statewide and local competitions;
(g) to attract, produce, promote and host content that draws audiences to events that stimulate employment and the local and visitor economies;
(h) to operate in a commercial manner that maximises value for the state, using all the financial resources available to it, and adhere to public policy directions and prescribed community service obligations;
(i) to proactively communicate and engage with the users of the assigned assets, as well as the community of interest surrounding each of the assigned assets;
(j) to provide advice to the Minister and Treasurer in relation to these functions, and the strategic development, investment in and management of assigned assets;
(k) to conduct research and provide advice to the Government on existing and potential future assets, policy and strategy, as requested;
(l) to perform other functions requested in writing by the Minister or Treasurer.
7
Powers of Authority
7 Powers of Authority
(1) Subject to subsection (2) , the Authority has the following powers:
(a) to acquire, hold, dispose of and otherwise deal with property;
(b) to borrow funds and hold debt with the consent of the Treasurer;
(c) to enter into contracts and agreements;
(d) to transfer any of its property, rights, liabilities and obligations (whether for valuable consideration or otherwise) to a subsidiary;
(e) to form, and participate in the formation of, bodies corporate with the Treasurer’s approval;
(f) to appoint agents and attorneys;
(g) to participate, with the Treasurer’s approval, in partnerships, trusts, joint ventures and arrangements for the sharing of profits;
(h) to enter into a contract with another person for the performance or exercise of any of the Authority’s functions or powers either jointly with that other person or by that other person;
(i) to set charges, terms and conditions relating to work done, or services, goods or information supplied, by it;
(j) to engage consultants and provide consultancy services;
(k) to carry on any business which may conveniently be carried on in conjunction with the performance of its functions;
(l) to control access to, and the uses to be made of, any material, or assets, owned or developed by the Authority;
(m) to do all other things it is authorised to do by or under this or any other Act;
(n) to do all things necessary or convenient to be done in connection with, or incidental to, the performance of its functions and the exercise of its powers.
(2) The Authority must not acquire, dispose of or demolish major assets or property without the approval of the Minister and the Treasurer.
Part 3
Board of Stadiums Tasmania
Part 3 Board of Stadiums Tasmania
Division 1
Board
Division 1 Board
8
Board of Authority
8 Board of Authority
(1) The Authority has a Board consisting of the following members:
(a) the chairperson of the Board;
(b) not less than 4, and not more than 6, other persons.
(2) The chairperson and the other members of the Board are to be appointed by the Minister following a public process.
(3) In making an appointment under subsection (2) , the Minister is to ensure that the chairperson and the other members, collectively, have expertise relevant to the Authority’s powers and functions in addition to qualifications or experience in, or including expert knowledge of, most of the following matters:
(a) business and financial management;
(b) communications, marketing and sponsorship;
(c) infrastructure development, delivery and asset management;
(d) legal, corporate governance and risk management;
(e) major event management and operation;
(f) management of major stadiums and venues;
(g) sports administration or high performance sport at a senior level.
(4) Schedule 1 has effect in respect of the members of the Board.
(5) Schedule 2 has effect in respect of meetings of the Board.
9
Responsibilities and powers of Board
9 Responsibilities and powers of Board
(1) The Board is responsible to the Minister and the Treasurer for –
(a) the exercise of the Authority’s powers under this or any other Act; and
(b) the performance of the Authority’s functions under this Act.
(2) The Board has the power to do all things necessary or convenient to be done in connection with the performance and exercise of its responsibilities and powers under this or any other Act.
(3) In performing and exercising its responsibilities and powers, the Board is not to favour any individual, organisation, business or industry sector and must consider the impacts on all relevant parties with a material interest.
10
Delegation
10 Delegation
The Board may, in writing, delegate any of the Authority’s functions and powers other than this power of delegation to any one or more of the following persons:
(a) the chairperson or other member of the Board;
(b) the chief executive officer;
(c) a Committee or the chairperson of a Committee;
(d) a person appointed or employed for the purposes of this Act.
11
Duty of Board to notify of risks or developments
11 Duty of Board to notify of risks or developments
(1) The Board must notify the Minister and the Treasurer of any risks or developments which, in the opinion of the Board, may –
(a) have a significant impact on the Board performing and exercising the Authority’s functions, powers and responsibilities under this Act; or
(b) prevent or significantly affect the achievement of the performance objectives under the current strategic plan or business plan; or
(c) significantly affect the financial viability or operating ability of the Authority.
(2) A notification under subsection (1) is to be given as soon as practicable after the Board becomes aware of the development.
12
Protection from liability
12 Protection from liability
(1) A member of the Board does not incur any personal liability for any act done or purported or omitted to be done by the member in good faith in the performance or exercise or purported performance or exercise of any functions or powers relating to or arising from his or her role as a member.
(2) Subsection (1) does not preclude the Crown or the Board from incurring a liability that a member would, but for that subsection, incur.
13
Committees
13 Committees
(1) The Board may establish the Committees that the Board thinks appropriate to assist in the performance and exercise of the Board’s functions and powers.
(2) A Committee is to be formed based on terms of reference endorsed by the Board.
(3) A Committee –
(a) must provide the Board with advice on any matter referred to it by the Board; and
(b) must perform any functions, and may exercise any powers, delegated to it by the Board.
(4) The Board may discharge, alter or reconstitute any Committee.
(5) Schedule 3 has effect with respect to the membership and meetings of a Committee.
14
Assistance and facilities
14 Assistance and facilities
The Authority may arrange with one or more of the following persons to provide assistance and facilities to it to enable it to perform and exercise its functions and powers:
(a) the Secretary of the Department;
(b) another Head of a State Service Agency;
(c) any other person if the Minister approves it.
Division 2
Strategic oversight and direction of Board
Division 2 Strategic oversight and direction of Board
15
Ministerial statement of expectations
15 Ministerial statement of expectations
(1) The Minister, within the first 6 months after the commencement of this Act and every third year after that, must give to the Board a statement setting out the Minister's expectations (Ministerial statement of expectations) for the Authority for that triennial period.
(2) In preparing a Ministerial statement of expectations, the Minister is to have regard to the Authority’s functions and powers.
(3) The Board is to perform its responsibilities in a manner that is consistent with the applicable Ministerial statement of expectations.
(4) The Minister, on his or her own motion or at the request of the Board, may at any time –
(a) amend a Ministerial statement of expectations; or
(b) revoke a Ministerial statement of expectations.
(5) A Ministerial statement of expectations and any amendment or revocation of a Ministerial statement of expectations is to be in writing and signed by the Minister.
(6) An amendment to or revocation of a Ministerial statement of expectations takes effect on such day as is specified in the instrument of amendment or revocation.
(7) The Board must publish all current and superseded Ministerial statements of expectations.
(8) The Minister must consult with the Treasurer and the Board in preparing a Ministerial statement of expectations and any amendment or revocation of a Ministerial statement of expectations.
16
Ministerial directions
16 Ministerial directions
(1) The Minister may give the Board directions at any time (Ministerial directions) regarding the discharge of the Board’s responsibilities under this Act.
(2) In preparing a Ministerial direction, the Minister is to –
(a) have regard to the Authority’s functions and powers; and
(b) provide his or her reasons for giving the direction.
(3) The Board is to –
(a) publish all Ministerial directions; and
(b) ensure that the business and affairs of the Authority are managed and conducted in a manner that is consistent with those Ministerial directions; and
(c) comply with all Ministerial directions.
(4) Ministerial directions are to be in writing and signed by the Minister.
(5) Ministerial directions are not to conflict with an applicable Ministerial statement of expectations.
(6) The Minister is to cause a copy of all Ministerial directions to be laid before each House of Parliament within 10 sitting-days after they are given.
17
Strategic plans
17 Strategic plans
(1) Within 12 months after the commencement of this Act, and, subject to subsection (2) , every third financial year after that, the Board is to prepare a plan (strategic plan).
(2) The strategic plan may be in respect of the following 3 financial years or, if the Board so determines, a greater number of financial years (planning period).
(3) In preparing a strategic plan, the Board is to have regard to the Authority’s functions and powers.
(4) In preparing a strategic plan, the Board –
(a) is to consult the Minister; and
(b) may consult such other persons as it thinks fit.
(5) After preparing a strategic plan, the Board is to submit a draft of it to the Minister.
(6) Other than in the case of the Board’s first strategic plan, a draft strategic plan is to be submitted by the 31 March immediately preceding the first financial year to which it relates.
(7) The Minister may –
(a) approve the draft strategic plan as submitted; or
(b) require the Board to amend the draft strategic plan and resubmit it for approval.
(8) To avoid doubt, the Minister's power under subsection (7)(b) may be exercised more than once.
(9) Once a draft strategic plan has been approved by the Minister for a planning period –
(a) it takes effect as the strategic plan of the Board for that planning period; and
(b) the Board is to act during that planning period in accordance with the strategic plan.
(10) The Board, having regard to changes of circumstance or for other reasonable cause, may prepare an amendment to its strategic plan at any time.
(11) Subsections (4) , (5) , (6) and (7) have the same application to an amendment as they have to the plan itself, and the amendment takes effect once it has been approved by the Minister.
(12) The Board must publish the applicable strategic plan.
18
Contents of strategic plan
18 Contents of strategic plan
(1) A strategic plan is to –
(a) have regard to the functions of the Authority; and
(b) include the following:
(i) the Board's objectives for the planning period detailing its plans for the general management, operation, financial sustainability, maintenance and development of the Authority’s assets, including the Board's financial plans;
(ii) strategies and performance measures for attaining those objectives;
(iii) strategies for monitoring progress towards the attainment of those objectives and for managing risk and measuring success;
(iv) an appraisal, if applicable, regarding the effectiveness, and the attainment of the objectives, of the previous strategic plan.
(2) A strategic plan is to be consistent with:
(a) any applicable Ministerial statement of expectations; and
(b) any applicable Ministerial directions.
(3) A strategic plan is to be in such form as the Board thinks fit.
19
Business plans
19 Business plans
(1) The Board, on or before 30 June in each financial year, is to prepare a business plan for the following financial year.
(2) In preparing a business plan, the Board is to have regard to the Authority’s functions and powers.
(3) A business plan is to –
(a) be consistent with the applicable strategic plan, the applicable Ministerial statement of expectations and any applicable Ministerial directions; and
(b) detail the manner in which the Board is to meet the business and financial goals of the applicable strategic plan.
(4) Once a draft business plan has been endorsed by the Board for a financial year –
(a) it takes effect as the business plan of the Board for that financial year; and
(b) the Board is to act during that financial year in accordance with the business plan.
(5) The Board, having regard to changes of circumstance or for other reasonable cause, may prepare an amendment to its business plan at any time.
(6) The Board must publish the applicable business plan.
(b) an employee in his or her capacity as an employee.
(2) Despite subsection (1) , nothing in this section prevents a person from holding the position of CEO, or an employee, in conjunction with State Service employment in respect of another position.
(3) The chief executive officer is entitled to be paid the remuneration and allowances specified in the instrument of appointment.
(4) The chief executive officer is to be appointed for a term of not more than 5 years on the terms and conditions specified in the instrument of appointment.
(5) The chief executive officer must not engage in paid employment outside the duties of office unless allowed by the instrument of appointment or otherwise approved by the Board.
(6) The appointment of a person as chief executive officer is not invalid merely because of a defect or irregularity in relation to the appointment.
(1) The chief executive officer is responsible to the Board for the general administration and management of the Authority.
(2) The chief executive officer is to act as secretary to the Board and, in that capacity, may attend any meeting of the Board unless the Board, in respect of a particular meeting or particular business before it at a meeting, decides otherwise.
(3) The chief executive officer is to –
(a) perform and exercise any functions and powers delegated to the chief executive officer by the Board; and
(b) perform and exercise any other functions and powers that the chief executive officer is given by this or any other Act.
(4) The Board and the chief executive officer may enter into an agreement relating to the Board’s expectations in relation to the discharge of the chief executive officer’s responsibilities.
(5) The Board is to conduct an annual performance review of the chief executive officer.
(6) The chief executive officer may delegate any of his or her responsibilities, functions or powers, other than this power of delegation.
(7) The chief executive officer must not use improperly, whether within Tasmania or elsewhere, information acquired as chief executive officer –
(a) to gain, directly or indirectly, a personal advantage or an advantage for another person; or
(b) to cause damage to the Authority.
Penalty: Fine not exceeding 2 000 penalty units or imprisonment for a term not exceeding 5 years, or both.
(8) The chief executive officer must inform the Board, in writing, of any actual or perceived direct or indirect pecuniary or other interest that he or she has, in any business or body corporate that carries on, or may carry on, a business that is relevant to the Authority, as soon as practicable after he or she acquires, or becomes aware of, that interest.
22
Acting chief executive officer
22 Acting chief executive officer
(1) In this section, absent means –
(a) is absent from duty; or
(b) is absent from Australia; or
(c) is otherwise unable to perform the responsibilities of the office of chief executive officer; or
(d) has died, resigned or been removed from office and a new chief executive officer has not been appointed.
(2) The Minister, on the recommendation of the Board, may appoint a person, other than the chairperson, to act as chief executive officer during any or every period during which the chief executive officer is absent.
(3) Except as otherwise provided in this section, this Act applies to the appointment of a person under subsection (2) as if the appointment were the appointment of the chief executive officer.
(4) While a person appointed under subsection (2) is acting as chief executive officer, that person is taken to be the chief executive officer.
(1) Before the transfer day, the Authority is to give each person who may become a transferred employee a written offer for his or her employment to be transferred to the Authority.
(2) The written offer is to include –
(a) the position title; and
(b) a general description of the position and its location; and
(c) the salary, benefits and entitlements associated with the position; and
(d) the date, or approximate date, on which that transfer is to take effect.
(3) The Minister, by notice published in the Gazette, may transfer to or from the Authority such employees as are specified in the notice.
(4) A person must not be specified in a transfer notice unless that person has agreed, in writing, to the transfer of his or her employment to or from the Authority.
(5) A transfer notice takes effect on the date specified in the notice.
(6) On the transfer day, each employee of the transferor who has agreed, in writing, to the transfer of his or her employment to the Authority and is specified in a transfer notice –
(a) becomes an employee of the Authority and the Authority becomes the employer of that person; and
(b) ceases to be employed by the transferor.
(7) If an employee of the transferor does not agree, in writing, to the transfer of his or her employment to the Authority, that person remains an employee of the transferor.
(8) On the transfer day, each employee of the Authority who has agreed, in writing, to the transfer of his or her employment to the transfer recipient and is specified in a transfer notice –
(a) becomes an employee of the transfer recipient and the transfer recipient becomes the employer of that person; and
(b) ceases to be employed by the Authority.
(9) If an employee of the Authority does not agree, in writing, to the transfer of his or her employment to the transfer recipient, that person remains an employee of the Authority.
23B
General preservation of conditions of employment
23B General preservation of conditions of employment
(1) Subject to the provisions of the Fair Work Act 2009 of the Commonwealth, a transferred employee –
(a) is to be paid by way of remuneration (excluding any bonus payments) by the transfer recipient an amount per annum no less than the amount that he or she received from the transferor per annum (excluding any bonus payments) immediately before becoming a transferred employee; and
(b) is to receive entitlements and benefits from the transfer recipient that are overall no less favourable than those to which he or she was entitled immediately before becoming a transferred employee; and
(c) retains any rights to annual leave, long-service leave, sick leave, and other forms of leave and time off, accrued or accruing during his or her employment with the transferor, and may claim any such entitlements against the transfer recipient.
(2) Nothing in this section prevents any of the terms of employment of a transferred employee from being altered by an award, industrial agreement or law after he or she becomes a transferred employee.
(3) A State Service employee or State Service officer transferred under a transfer order is an employee for the purposes of the Public Sector Superannuation Reform Act 2016.
(4) The Authority must comply with any instruction in relation to superannuation given to it by the Minister administering the Public Sector Superannuation Reform Act 2016.
(5) The Authority is to make adequate provision to meet any liability that it may have under the Public Sector Superannuation Reform Act 2016 to pay pension and other benefits in respect of all applicable transferred employees.
(1) The employment of a transferred employee is taken to have been continuous for the purposes of calculating leave and entitlements, recognition of years of service and similar purposes.
(2) If an employee of the Authority who was a State Service employee or a State Service officer, as of the date of transfer, returns to the State Service from the Authority without a break in service, the employee is to be considered as having been continuously employed in the State Service.
Part 4B
Transfer of Assets
Part 4B Transfer of Assets
23D
Transfer of assets, &c., to or from Authority by notice
23D Transfer of assets, &c., to or from Authority by notice
(2) The Minister, by notice published in the Gazette, may transfer to the Authority such –
(a) assets owned by the Crown; and
(b) liabilities of the Crown; and
(c) contracts to which the Crown is a party –
as are specified in the notice.
(3) The Minister, by notice published in the Gazette, may, with the consent of a non-Crown entity, transfer to the Authority such –
(a) assets owned by the non-Crown entity; and
(b) liabilities of the non-Crown entity; and
(c) contracts to which the non-Crown entity is a party –
as are specified in the notice.
(4) The Minister, by notice published in the Gazette, may transfer to the Crown such –
(a) assets owned by the Authority; and
(b) liabilities of the Authority; and
(c) contracts to which the Authority is a party –
as are specified in the notice.
(5) The Minister, by notice published in the Gazette, may, with the consent of a non-Crown entity, transfer to the non-Crown entity such –
(a) assets owned by the Authority; and
(b) liabilities of the Authority; and
(c) contracts to which the Authority is a party –
as are specified in the notice.
(6) A transfer notice under section 23A or subsection (2) , (3) , (4) or (5) of this section may be combined with a transfer notice under that section or another of those subsections.
(7) A transfer notice may –
(a) specify conditions including, without limitation –
(i) conditions relating to the transfer of the assets, liabilities and contracts; and
(ii) conditions relating to the payment of consideration, if any is payable; and
(b) provide for any matter that is incidental to the transfer of the assets, liabilities and contracts.
(8) A transfer notice takes effect on the specified day or days, whether the day is before, on or after the day on which the transfer notice is published in the Gazette.
(9) On the transfer day –
(a) the specified assets vest in the transfer recipient, in accordance with the transfer notice, without the need for any further conveyance, transfer, assignment or assurance but subject to any conditions specified in the transfer notice; and
(b) the specified liabilities become the liabilities of the transfer recipient, in accordance with the transfer notice, without the need for any further conveyance, transfer, assignment or assurance but subject to any conditions specified in the transfer notice; and
(c) the transferor ceases to be a party to the specified contracts unless the transfer notice provides otherwise or except to the extent specified in the transfer notice.
(10) On and after the transfer day –
(a) a specified contract is taken to have been made by the transfer recipient; and
(b) a reference to the transferor in a specified contract is taken to be or include, as appropriate, a reference to the transfer recipient.
(1) The Authority, the Crown and a non-Crown entity may agree to the transfer of assets, liabilities and contracts between the Authority, the Crown and the non-Crown entity.
(2) The transfer of major assets, liabilities or contracts is of no effect unless the Minister approves the transfer agreement.
(3) Assets, liabilities and contracts may be transferred by a combination of transfer notice and transfer agreement.
23F
Transitional provisions for transfer of assets &c.
23F Transitional provisions for transfer of assets &c.
transferring asset means any asset specified in a transfer notice;
transferring contract means a contract specified in a transfer notice;
transferring liability means a liability specified in a transfer notice.
(2) On and after the transfer day, the following provisions apply unless the transfer notice or transfer agreement provides otherwise:
(a) a reference to the transferor in a document in relation to a transferring asset, transferring liability or transferring contract is taken where appropriate to be or to include a reference to the transfer recipient;
(b) a legal proceeding that could have been instituted by or against the transferor immediately before the transfer day and that relates to a transferring asset, transferring liability or transferring contract may be instituted by or against the transferor but not by or against the transfer recipient;
(c) a legal proceeding instituted by or against the transferor that relates to a transferring asset, transferring liability or transferring contract and is pending immediately before the transfer day may be continued by or against the transferor but not by or against the transfer recipient;
(d) a judgment or order of a court obtained by or against the transferor before the transfer day in relation to a transferring asset, transferring liability or transferring contract may be enforced by or against the transferor but not by or against the transfer recipient;
(e) any act done or omitted to be done in relation to a transferring asset, transferring liability or transferring contract by the transferor before the transfer day is taken, where appropriate, to have been done or omitted by the transferor.
(3) On the transfer day, the obligations of the transferor in relation to a transferring liability are discharged.
(4) A transfer notice or transfer agreement may limit the extent to which the provisions of subsections (2) and (3) apply.
(a) as to whether any asset, liability or contract, or any part of any asset, liability or contract, is transferred to the transfer recipient by the operation of section 23D(2) , (3) , (4) or (5) ; or
(b) as to whether any contract or other document relates to any asset, liability or contract that is transferred to the transfer recipient by the operation of section 23D(7) –
the Minister is to determine the matter and is to provide written notice of that determination to the transfer recipient and, if the Minister considers it appropriate, a party to a contract that is relevant to the determination of the matter.
(2) The determination of the Minister under subsection (1) is final and binding.
(2) Subject to this section, Treasurer's instructions apply to and in respect of the Board as if it were an Agency within the meaning of the Financial Management Act 2016 .
(3) The Treasurer, by notice to the Board, may modify the Treasurer's instructions in their application to the Board.
(4) If the Treasurer gives the Board a notice under subsection (3) modifying the Treasurer's instructions in their application to the Board, the Treasurer's instructions that apply to and in respect of the Board are to be taken to be, for the purposes of this Act and the Financial Management Act 2016 , modified in accordance with the notice.
25
Accounts
25 Accounts
The Board may open and maintain such authorised deposit-taking institution accounts as it considers necessary.
26
Funds
26 Funds
(1) The funds of the Board consist of –
(a) any income or money received by the Board in connection with the discharge of its responsibilities; and
(b) any money provided by the State; and
(c) any money received from any other source.
(2) The funds of the Authority are to be applied –
(a) for payment of the Board, the chief executive officer and the employees; and
(b) for payment or discharge of the expenses, charges and obligations incurred or undertaken by the Authority in the performance and exercise of its functions and powers.
(1) The Treasurer may lend to the Authority such money as the Treasurer considers appropriate.
(2) Before making a loan to the Authority, the Treasurer must consult with the Minister.
(3) A loan is subject to the conditions determined by the Treasurer.
(4) An amount lent under subsection (1) and any interest or other charge payable in respect of the loan is a debt repayable into the Public Account by the Authority.
29
Capital contribution by Treasurer
29 Capital contribution by Treasurer
(1) The Treasurer may pay an amount to the Authority as a contribution to its reserves.
(2) An amount paid under subsection (1) is not a borrowing and is not subject to repayment or the payment of interest.
30
Borrowing from person other than Treasurer
30 Borrowing from person other than Treasurer
(1) Subject to section 16 of theTasmanian Public Finance Corporation Act 1985 , the Authority may borrow, or otherwise obtain financial accommodation, from a person other than the Treasurer for the purposes of performing its functions and achieving its objectives.
(2) The Authority must not borrow or otherwise obtain financial accommodation from another person under subsection (1) without the written approval of the Treasurer.
(3) The Authority may use all or part of its assets as security for a borrowing or financial accommodation obtained by it under subsection (1) and for any interest or charges payable in respect of that borrowing or financial accommodation.
(a) keep accounting records that correctly record and explain its transactions (including any transactions as trustee) and financial position; and
(b) keep those records in a manner that –
(i) allows true and fair accounts of the Board to be prepared from time to time; and
(ii) allows the accounts of the Board to be conveniently and properly audited or reviewed; and
(iii) subject to any contrary written direction of the Treasurer, complies with Australian Accounting Standards; and
(iv) complies with any written directions of the Minister or Treasurer; and
(c) retain those records for a period of not less than 7 years after the completion of the transaction to which they relate or for such longer period as the Treasurer may determine and notify to the Board.
Part 6
Miscellaneous
Part 6 Miscellaneous
31A
Duties of members of Board, officers and employees
31A Duties of members of Board, officers and employees
business judgment means any decision to take or not take action in respect of a matter relevant to the business operations of the Authority;
former employee means a person who ceased to be an employee within the period of 7 years immediately preceding the relevant time;
former member of the Board means a person who ceased to be a member of the Board within the period of 7 years immediately preceding the relevant time;
former officer means a person who ceased to be an officer within the period of 7 years immediately preceding the relevant time.
(2) A member of the Board or an officer of the Authority must perform and exercise the functions and powers of his or her office in the Authority –
(a) in good faith in the best interests of the Authority; and
(b) for a proper purpose.
Penalty: Fine not exceeding 2 000 penalty units or imprisonment for a term not exceeding 5 years, or both.
(3) A member of the Board or an officer of the Authority must exercise his or her powers and perform his or her functions with the degree of care and diligence that a reasonable person would exercise if he or she –
(a) were a member of the Board or an officer of the Authority in the circumstances of the Authority; and
(b) occupied the office held by, and had the same responsibilities within the Authority as, the member of the Board or officer.
Penalty: Fine not exceeding 2 000 penalty units or imprisonment for a term not exceeding 5 years, or both.
(4) A member of the Board or an officer of the Authority who makes a business judgment is taken to meet the requirements of subsection (3) , and his or her equivalent duties at common law and in equity, in respect of the judgment if the member of the Board or officer –
(a) makes the judgment in good faith for a proper purpose; and
(b) does not have a material personal interest in the subject matter of the judgment; and
(c) informs himself or herself about the subject matter of the judgment to the extent that he or she reasonably believes to be appropriate; and
(d) rationally believes that the judgment is in the best interests of the Authority.
(5) For the purposes of subsection (4)(d) , the belief of a member of the Board or an officer of the Authority that a business judgment is in the best interests of the Authority is rational unless the belief is one that no reasonable person in the position of the member of the Board or officer would hold.
(6) A member of the Board, officer, employee, former member of the Board, former officer or former employee of the Authority must not make improper use, in Tasmania or elsewhere, of information acquired because of his or her office or employment in the Authority –
(a) to gain, directly or indirectly, an advantage for himself or herself or another person; or
(b) to cause damage to the Authority or any of its subsidiaries.
Penalty: Fine not exceeding 2 000 penalty units or imprisonment for a term not exceeding 5 years, or both.
(7) A member of the Board or an officer or employee must not make improper use, in Tasmania or elsewhere, of his or her position as a member of the Board, an officer or employee of the Authority –
(a) to gain, directly or indirectly, an advantage for himself or herself or another person; or
(b) to cause damage to the Authority or any of its subsidiaries.
Penalty: Fine not exceeding 2 000 penalty units or imprisonment for a term not exceeding 5 years, or both.
(1) A member of the Board must prevent the Authority from incurring a debt if –
(a) the Authority is insolvent at that time or will become insolvent by incurring at that time the debt or debts which include that debt; and
(b) at that time there are reasonable grounds for suspecting that the Authority is insolvent or would become insolvent by incurring the debt or those debts; and
(c) the member of the Board is aware of those grounds or a reasonable person in the position of director would be aware of those grounds.
(2) A member of the Board is guilty of an offence and liable, on conviction, to a penalty of a fine not exceeding 2 000 penalty units or imprisonment for a term not exceeding 5 years, or both, if he or she contravenes subsection (1) knowingly, intentionally or recklessly and –
(a) dishonestly and intending to gain, directly or indirectly, an advantage for himself or herself or another person; or
(b) intending to deceive or defraud any person.
(3) It is a defence for an offence against subsection (2) or for a contravention of subsection (1) if it is proved –
(a) that, at the time when the debt was incurred, the member of the Board –
(i) had reasonable grounds to believe and did believe that a competent and reliable person was responsible for providing the member of the Board with adequate information as to whether the Authority was solvent; and
(ii) had reasonable grounds to believe and did believe that the person referred to in subparagraph (i) was fulfilling the responsibility referred to in that subparagraph; and
(iii) expected, on the basis of information provided by the person referred to in subparagraph (i) , that the Authority was solvent at that time and would remain solvent even if it incurred the debt, or the debt and and any other debts that it incurred at that time; or
(b) that, at the time when the debt was incurred, the member of the Board had other reasonable grounds to expect, and did expect, that the Authority was solvent and would remain solvent even if it incurred the debt, or the debt and any other debts that it incurred at that time; or
(c) that the member of the Board took all reasonable steps to prevent the Authority from incurring the debt; or
(d) that the member of the Board did not take part at the time in the Authority's management because of illness or for some other good cause; or
(e) that the member of the Board informed the Minister and the Treasurer, before the debt was incurred, that the Authority was insolvent or would become insolvent if the debt, or the debt and other debts, were incurred; or
(f) that the debt was incurred as the direct result of a direction given under this Act to the member of the Board or the Authority by the Minister and the Treasurer.
(1) A member of the Board or an officer must not –
(a) make a statement concerning the affairs of the Authority to a member of the Board, the Minister, the Treasurer or the Auditor-General that the member of the Board or officer knows is false or misleading in a material particular; or
(b) omit from a statement concerning the affairs of the Authority made to a member of the Board, the Minister, the Treasurer or the Auditor-General anything without which the statement is, to the member of the Board's or officer's knowledge, misleading in a material particular.
Penalty: Fine not exceeding 50 penalty units or imprisonment for a term not exceeding 2 years, or both.
(2) A complaint against a person for an offence against subsection (1)(a) or (b) is sufficient if it states that the information given was false or misleading to the person's knowledge.
(3) A member of the Board or an officer must not give to a member of the Board, the Minister, the Treasurer or the Auditor-General a document containing information that the member of the Board or officer knows is false, misleading or incomplete in a material particular without –
(a) indicating to the recipient that the document is false, misleading or incomplete and the respect in which the document is false, misleading or incomplete; and
(b) giving the correct information to the recipient if the member of the Board or officer has, or can reasonably obtain, the correct information.
Penalty: Fine not exceeding 25 penalty units or imprisonment for a term not exceeding one year, or both.
(a) a member of the Board or an officer of the Authority relies on information, or professional or expert advice, given or prepared by –
(i) an employee of the Authority who the member of the Board or officer believes on reasonable grounds to be reliable and competent in relation to the matters concerned; or
(ii) a professional adviser or expert in relation to matters that the member of the Board or officer believes on reasonable grounds to be within the person's professional or expert competence; or
(iii) another member of the Board or officer in relation to matters within that member of the Board's or officer's authority; or
(iv) a committee on which the member of the Board or officer did not serve in relation to matters within the committee's authority; and
(b) the reliance was made –
(i) in good faith; and
(ii) after making an independent assessment of the information or advice, having regard to the member of the Board's, or the officer's, knowledge of the Authority and the complexity of the structure and operations of the Authority; and
(c) the reasonableness of the member of the Board's or officer's reliance on the information or advice arises in proceedings brought to determine whether a member of the Board or an officer has performed a duty under this Act or an equivalent general law duty –
the member of the Board's or officer's reliance on the information or advice is taken to be reasonable unless the contrary is proved.
32
Annual report
32 Annual report
(1) The Board is to prepare an annual report for each financial year.
(2) The annual report is to include at least the following:
(a) a report on the Board's activities and performance for the financial year;
(b) the financial statements of the Board for the financial year;
(c) a copy of the Auditor-General's opinion on those financial statements, as prepared, signed and provided under section 19 of theAudit Act 2008 ;
(d) the Board's business plan for the financial year, or a summary of it, and a summary of the Board’s performance in meeting the applicable business plan;
(e) the Board's strategic plan for the period encompassing the financial year, or a summary of it, and a summary of the Board’s performance in meeting any applicable strategic plan;
(f) the Ministerial statement of expectations for the financial year, or a summary of it, and a summary of the Board’s performance in meeting any applicable Ministerial statement of expectations;
(g) particulars of any Ministerial directions issued in or in respect of the financial year and any actions taken by the Board in respect of those directions;
(h) any information that the Minister or Treasurer has, by notice to the Board, required to be included in the report.
(3) The Board is to give the annual report to the Minister by no later than 31 October after the end of the financial year.
(4) The Minister is to cause a copy of the annual report to be laid before each House of Parliament within the first 10 sitting-days of that House after he or she receives the report.
(1) The Governor may make regulations for the purposes of this Act.
(2) Without limiting the generality of subsection (1) , the regulations may prescribe rates and fees that may be charged by the Authority.
(3) The regulations may be made so as to apply differently according to matters, limitations or restrictions, whether as to time, circumstance or otherwise, as specified in the regulations.
(a) provide that a contravention of any of the regulations is an offence; and
(b) in respect of such an offence, provide for the imposition of a fine not exceeding 50 penalty units and, in the case of a continuing offence, a further fine not exceeding 10 penalty units for each day during which the offence continues.
(a) provide for savings or transitional matters necessary or expedient for bringing this Act into operation; and
(b) provide for any of those savings or transitional matters to take effect on the day on which this Act commences or on a later day specified in the regulations, whether the day so specified is before, on or after the day on which the regulations are made.
(1) A member of the Board is appointed for the period, not exceeding 3 years, as is specified in the member's instrument of appointment and, if eligible, may be reappointed.
(2) A member may serve any number of terms but not more than 3 terms, of whatever duration, in succession.
2. Holding other office
The holder of an office who is required by the terms of his or her employment to devote the whole of his or her time to the duties of that office is not disqualified from –
(a) holding that office and also the office of a member; or
(b) accepting any remuneration payable to a member.
3. State Service employment
A person may hold the office of member in conjunction with State Service employment.
4. Remuneration and conditions of appointment
(1) A member of the Board is entitled to be paid such remuneration and allowances as the Minister determines.
(2) A member who is a State Service employee or State Service officer is not entitled to remuneration or allowances under this clause except with the approval of the Minister administering the State Service Act 2000 .
(3) A member holds office on such conditions in respect of matters not provided for by this Act as are specified in the member's instrument of appointment.
5. Vacation of office
(1) A member of the Board vacates office if he or she –
(2) The Minister may remove a member from office if the member –
(a) is absent from 3 consecutive meetings of the Board without the permission of the chairperson; or
(b) becomes bankrupt, applies to take the benefit of any law for the relief of bankrupt or insolvent debtors, compounds with the member's creditors or makes an assignment of the member's remuneration or estate for their benefit; or
(c) is convicted, in Tasmania or elsewhere, of a crime or an indictable offence; or
(d) fails to disclose a pecuniary or other interest as required under clause 7 of Schedule 2 ; or
(e) has benefited from, or claimed to be entitled to benefit from, a contract made by or on behalf of the Board, other than a contract for a good or service ordinarily supplied by the Board and supplied on the same terms as that good or service is ordinarily supplied to other persons in the same situation.
(3) The Minister may remove a member from office if the Minister is satisfied that the member is unable to perform adequately or competently the duties of office.
(4) A member must not be removed otherwise than in accordance with this clause.
6. Filling of vacancies
If the office of a member of the Board becomes vacant, the Minister may appoint a person to the vacant office for any period up to the remainder of that member's term of office.
7. Validation of proceedings &c.
(1) An act or proceeding of the Board or of a person acting under any direction of the Board is not invalidated by reason only that at the time when the act or proceeding was done, taken or commenced there was a vacancy in the office of a member.
(2) All acts and proceedings of the Board or of a person acting under a direction of the Board are, despite the subsequent discovery of a defect in the appointment of a member or that any other person was disqualified from acting as, or incapable of being, a member, as valid as if the member had been duly appointed and was qualified to act as, or capable of being, a member, and as if the Board had been fully constituted.
8. Presumptions
In any proceeding by or against the Board, unless evidence is given to the contrary, proof is not required of –
(a) the constitution of the Board; or
(b) the appointment of any member of the Board.
SCHEDULE 2 - Meetings of Board
SCHEDULE 2 - Meetings of Board
SCHEDULE 2 - Meetings of Board SCHEDULE 2 - Meetings of Board
(1) The Board is to develop an annual schedule of meetings.
(2) The chairperson, after giving each member reasonable notice of a meeting –
(a) may convene a meeting at any time; and
(b) must convene a meeting when requested to do so by 3 or more other members.
(3) If the chairperson is absent from duty or otherwise unable to perform the duties of the office, a meeting may be convened, after reasonable notice of the meeting has been given, by –
(a) 3 or more other members; or
(b) a person authorised by the Board to do so.
(4) For the purposes of subclauses (2) and (3) , what constitutes reasonable notice is to be determined by the Board.
2. Presiding at meetings
(1) The chairperson is to preside at all meetings of the Board at which he or she is present.
(2) If the chairperson is not present at a meeting of the Board, a member elected by the members present at the meeting is to preside.
3. Quorum and voting at meetings
(1) At a meeting of the Board, a quorum is constituted by a majority of the total number of members appointed.
(2) A meeting of the Board at which a quorum is present is competent to transact any business of the Board.
(3) At a meeting of the Board –
(a) the member presiding has a deliberative vote only; and
(b) a question is decided –
(i) by a majority of votes of the members present and voting; or
(ii) in the negative if there is an equality of votes of the members present and voting.
(4) At a meeting of the Board where a member is excluded from being present and taking part in the consideration and decision of the Board in respect of a matter, a quorum for the purposes of considering and making a decision in respect of that matter is constituted by the number of members specified as constituting a quorum in subclause (1) less the number of members so excluded.
4. Conduct of meetings
(1) Except as provided by this Act, the Board may regulate the calling of, and the conduct of business at, its meetings as it considers appropriate.
(2) The Board may permit members to participate in a particular meeting or all meetings by –
(a) telephone; or
(b) video conference; or
(c) any other means of communication approved by the Board.
(3) A member who participates in a meeting under a permission granted under subclause (2) is taken to be present at the meeting.
(4) Without limiting subclause (1) , the Board may allow a person to attend a meeting for the purpose of advising or informing it on any matter.
5. Absences
(1) A member is to take reasonable steps to inform the chairperson if he or she will, or is likely to, be unable to attend a meeting.
(2) The chairperson may permit a member to be absent from more than 3 consecutive meetings but such permission is not to be granted retrospectively.
(3) To avoid doubt, a permission under subclause (2) is taken not to be retrospective if it is granted at any time before the third consecutive meeting that the member does not attend.
6. Minutes
The Board is to keep accurate minutes of its meetings.
7. Disclosure of interests
(1) If a member has an actual or perceived direct or indirect pecuniary or other interest in a matter being considered, or about to be considered, by the Board, the member must, as soon as practicable after the relevant facts come to the member's knowledge, disclose the nature of the interest to the Board and that disclosure must be recorded in the minutes.
Penalty: Fine not exceeding 500 penalty units or imprisonment for a term not exceeding one month, or both.
(2) Unless the Board otherwise determines, a member who has made a disclosure under subclause (1) in respect of a matter must not –
(a) be present during any deliberation of the Board in respect of the matter; or
(b) take part in any decision of the Board in respect of the matter.
(3) For the purpose of the making of a determination by the Board under subclause (2) , the member to whom the determination is to relate must not –
(a) be present during any deliberation of the Board for the purpose of making the determination; or
(a) in respect of a contract for goods or services supplied by the Board if those goods or services are ordinarily supplied by the Board and are supplied on the same terms as they are ordinarily supplied to other persons in the same situation; or
(b) in respect of an interest that arises only because the member is also a State Service officer or State Service employee.
(5) The Board is to maintain a register of interests disclosed under this clause and is to circulate the register at each Board meeting.
8. General procedure
Except as provided by this Act, the Board may regulate its own proceedings.
9. Presumptions
In any proceeding by or against the Board, unless evidence is given to the contrary, proof is not required of –
(a) any resolution of the Board; or
(b) the presence of a quorum at any meeting of the Board.
SCHEDULE 3 - Membership and me
SCHEDULE 3 - Membership and meetings of Committees
SCHEDULE 3 - Membership and me SCHEDULE 3 - Membership and meetings of Committees
(1) The Board is to appoint the members of a Committee established under section 13 .
(2) Without limiting subclause (1) , the chief executive officer or any other member of the Authority’s staff may be appointed to a Committee.
2. Conditions of appointment
(1) A member of a Committee is entitled to be paid such remuneration and allowances as are recommended by the Board and approved by the Minister.
(2) A member of a Committee –
(a) holds that office for the term, and on the conditions, specified by the Board; and
(b) may be removed from office by the Board by notice addressed and delivered to that member; and
(c) may at any time resign his or her office by notice addressed to the Board.
3. Meetings
(1) Meetings of a Committee are to be held in accordance with any directions given by the Board and the Committee is to comply with those directions.
(2) A Committee may obtain assistance, information and advice from any person.
(3) A Committee is to keep accurate minutes of its proceedings and provide them to the Board.
(4) Except as provided by this Act, a Committee may regulate its own proceedings.
Source text: opening excerpt
Sourced from Tasmanian Legislation Online (legislation.tas.gov.au), CC BY 4.0.
Part 1 Preliminary
Part 1 Preliminary
1 Short title
1 Short title
This Act may be cited as the Stadiums Tasmania Act 2022 .
2 Commencement
2 Commencement
This Act commences on a day to be proclaimed.
3 Interpretation
3 Interpretation
In this Act, unless the contrary intention appears –
accounts has the same meaning as it has in the Audit Act 2008 ;
applicable in relation to a direction, statement or plan mentioned in any provision, means the particular direction, statement or plan in effect at or during the time or period to which the provision applies or is being considered;
asset means any of the following that relate to, or are used mainly for, major sporting activities and, to a lesser extent, entertainment, events and recreation:
(a) legal or equitable estate or interest in real or personal property;
(b) chose in action;
(c) money, documents or securities;
(d) infrastructure;
(e) plant and equipment;
(f) intellectual property;
(g) goodwill;
(h) records;
(i) any other right;
assigned means owned or managed by the Authority or assigned to it by the Crown;
Authority means Stadiums Tasmania established by section 5 ;
Authority’s staff means the persons appointed or employed in accordance with ;
Provides detailed transfer mechanisms for employees (ss 23A-23C) and assets, liabilities and contracts (ss 23D-23G), permitting transfers by Gazette notice or by agreement, specifying vesting on a transfer day without further conveyancing (s 23D(9)-(10)), and excluding such transfer notices from being “statutory rules” (s 23D(13)).
Sets out financial governance: Treasurer’s instructions apply as if the Board were an Agency under the Financial Management Act 2016 subject to modification by the Treasurer (s 24); borrowing from the Treasurer and others is permitted but constrained by consultation and Treasurer approval (ss 28, 30); and funds and accounting obligations are specified (ss 26, 31).
Imposes statutory duties with civil and criminal consequences on Board members, officers and the CEO relating to good faith, care and diligence, improper use of information, prevention of insolvent trading, and false or misleading statements (ss 31A-31D, 31B, 31C).
Mechanically, the Act centralises custodianship and commercial control of significant stadium-related assets in a statutory corporation, subject to ministerial strategic direction and Treasury financial oversight, and provides explicit statutory processes for moving personnel and assets between the Crown, the Authority and non-Crown entities.
Main concepts
The Act organises a set of interlocking regulatory concepts. Each has operational consequences that determine who decides, who pays, and what behaviour must change.
Authority, Board and CEO: Stadiums Tasmania is the statutory entity (the Authority) governed by a Board (ss 5, 8). The Board holds legal responsibility for exercising the Authority’s powers and performing functions; the CEO and staff are appointed to manage day-to-day operations under Board direction (ss 9, 20-23). The CEO and Authority staff are expressly excluded from the State Service Act 2000 in certain respects (s 19A).
Assigned assets and major assets: “Asset” is broadly defined to include land, infrastructure, plant, intellectual property, goodwill and records, but tied to stadiums and related activities (s 3). A “major asset” is anything worth in excess of $5,000,000 (s 3). The Board may not acquire, dispose of or demolish major assets without Minister and Treasurer approval (s 7(2).
Ministerial statement of expectations and directions: The Minister must issue a triennial statement of expectations (s 15), and may at any time give written Ministerial directions that the Board must publish and comply with (s 16). Directions must include reasons and must not conflict with an applicable Ministerial statement of expectations (s 16(2), (5)). The Minister must consult the Treasurer and the Board before issuing a statement of expectations (s 15(8)).
Planning and accountability: The Board must prepare a strategic plan within 12 months of commencement and then every third financial year, submit draft plans to the Minister for approval (s 17), and prepare annual business plans, published and consistent with the strategic plan (s 19). The Board must produce an annual report containing detailed performance and financial material, including the Auditor‑General’s opinion (s 32).
Transfer mechanics: Transfers of employees require written agreement by the employee and are effected by Gazette notice (s 23A). Transfers of assets, liabilities and contracts can be effected by Gazette notice (s 23D) or by agreement between the Authority, Crown and non-Crown entities (s 23E). On the specified transfer day specified assets vest in the transfer recipient automatically without further conveyancing (s 23D(9)), and transfer notices may take effect before publication (s 23D(8)). Transfer notices are not statutory rules (s 23D(13)).
Employee protection and continuity: Transferred employees retain existing remuneration and entitlements overall no less favourable than immediately before transfer, subject to Fair Work Act 2009, and continuity of employment is preserved for leave and entitlement calculations (ss 23B-23C). Superannuation obligations are to be complied with as directed by the responsible Minister (s 23B(3)-(5)).
Financial constraints and oversight: The Treasurer’s instructions under the Financial Management Act 2016 apply to the Board as if it were an Agency, subject to modification by the Treasurer (s 24). Borrowing from the Treasurer requires consultation with the Minister and will be on conditions set by the Treasurer, and borrowing from third parties requires Treasuer’s written approval (ss 28, 30). Capital contributions and loans are distinguished (ss 28-29).
Duties, liabilities and defences: The Act creates statutory duties for Board members and officers including duties of good faith, proper purpose and care and diligence (s 31A). It also creates a statutory duty to prevent insolvent trading by directors with criminal penalties, and defences modelled on reliance on competent persons and notification to Minister/Treasurer (s 31B). False and misleading statements to the Board, Minister, Treasurer or Auditor‑General are penalised (s 31C).
Publication and transparency requirements: The Board must publish Ministerial statements of expectations, Ministerial directions, strategic plans, business plans and the annual report, and lay directions before Parliament (ss 15(7), 16(3), 17(12), 19(6), 32).
These concepts set up a model where a commercially-oriented statutory Authority operates stadium infrastructure within a ministerial and Treasury oversight framework, retains significant commercial powers, but is constrained on major asset dealings, borrowing and compliance with published strategic instruments.
Who it affects
The Act creates direct and ancillary legal relationships across several identifiable groups and institutions. The principal affected parties are:
The Crown and the Tasmanian Government: the Act binds the Crown in right of Tasmania (s 4) and treats the Authority as an instrumentality of the Crown (s 5(2)). The Minister and Treasurer exercise oversight and approval functions (for example, approval of major asset transactions s 7(2), approval of strategic plans s 17(7), approval of transfers of major assets in transfer agreements s 23E(2)).
The Authority itself: created by statute, it becomes the custodian of assigned assets and the primary actor for stadium-related activities (ss 5-7, 6). It holds funds, may borrow, contract and form subsidiaries (ss 26, 28-30, 7(1)(d)-(g)).
Board members and officers: the Act prescribes Board composition, appointment, tenure limits, duties, conflicts disclosure, meeting procedures and penalties for misconduct (ss 8, Schedule 1, Schedule 2, ss 31A-31D). Members are liable for duties of care, good faith and insolvency prevention, with criminal and civil penalties where the Act specifies.
The CEO and Authority employees: the CEO is appointed by the Board and must perform managerial responsibilities; the CEO and Authority staff operate under different employment arrangements relative to State Service employees (ss 20-23, s 19A). Employees who may be transferred to or from the Authority are affected by the transfer provisions (ss 23A-23C), and their entitlements and service continuity are protected subject to the Fair Work Act 2009 (s 23B(1)).
Existing employers and non-Crown entities: the Crown may transfer assets, liabilities and contracts to the Authority by Gazette notice (s 23D). Transfers involving non-Crown entities require the non-Crown entity’s consent (s 23D(3), (5)). Transfer agreements between the Authority, Crown and non-Crown entities are permitted (s 23E).
Users of stadiums and the public: while not directly regulated in expressive detail, the Authority’s functions include custody, operation and control of public stadiums and access to materials and assets (ss 6, 7(1)(l)), and the Authority is to “proactively communicate and engage” with users and communities (s 6(i)).
Treasury, Auditor‑General and Parliament: the Treasurer has strong financial oversight (ss 24, 28-30), the Auditor‑General’s opinion must be included in the annual report (s 32(2)(c)), and Ministerial directions are to be laid before each House of Parliament (s 16(6)). The Board’s annual report is to be laid before Parliament by the Minister (s 32(4)).
Contractors, sponsors and commercial partners: the Authority has explicit powers to enter contracts, set charges, engage consultants and control access to assets, which affect private parties contracting with or supplying the Authority (s 7(1)(c), (i), (j), (l)).
The Act also affects public sector employment arrangements, industrial relations coverage and superannuation administration for transferred staff: the CEO and employees are exempted from some State Service Act provisions (s 19A), the Fair Work Act 2009 remains relevant to terms after transfer (s 23B(2)), and compliance with the Public Sector Superannuation Reform Act 2016 and the Minister’s superannuation instructions is required for transferred State Service employees (s 23B(3)-(5)).
Key duties and rights
The Act allocates a mixture of managerial duties, disclosure obligations, publication duties and statutory rights. Key points to operationalise:
Board duties and powers
Overall responsibility: The Board is responsible to the Minister and Treasurer for the exercise of the Authority’s powers and the performance of its functions (s 9(1)). It has general power to do all things necessary to perform those responsibilities (s 9(2)).
Non‑favouring obligation: When performing responsibilities the Board “is not to favour any individual, organisation, business or industry sector” and must consider impacts on all relevant parties with a material interest (s 9(3)).
Notification duty: The Board must notify the Minister and Treasurer of risks or developments likely to materially affect its functions, strategic plans or financial viability as soon as practicable (s 11).
Delegation: The Board may delegate functions and powers (other than the power to delegate) to the chair, members, CEO, committees or employees in writing (s 10).
CEO and staff
Administration and reporting: The CEO is responsible to the Board for general administration and acts as secretary to the Board; the Board must conduct an annual performance review (ss 21(1)-(5)).
Confidential information and conflict of interest: The CEO and officers must not improperly use information to gain advantage or damage the Authority; the CEO must disclose actual or perceived interests in relevant businesses as soon as practicable (s 21(7)-(8)).
Employment terms: The Authority may employ staff on terms it considers appropriate (s 23). The CEO and employees are excluded from State Service Act application in certain respects (s 19A(1)), though long service entitlements still apply (s 19A(4)).
Planning, publication and transparency
Ministerial statements and directions: The Minister issues a triennial statement of expectations (s 15) and may issue directions at any time which the Board must publish and comply with (s 16(1), (3)). Directions must be in writing and include reasons (s 16(2), (4)).
Strategic and business planning: The Board must prepare strategic plans every third year and business plans annually, consult the Minister on strategic plans and submit drafts for Ministerial approval (ss 17-19). The Board must act in accordance with approved plans and publish them (ss 17(9), 18(2), 19(4), (6)).
Annual reporting: The Board must deliver a detailed annual report including activities, financial statements, Auditor‑General’s opinion, business plan, strategic plan, Ministerial statement and particulars of Ministerial directions, to be delivered to the Minister by 31 October each year (s 32).
Financial and transactional duties
Treasurer’s instructions: The Board is subject to Treasurer’s instructions under the Financial Management Act 2016 as if an Agency; the Treasurer may modify those instructions by notice (s 24).
Borrowing and investment: The Authority may borrow from the Treasurer or third parties subject to consultation and Treasurer approval, and may invest funds consistent with sound commercial practice and Ministerial instructions (ss 27-30).
Asset transfer constraints: The Authority must not acquire, dispose of or demolish major assets without Minister and Treasurer approval (s 7(2)); transfers of assets and contracts are effected under ss 23D-23E and have specific mechanics and consequences.
Statutory duties and criminal or civil penalties
Fiduciary-like duties: Members and officers must act in good faith, for proper purpose and with the care and diligence expected of a reasonable person in that role; breaches carry penalties up to 2,000 penalty units and/or imprisonment up to 5 years (s 31A(2)-(3)).
Improper use of information and position: Members, officers and employees must not misuse information or their position to gain advantage or cause damage; similar penalties apply (s 31A(6)-(7)).
Insolvent trading: Members must prevent incurring debts if the Authority is, or would be, insolvent; contraventions done knowingly, intentionally or recklessly, with dishonest intent, can attract criminal penalties and the section includes specific statutory defences (s 31B).
False and misleading information: Making materially false or misleading statements to the Board, Minister, Treasurer or Auditor‑General is an offence with penalties up to 50 penalty units or two years imprisonment for statements and up to 25 penalty units or one year imprisonment for providing documents known to be false (s 31C).
Rights under the Act
Contracting and commercial rights: The Authority has express rights to enter contracts, set charges, engage consultants, form subsidiaries and participate in joint ventures, subject to Treasurer approval where required (s 7).
Transfer and vesting rights: A transfer recipient under a valid transfer notice or transfer agreement automatically receives vesting of specified assets and liabilities on the transfer day without further conveyance (s 23D(9)-(10)).
Publication rights and parliamentary oversight: Ministerial directions must be laid before each House of Parliament within 10 sitting-days (s 16(6)), and the Board has rights to receive Ministerial statements and to be consulted in preparing them (s 15(8)).
These duties and rights shape governance practice: directors must document reliance on advisers, maintain adequate accounting systems and record-keeping (s 31), maintain publicly available plans and statements, and observe transfer procedures to respect employee consent and statutory vesting mechanics.
Penalties and enforcement
The Act creates a tiered enforcement regime combining administrative publication requirements, financial oversight, criminal penalties and procedural finality for particular actions. The principal enforcement mechanisms and penalty provisions are:
Criminal and monetary penalties for governance failings
Care, good faith and proper purpose: Breach of the duty to perform functions in good faith and for a proper purpose attracts a maximum penalty of a fine not exceeding 2,000 penalty units or imprisonment up to 5 years, or both (s 31A(2)). Breach of the duty of care and diligence carries the same penalty (s 31A(3)).
Improper use of information or position: Members, officers, employees and former office‑holders who improperly use information or position to gain advantage or damage the Authority face the same high-level penalty (s 31A(6)-(7)).
Insolvent trading: A member of the Board who knowingly, intentionally or recklessly permits the Authority to incur a debt when insolvent and with dishonest intent or intention to defraud is guilty of an offence liable to the same level of fine and imprisonment (s 31B(2)). Section 31B provides a list of statutory defences (s 31B(3)).
False and misleading statements: Making materially false or misleading statements to the Board, Minister, Treasurer or Auditor‑General is an offence: up to 50 penalty units or two years imprisonment, or both (s 31C(1)). Providing documents known to be false carries up to 25 penalty units or one year imprisonment (s 31C(3)).
Administrative and procedural enforcement
Ministerial directions and statements: The Board must publish Ministerial directions and statements of expectations and manage its business consistent with them; the Minister must lay directions before each House of Parliament within 10 sitting-days (s 16(3), (6); s 15(7)). Non-compliance could trigger ministerial action or political oversight rather than a specified statutory fine.
Treasurer’s oversight: Treasury may issue modified Treasurer’s Instructions for the Board and may require approvals for borrowing and transfers (s 24, s 30). Non-compliance with these financial governance arrangements would expose the Authority to Treasury measures that could include withdrawal of support or disallowance of borrowing; the Act treats loans from the Treasurer as repayable debts (s 28(4)).
Transfer-related finality and exclusion from statutory rule regime
Transfer notices and ministerial determinations: The Act grants the Minister power to make transfer notices in the Gazette that vest assets and liabilities on the transfer day (s 23D(2), (9)). The Minister may amend or revoke a transfer notice (s 23D(12)). The Act also expressly provides that transfer notices are not statutory rules under the Rules Publication Act 1953 (s 23D(13)). For any doubt as to whether something is transferred by operation of a transfer notice, the Minister’s determination is final and binding (s 23G(1)-(2)). These provisions reduce the applicability of certain procedural review mechanisms to transfer actions, and provide final administrative determination by the Minister.
Limits on judicial-type review in the Act: While the Act creates final ministerial determinations (s 23G(2)) and excludes transfer notices from the statutory rule regime (s 23D(13)), the Act does not expressly remove recourse to judicial review of administrative action. The Act, however, establishes explicit internal finality for certain transfer disputes.
Enforceability of employment protections
Transfer employee entitlements: The Act requires transferred employees to be paid remuneration and receive entitlements that are overall no less favourable than before transfer, subject to Fair Work Act 2009 operation (s 23B(1)-(2)). The Authority must make adequate provision for superannuation liabilities and comply with Ministerial superannuation directions (s 23B(4)-(5)). Remedies for breaches of these employment protections would generally be within industrial and employment law frameworks referenced by the Act.
Record-keeping and auditing
Accounting and audit: The Board must keep accounting records that allow true and fair financial statements, comply (subject to Treasurer directions) with Australian Accounting Standards, and retain records for at least seven years; the Auditor‑General’s opinion must be included in the annual report (ss 31( a-c ), 32(2)(b)-(c)). Failure to comply with financial record-keeping may expose the Board to audit findings and subsequent administrative or political consequences.
In sum, the Act places heavy criminal and civil penalties on officers and members for governance failures, embeds strong Treasury financial oversight and provides administrative instruments (transfer notices/determinations) that are designed to be final and operate outside some rule publication frameworks. The Act’s enforcement architecture mixes statutory sanctions against individuals with institutional levers of ministerial and Treasury control over the Authority.
How it interacts with other laws
The Act is expressly drafted to operate alongside a number of pre-existing Tasmanian and Commonwealth laws, creating interactions affecting employment, finance, audit and rule-making. The statutory text names specific cross-references and constraints; key interactions and how they operate are:
Audit and financial management
Audit Act 2008: The Act adopts the Audit Act’s definitions (s 3) and requires the annual report to include the Auditor‑General’s opinion on financial statements “as prepared, signed and provided under section 19 of the Audit Act 2008” (s 32(2)(c)). This integrates the Authority into the state audit regime.
Financial Management Act 2016: Treasurer’s instructions under that Act apply to the Board as if it were an Agency, subject to modification by the Treasurer (s 24). The Treasurer may by notice modify the application of those instructions to the Board and such modification is taken to apply for the purposes of both Acts (s 24(3)-(4)).
Tasmanian Public Finance Corporation Act 1985: The Act refers to s 16 of that Act when prescribing investment and borrowing constraints (ss 27, 30), so the Authority’s investments and borrowing will be governed by rules applicable to public finance corporation interactions.
Employment and industrial law
State Service Act 2000: The Act excludes the CEO and employees from the State Service Act in certain respects (s 19A(1)), while stating for avoidance of doubt that certain State Service Act provisions do not apply and that the State Service Act does not apply in respect of the Board (s 32(5)). However, it permits persons to hold Authority office in conjunction with State Service employment (Schedules and s 19A(2)). The Schedule allows Board members to hold office with State Service employment (Schedule 1 cl 3).
Industrial Relations (Commonwealth Powers) Act 2009: A person appointing or appointed as the CEO is not a “public sector employer” for the purposes of that Act (s 19A(3)), which may influence industrial coverage and bargaining frameworks.
Fair Work Act 2009 (Commonwealth): The Act expressly saves the operation of the Fair Work Act when altering terms of transferred employees after transfer,the transferred employee’s terms can be altered by award, industrial agreement or law (s 23B(2)). The Act privileges continuity and overall “no less favourable” entitlements but leaves application of the Fair Work Act intact.
Public Sector Superannuation Reform Act 2016: For State Service employees transferred under a transfer order, they are employees for the purposes of that Act (s 23B(3)), and the Authority must comply with superannuation instructions from the responsible Minister and make adequate provision for superannuation liabilities (ss 23B(4)-(5)).
Rule-making and statute book
Rules Publication Act 1953: The Act declares transfer notices are not statutory rules for the purposes of that Act (s 23D(13)), which affects their publication and tabling mechanics under that statutory rule regime.
Administrative Arrangements Act 1990: Until an Administrative Arrangements order is made, the Act’s administration is assigned to the Minister for State Development, Construction and Housing and the Department of State Growth (s 34), a transitional allocation of administrative responsibility by reference to that Act.
Other interactions and limits
Tasmanian Public Finance Corporation Act and Treasurer’s role: Borrowing, security over assets, and investments are constrained by s 16 of the Public Finance Corporation Act (ss 27, 30), and borrowing from third parties requires Treasurer’s written approval (s 30(2)). Treasurer loans are repayable into the Public Account (s 28(4)), and the Treasurer may attach conditions (s 28(3)).
Legislative supremacy implications: The Act binds the Crown (s 4), making its provisions applicable to Crown activities to the extent permitted by legislative power.
The Act therefore embeds Stadiums Tasmania within existing audit, financial and employment regimes while excluding certain State Service protections for the CEO and staff and carving out a special transfer mechanism that is not a statutory rule (s 23D(13)). These interactions create practical compliance points,adhering to Treasurer’s instructions and Auditor‑General audit processes on the financial side; following industrial law and superannuation rules on employment transfers; and managing the special legal character of transfer notices in transactions.
Amendment history
The Act includes a number of express amendments recorded within the statutory text. The source material indicates specific post‑enactment changes and insertions; these are the amendments the Act itself records:
No. 38 of 2022: Multiple provisions were amended or inserted, applied 30 November 2022. Amendments and insertions from No. 38 of 2022 include:
Definition insertions and amendments in s 3, adding terms such as CEO, transfer agreement, transfer day, transfer notice, transferor, transfer recipient and transferred employee (s 3 annotations).
Revisions to the CEO provisions in s 20, including substitution of subsection (1) to make explicit the Board’s power to appoint the CEO on terms the Board considers appropriate, and inclusion of subsection (4A) allowing appointment for more than one term (s 20 annotations).
Substitution of s 23 to broaden the Authority’s ability to employ or engage persons as necessary (s 23 substituted by No. 38 of 2022, s 8).
Insertions of Part 4A and Part 4B provisions regarding transfers of the CEO and employees and transfers of assets, liabilities and contracts (ss 19A, 23A-23G, 23H), and insertion of duties and offences in Part 6 (ss 31A-31D), as reflected by annotations indicating insertion by No. 38 of 2022.
Insertion of s 32(1A) requiring the Board to give its first annual report for the financial year commencing 1 July 2022.
Insertion of other minor procedural and publication obligations such as s 33(3A)-(3B) authorising regulations to create offences and to authorise matters to be determined by the Board or CEO.
No. 22 of 2023: The source records the omission of certain subsections from s 30 by No. 22 of 2023, applied 1 July 2023 (s 30 annotations). The omitted subsections are not printed in the consolidated text.
The Act’s schedules (Schedules 1-3) and numerous clauses refer to appointment terms, tenure, vacation, and meeting procedures; those provisions have not been annotated in the source with further amendment notices beyond those above.
The publication of amendments within the Act’s own annotations makes the legislative history partially self-contained in the consolidated text: the No. 38 of 2022 instrument appears to be a substantial consolidation and expansion introducing transfer provisions, duties and offences, and clarifying governance and employment arrangements. The 2023 modification removed parts of s 30, which governs borrowing from persons other than the Treasurer; the substantive content of removed subsections is not present in the printed consolidated text.
Users reviewing the Act for transaction or governance planning should rely on the consolidated text and confirm the dates of application recorded in the annotations (for example, applied 30 November 2022 for No. 38, 2022 amendments and 1 July 2023 for No. 22, 2023 deletions). The Act itself records neither earlier amendment provenance nor secondary sources; where greater historical detail is required, the parliamentary amendment instruments and explanatory memoranda that accompanied those amending Acts should be consulted.
Litigation history
The statutory text provided does not record any case law or judicial decisions construing the Act. The Act itself makes specific procedural allocations that will affect potential litigation and dispute resolution; while no litigation history is contained in the statute, the Act sets out mechanisms that will shape how disputes are framed or may be constrained procedurally.
Notable statutory features that bear on prospective litigation and review include:
Ministerial determinations under s 23G: where there is doubt whether an asset, liability or contract (or a part of one) transfers by operation of a transfer notice, the Minister must determine the matter and provide written notice to the transfer recipient and, if appropriate, to affected contract parties (s 23G(1)). The statute states the Minister’s determination “is final and binding” (s 23G(2)). This statutory finality narrows the scope for administrative challenge to the Minister’s factual or legal classification under that section; however, the Act does not expressly oust judicial review of administrative action under general principles of public law. Courts may still be asked to consider the validity of a determination if a party pursues judicial review, but the Act’s language sets a clear legislative intent to afford finality to ministerial classification of transfer scope.
Transfer notices and statutory rules: transfer notices are expressly not “statutory rules” within the Rules Publication Act 1953 (s 23D(13)). That exclusion affects procedural regimes that attach to statutory rules,such as particular tabling or disallowance procedures,but does not in itself preclude other legal challenges. The effect will be to limit certain forms of parliamentary or procedural oversight normally associated with statutory rules.
Vesting and pre-publication effect: transfer notices can take effect before they are published in the Gazette (s 23D(8)), and specified assets vest in the transfer recipient without further conveyance on the transfer day (s 23D(9)). These mechanics create a particular pattern for property disputes: once a transfer notice takes effect, legal title shifts by operation of statute, which may influence timing and remedies for parties who challenge transfers.
Because the Act contains finality clauses and creates administrative modes of effecting proprietary transfers, litigation arising under the Act is likely to address:
Challenges to the legality of Ministerial directions or Ministerial determinations where procedural fairness, statutory power limits or jurisdictional error are alleged.
Contractual disputes about whether a given contract was “specified” in a transfer notice, and whether the transfer notice properly effected changes to contractual parties under s 23D(9)-(11).
Employment disputes concerning whether an employee validly agreed in writing to transfer and whether entitlements were preserved in accordance with ss 23A-23C and 23B.
The Act itself does not list litigation nor judicial interpretations. Practitioners should therefore search Tasmanian case law databases for proceedings brought under the Act or concerning vertices such as transfer notices, ministerial determinations and the interaction of the transfer mechanics with property and contract law. The statutory finality language and exclusion from the statutory rule regime are likely to feature prominently in early disputes.
Gotchas
The Act contains several provisions that create operational traps if not carefully managed. Practical points to watch, with statutory references, are:
Transfer notices can take effect before Gazette publication (s 23D(8)). A transfer notice may specify a transfer day that precedes public notification, meaning vesting, liability shifting and contract substitution can occur prior to external awareness. Practitioners must monitor internal decision timelines and ensure affected parties receive actual notice where appropriate to avoid surprises.
Transfers vest assets and liabilities without further conveyance (s 23D(9)). This statutory automatic vesting bypasses normal conveyancing steps; legal title moves by operation of the Act. Ensure registerable instruments are properly prepared and that relevant registries are notified to protect subsequent dealings.
Transfer notices are not statutory rules (s 23D(13)). Exclusion from the Rules Publication Act 1953 affects the usual statutory rule tabling and disallowance framework. Where parliamentary scrutiny or a transparent statutory rule-making pathway was expected, the Act’s structure substitutes ministerial notice mechanics for the statutory rule process.
Minister’s determination is final and binding (s 23G(2)). The Minister has conclusive power to resolve doubts about what transfers. This reduces administrative appeal options for affected parties and concentrates outcome control in the Minister’s hands.
Employee consent required for transfers (s 23A(4)). A person cannot be specified in a transfer notice unless they have agreed in writing. The Act therefore prevents forced transfer of employees absent written consent. However, the Authority must offer terms in writing beforehand (s 23A(1)-(2)) and provide details of role and entitlements, so compliant offer processes are needed.
CEO and employees are outside State Service Act protections in key respects (s 19A(1), (4)). The CEO and employees of the Authority are not covered by the State Service Act for the functions described, altering avenues for employment disputes, grievance procedures and enterprise bargaining. Long service leave still applies (s 19A(4)), and transferred State Service employees retain superannuation treatment under the Public Sector Superannuation Reform Act 2016 (s 23B(3)).
Major asset transactions require Minister and Treasurer approval (s 7(2)) and transfers by agreement of major assets require Minister approval (s 23E(2)). Substantial deals without the requisite approvals are prohibited. The definition of “major asset” is value-driven (over $5,000,000) (s 3), so valuation thresholds are critical.
Borrowing and security restrictions: borrowing from third parties requires Treasurer written approval (s 30(2)), and borrowing from the Treasurer is subject to conditions (s 28(3)-(4)). The Authority may use assets as security (s 30(3)) but must operate within Public Finance Corporation constraints (s 30, referencing s 16 of the Tasmanian Public Finance Corporation Act 1985).
Publication obligations with parliamentary timing: Ministerial directions must be laid before both Houses within 10 sitting-days (s 16(6)), and the Board must publish Ministerial statements and directions (s 15(7), s 16(3)(a)). Failure to publish may cause political and oversight consequences.
High-penalty governance offences: directors and officers face penalties up to 2,000 penalty units and five years imprisonment for breaches of care, good faith and misuse of position (ss 31A-31B). Ensure robust minutes, conflict registers and reliance documentation (s 31D) to support defences.
State tax exemption for transfers: no State tax is payable for transfers of Crown land or property under the Act, or for actions certified by the Minister as consequent to such transfers (s 23H). This exemption may affect transaction cost modelling but requires Ministerial certification for consequential acts.
Transitional litigation and proceedings: s 23F(2)(b)-(d) retains that certain legal proceedings that could have been instituted by or against the transferor immediately before the transfer day remain capable of being instituted or continued against the transferor, not against the transfer recipient, unless the transfer notice provides otherwise. This can produce surprising allocations of ongoing liabilities after transfer.
Each of these “gotchas” requires procedural controls: documented offers and employee consent processes; pre-approval valuation and Minister/Treasurer sign-off for major asset deals; recorded ministerial consultations; comprehensive minutes and registers; robust financial controls to avoid insolvent trading risk; and clear communication with counterparties about transfer notice timings and consequences.
How to comply
Compliance requires coordinated legal, financial and operational measures across governance, human resources, property and commercial functions. The Act prescribes specific steps and timings that should be embedded in the Authority’s operating procedures. Practical compliance checklist based on statutory requirements:
Governance and Board processes
Appointment and expertise: follow the public appointment process for Board members (s 8(2)), ensuring collective expertise in the listed fields (s 8(3)). Document the public process and selection criteria.
Meetings and minutes: produce an annual schedule of meetings and keep accurate minutes; ensure quorum rules (majority of total members) and voting procedures are observed (Schedule 2 cl 1-3, cl 6). Enable participation by telephone or video if authorised (Schedule 2 cl 4(2)-(3)).
Conflicts disclosure: require immediate disclosure in writing of actual or perceived pecuniary or other interests and record disclosures in the register of interests to be circulated at each Board meeting (Schedule 2 cl 7). Enforce absence and non-participation rules for conflicted members unless the Board determines otherwise (Schedule 2 cl 7(2)).
Delegations: adopt a written delegations schedule consistent with s 10 and ensure delegations are formally recorded and periodically reviewed.
Strategic, business planning and publication
Timetables: prepare the initial strategic plan within 12 months of commencement and thereafter every third financial year (s 17(1)). Prepare annual business plans by 30 June for the following financial year and publish them (s 19(1), (3), (6)).
Ministerial consultation and approval: consult the Minister when preparing strategic plans (s 17(4)(a)), submit drafts to the Minister and be prepared to amend as required by the Minister (s 17(5)-(7)).
Publish: publish the applicable strategic plan, business plan and any Ministerial statements and directions (ss 17(12), 19(6), 15(7), 16(3)(a)). Maintain a public register or website for these documents.
Financial controls and Treasury engagement
Treasurer’s instructions: implement accounting and financial management procedures that comply with Treasurer’s instructions under the Financial Management Act 2016 as applied to the Board, and monitor any notices modifying those instructions (s 24).
Accounting records and audit readiness: keep accounting records to allow true and fair financial statements, comply with Australian Accounting Standards subject to Treasurer directions, and retain accounting records for at least seven years (s 31).
Borrowing approvals: obtain Treasurer written approval before borrowing from third parties (s 30(2)), and consult the Minister before seeking loans from the Treasurer (s 28(2)). Record and comply with loan conditions and repayment obligations (s 28(3)-(4)).
Investment policy: adopt an investment policy that complies with sound commercial practice and any Ministerial instructions (s 27).
Human resources and transfers
Transfer procedures: before a transfer day, give each person who may become a transferred employee a written offer specifying role, location, salary, benefits and transfer date (s 23A(1)-(2)). Obtain written agreement before specifying a person in a transfer notice (s 23A(4)).
Preserve entitlements: ensure transferred employees receive remuneration and entitlements that are overall no less favourable than before transfer, and that accrued leave and service continuity are preserved (ss 23B(1)(a)-(c), 23C). Coordinate with relevant Ministers on superannuation treatment and make adequate provision for pension liabilities (s 23B(3)-(5)).
HR records and continuity: maintain records to demonstrate continuity of employment for leave and entitlement calculations and facilitate return-to-State-Service where relevant (s 23C(2)).
Transfers of assets, liabilities and contracts
Transfer drafting: when effecting transfer notices or transfer agreements, specify conditions relating to asset and liability transfer, payment of consideration, and any incidental matters (s 23D(7)). Decide and document whether transfers will take effect before or after Gazette publication (s 23D(8)).
Registry actions: while statutory vesting (s 23D(9)) eliminates need for further conveyance, promptly update land titles, statutory registers or contract counterparties to reflect the change and mitigate third-party risk.
Ministerial determinations: if there is doubt about scope of transfer, seek a Ministerial determination under s 23G to obtain a final binding position; retain written notice of that determination.
Compliance with duties and risk management
Duty documentation: for Board members and officers, document the basis for business judgments in line with s 31D: obtain and record reliable professional or expert advice, show independent assessment and record belief that the action is in the Authority’s best interests.
Insolvency risk controls: establish early warning procedures and reporting to the Minister and Treasurer for signs of insolvency as required by s 31B. Ensure Board members have access to competent financial information and that actions rely on qualified persons to support statutory defences.
Information controls and conflicts: implement policies preventing improper use of information and position (s 31A(6)-(7)); maintain a register of interests and conflict-resolution procedures; ensure CEO discloses interests promptly (s 21(8)).
Reporting, audit and parliamentary obligations
Annual report schedule: prepare and submit the annual report to the Minister by 31 October, including the items specified in s 32(2) and ensure the Auditor‑General’s opinion on financial statements is included.
Ministerial directions: publish all Ministerial directions and ensure the Minister lays them before each House within 10 sitting‑days of issuance (s 16(3), (6)). Keep records of compliance actions taken in response to directions to report in the annual report (s 32(2)(g)).
Regulation and fees
Regulations and offences: monitor regulations made under s 33, which may set rates and fees, create offences and empower the Board or CEO to determine specified matters (s 33(2), (3A), (3B)). Ensure operational practices adapt to any regulations prescribed.
Operational checklists and training
Board induction: provide training on statutory duties, penalties and defences in ss 31A-31D and on insolvency obligations in s 31B.
Document templates: prepare template offer letters for transfers (s 23A(2)), transfer notices and agreements consistent with s 23D(7) and s 23E(1)-(2).
Legal signoffs: require legal sign-off for transfer notices/agreements, major asset transactions (s 7(2)), and contractual novations to align with the Act’s vesting mechanics (s 23D(9)-(11)).
Following these steps aligns operations with the Act’s procedural and substantive requirements and reduces exposure to the statutory penalties the Act establishes.
Board means the Board of the Authority constituted under section 8 ;
business plan means a business plan referred to in section 19 ;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]CEO means the chief executive officer;
chairperson means the chairperson of the Board appointed under section 8(1)(a) ;
chief executive officer means the chief executive officer of the Authority appointed in accordance with section 20 ;
commencement day means the day on which this Act commences;
Committee means a committee established in accordance with section 13 ;
contract includes an agreement or arrangement;
financial year means a period of 12 months ending on 30 June in any year or any other period of 12 months in respect of which the Authority is required by any written law to maintain accounts;
function includes duty;
major asset means an asset worth in excess of $5,000,000;
member means a person appointed as a member of the Board in accordance with this Act;
Ministerial directions – see section 16 ;
Ministerial statement of expectations – see section 15 ;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]non-Crown entity means a legal entity other than the Crown;
notice means written notice;
property means –
(a) any legal or equitable estate or interest (whether present or future and whether vested or contingent) in real or personal property; and
(b) money, documents and securities; and
(c) any other rights and property;
regulations means regulations made and in force under this Act;
strategic plan – see section 17 ;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]transfer agreement means an agreement made in accordance with section 23E ;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]transfer day means the day on which a transfer notice or transfer agreement, or the relevant part of a transfer notice or transfer agreement, takes effect;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]transfer notice means –
(a) a notice made under section 23A ; or
(b) a notice made under section 23D ; or
(c) a notice made under sections 23A and 23D ; or
(d) a part of any such notice;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]transferor, in relation to a transfer notice, transfer agreement or transfer day, means –
(a) the Authority if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Crown or a non-Crown entity; or
(b) the Crown if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Authority; or
(c) a non-Crown entity if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Authority;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]transfer recipient, in relation to a transfer notice, transfer agreement or transfer day, means –
(a) the Authority if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Authority; or
(b) the Crown if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the Crown; or
(c) a non-Crown entity if the relevant transfer notice or transfer agreement transfers any assets, liabilities, contracts or employees to the non-Crown entity;
[Section 3 Amended by No. 38 of 2022, s. 4, Applied:30 Nov 2022]transferred employee means a person who becomes an employee of the Authority on the transfer day by the operation of section 23A ;
written law has the same meaning as it has in the Audit Act 2008 .
4 Act binds Crown
4 Act binds Crown
This Act binds the Crown in right of Tasmania and, so far as the legislative power of Parliament permits, in all its other capacities.
Part 2 Stadiums Tasmania
Part 2 Stadiums Tasmania
5 Establishment of Stadiums Tasmania
5 Establishment of Stadiums Tasmania
(1) Stadiums Tasmania is established.
(2) The Authority –
(a) is a body corporate with perpetual succession; and
(b) may have a seal; and
(c) may sue and be sued in its corporate name; and
(d) is an instrumentality of the Crown.
(3) If the Authority has a seal –
(a) it is to be kept and used as authorised by the Authority; and
(b) all courts and persons acting judicially must take judicial notice of the imprint of the seal on a document and presume that it was duly sealed by the Authority.
6 Functions of Authority
6 Functions of Authority
The Authority has the following functions:
(a) to be the custodian of major public stadiums and other assigned assets on behalf of the Crown and the Tasmanian community;
(b) to own, acquire, manage, operate, maintain, plan for and invest in the development of, assigned assets;
(c) to attract and deliver international and national sporting, entertainment and event content;
(d) to host statewide, regional and local sporting, entertainment and event content and related services, programs and activities;
(e) to ensure the safe, accessible, effective and efficient operation, use and development of assigned assets over their lifetime;
(f) to use assigned assets to help foster excellence in sporting codes and facilitate Tasmania’s engagement in international, national, statewide and local competitions;
(g) to attract, produce, promote and host content that draws audiences to events that stimulate employment and the local and visitor economies;
(h) to operate in a commercial manner that maximises value for the state, using all the financial resources available to it, and adhere to public policy directions and prescribed community service obligations;
(i) to proactively communicate and engage with the users of the assigned assets, as well as the community of interest surrounding each of the assigned assets;
(j) to provide advice to the Minister and Treasurer in relation to these functions, and the strategic development, investment in and management of assigned assets;
(k) to conduct research and provide advice to the Government on existing and potential future assets, policy and strategy, as requested;
(l) to perform other functions requested in writing by the Minister or Treasurer.
7 Powers of Authority
7 Powers of Authority
(1) Subject to subsection (2) , the Authority has the following powers:
(a) to acquire, hold, dispose of and otherwise deal with property;
(b) to borrow funds and hold debt with the consent of the Treasurer;
(c) to enter into contracts and agreements;
(d) to transfer any of its property, rights, liabilities and obligations (whether for valuable consideration or otherwise) to a subsidiary;
(e) to form, and participate in the formation of, bodies corporate with the Treasurer’s approval;
(f) to appoint agents and attorneys;
(g) to participate, with the Treasurer’s approval, in partnerships, trusts, joint ventures and arrangements for the sharing of profits;
(h) to enter into a contract with another person for the performance or exercise of any of the Authority’s functions or powers either jointly with that other person or by that other person;
(i) to set charges, terms and conditions relating to work done, or services, goods or information supplied, by it;
(j) to engage consultants and provide consultancy services;
(k) to carry on any business which may conveniently be carried on in conjunction with the performance of its functions;
(l) to control access to, and the uses to be made of, any material, or assets, owned or developed by the Authority;
(m) to do all other things it is authorised to do by or under this or any other Act;
(n) to do all things necessary or convenient to be done in connection with, or incidental to, the performance of its functions and the exercise of its powers.
(2) The Authority must not acquire, dispose of or demolish major assets or property without the approval of the Minister and the Treasurer.
Part 3 Board of Stadiums Tasmania
Part 3 Board of Stadiums Tasmania
Division 1 Board
Division 1 Board
8 Board of Authority
8 Board of Authority
(1) The Authority has a Board consisting of the following members:
(a) the chairperson of the Board;
(b) not less than 4, and not more than 6, other persons.
(2) The chairperson and the other members of the Board are to be appointed by the Minister following a public process.
(3) In making an appointment under subsection (2) , the Minister is to ensure that the chairperson and the other members, collectively, have expertise relevant to the Authority’s powers and functions in addition to qualifications or experience in, or including expert knowledge of, most of the following matters:
(a) business and financial management;
(b) communications, marketing and sponsorship;
(c) infrastructure development, delivery and asset management;
(d) legal, corporate governance and risk management;
(e) major event management and operation;
(f) management of major stadiums and venues;
(g) sports administration or high performance sport at a senior level.
(4) Schedule 1 has effect in respect of the members of the Board.
(5) Schedule 2 has effect in respect of meetings of the Board.
9 Responsibilities and powers of Board
9 Responsibilities and powers of Board
(1) The Board is responsible to the Minister and the Treasurer for –
(a) the exercise of the Authority’s powers under this or any other Act; and
(b) the performance of the Authority’s functions under this Act.
(2) The Board has the power to do all things necessary or convenient to be done in connection with the performance and exercise of its responsibilities and powers under this or any other Act.
(3) In performing and exercising its responsibilities and powers, the Board is not to favour any individual, organisation, business or industry sector and must consider the impacts on all relevant parties with a material interest.
10 Delegation
10 Delegation
The Board may, in writing, delegate any of the Authority’s functions and powers other than this power of delegation to any one or more of the following persons:
(a) the chairperson or other member of the Board;
(b) the chief executive officer;
(c) a Committee or the chairperson of a Committee;
(d) a person appointed or employed for the purposes of this Act.
11 Duty of Board to notify of risks or developments
11 Duty of Board to notify of risks or developments
(1) The Board must notify the Minister and the Treasurer of any risks or developments which, in the opinion of the Board, may –
(a) have a significant impact on the Board performing and exercising the Authority’s functions, powers and responsibilities under this Act; or
(b) prevent or significantly affect the achievement of the performance objectives under the current strategic plan or business plan; or
(c) significantly affect the financial viability or operating ability of the Authority.
(2) A notification under subsection (1) is to be given as soon as practicable after the Board becomes aware of the development.
12 Protection from liability
12 Protection from liability
(1) A member of the Board does not incur any personal liability for any act done or purported or omitted to be done by the member in good faith in the performance or exercise or purported performance or exercise of any functions or powers relating to or arising from his or her role as a member.
(2) Subsection (1) does not preclude the Crown or the Board from incurring a liability that a member would, but for that subsection, incur.
13 Committees
13 Committees
(1) The Board may establish the Committees that the Board thinks appropriate to assist in the performance and exercise of the Board’s functions and powers.
(2) A Committee is to be formed based on terms of reference endorsed by the Board.
(3) A Committee –
(a) must provide the Board with advice on any matter referred to it by the Board; and
(b) must perform any functions, and may exercise any powers, delegated to it by the Board.
(4) The Board may discharge, alter or reconstitute any Committee.
(5) Schedule 3 has effect with respect to the membership and meetings of a Committee.
14 Assistance and f
This is an opening excerpt, not the complete document.