1State Bank (Corporatisation) Act 1994

South Australia State Bank (Corporatisation) Act 1994 An Act to provide for the transfer of part of the undertaking of the State Bank of South Australia to a company formed to carry on the business of banking under the law of the Commonwealth; and for other purposes.

Contents Part 1—Preliminary 1 Short title 3 Interpretation 4 Territorial application of Act Part 2—Provision of capital to BSAL 5 Capital subscription etc Part 3—BSAL's relationship with Crown 6 Relationship with Crown Part 4—Transfer of assets and liabilities to BSAL 7 Transfer of assets and liabilities to BSAL 8 Conditions of transfer 9 Transferred assets free of statutory trust in favour of Crown 10 Indemnity if transfer and discharge of liability not recognised under other law 11 Transitional provisions 12 Direct payment orders to accounts transferred to BSAL 13 Registering authorities to note transfer 14 Exclusion of obligation to enquire 15 Caveat in respect of land not transferred to BSAL 16 Re-transfer of assets or liabilities 17 Stamp and other duties or taxes 18 Evidence Part 5—Staff 19 Transfer of staff Part 6—Guarantee 20 Government guarantee Part 7—Reference of banking power to Commonwealth 21 Reference of banking power to Commonwealth Part 8—Miscellaneous 22 Exemption from stamp duty etc 23 Dissolution of SBSA subsidiaries 24 Act overrides other laws 25 Effect of things done or allowed under Act 26 Regulations Schedule 1—SBSA subsidiaries Schedule 2—Superannuation 1 Definitions 2 Bank of South Australia Superannuation Fund 3 South Australian Asset Management Corporation Superannuation Fund 4 BSAL Fund members not transferred to BSAL 5 SAAMC Fund members transferred to BSAL 6 Fixed establishment officers 7 Superannuation Act and State Scheme contributors 8 Amount of payment on behalf of State Scheme contributor to complying superannuation fund 9 Supplementary contribution where State Scheme contributor elects prior to 31 December 1994 10 Retrenchment benefits for State Scheme contributors 11 Retrenchment pension for old scheme State Scheme contributors 12 Additional retrenchment lump sum for old scheme State Scheme contributors 13 Extra lump sum payable on retrenchment of State Scheme contributors before 30 June 1997 14 Non-entitlement to receive immediate benefit Schedule 3—Consequential amendments to State Bank of South Australia Act 1983 1 Interpretation 25 Expiry of certain provisions Legislative history

The Parliament of South Australia enacts as follows: Part 1—Preliminary 1—Short title This Act may be cited as the State Bank (Corporatisation) Act 1994. 3—Interpretation (1) In this Act— appointed day means a day fixed as the appointed day by proclamation under this section1; asset means property including property held in a fiduciary capacity; BSAL means the public company with the name Bank of South Australia Limited formed under the Corporations Law; CEO of BSAL means the chief executive officer of BSAL (however described) or a delegate of the chief executive officer; corresponding law means a law of another State or a Territory providing for the transfer of assets and liabilities between— (a) SBSA or SBSA subsidiaries; and (b) BSAL; document includes any disc, tape or other medium in which information is stored; guarantee includes indemnity; instrument includes a legislative instrument and a judgment, order or process of a court; land includes an estate or interest in land; legal proceedings includes an arbitration and an administrative proceeding; liability means a present, future or contingent liability (arising either at law or in equity) and includes a duty or non-pecuniary obligation; property means real or personal property and includes— (a) a chose in action; and (b) a present, future or contingent right, privilege, interest or power; SBSA means the State Bank of South Australia or, according to the context, that body as continued in existence under the name the South Australian Asset Management Corporation; SBSA subsidiary or subsidiary means— (a) a company specified in Schedule 1; and (b) any company classified by proclamation under this section as an SBSA subsidiary; security means— (a) a mortgage, charge, lien, or pledge; or (b) a guarantee; or (c) any other security for, or instrument relating to, the payment of money or the discharge of any other liability; transfer period means the period beginning on the commencement of this Act and ending when no further order for the transfer of assets or liabilities may be made under this Act (see section 7(2)); transferred asset means an asset transferred to BSAL (and not re-transferred to SBSA or an SBSA subsidiary) under Part 4 or a corresponding law; transferred liability means a liability transferred to BSAL (and not re-transferred to SBSA or an SBSA subsidiary) under Part 4 or a corresponding law. (2) The Governor may, by proclamation— (a) fix a day as the appointed day for the purposes of this Act; and (b) classify a company as an SBSA subsidiary for the purposes of this Act; and (c) vary or revoke a proclamation under this subsection. Note— 1 The appointed day has been fixed as 1 July 1994 (see Gazette 23.6.1994 p1784). 4—Territorial application of Act (1) This Act applies both within and outside the State. (2) This Act applies outside the State to the full extent of the extra-territorial legislative power of the State. Part 2—Provision of capital to BSAL 5—Capital subscription etc (1) The Treasurer may— (a) subscribe capital to BSAL; or (b) advance loan capital to BSAL; or (c) transfer non-pecuniary assets of the Crown to BSAL. (2) Except as otherwise determined by the Treasurer, capital subscriptions and advances are to be paid out of the Consolidated Account (which is appropriated to the necessary extent). (3) The Treasurer may exercise any of the above powers on conditions the Treasurer considers appropriate, which may, for example, include conditions providing for the issue of shares to the Treasurer. (4) An instrument to give effect to a transaction under this section is exempt from stamp duty. Part 3—BSAL's relationship with Crown 6—Relationship with Crown BSAL— (a) is not an instrumentality or agency of the Crown; and (b) does not have the privileges and immunities of the Crown; and (c) does not represent the Crown; and (d) is not a public or government authority. Part 4—Transfer of assets and liabilities to BSAL 7—Transfer of assets and liabilities to BSAL (1) The Treasurer may, by order in writing, transfer assets or liabilities (or both) of SBSA or an SBSA subsidiary to BSAL. (2) An order under this section must be made before, or within the period of six months beginning on, the appointed day (but this period may be reduced by proclamation under this section). (3) If an order is made under this section on or before the appointed day, it takes effect (subject to any contrary provision in the order) on the appointed day. (4) An order under this section may be varied or revoked by the Treasurer by further order in writing made before the order takes effect. (5) A transfer of an asset or liability under this section operates by force of this Act and despite the provisions of any other law or instrument. (6) The transfer of a liability under this section operates to discharge the body corporate from which the liability was transferred from the liability. (7) The Governor may, by proclamation, reduce the period within which an order under this section must be made. 8—Conditions of transfer (1) The Treasurer may, by order in writing, fix the conditions on which assets or liabilities are transferred to BSAL under this Act or a corresponding law. (2) An order under this section must be made within the transfer period and may be varied or revoked by the Treasurer by further order in writing made within that period. (3) The conditions of transfer may, for example, do one or more of the following: (a) where a transferred asset is trust property each beneficiary of which is SBSA or an SBSA subsidiary, provide that the property is transferred to BSAL free of the trust; (b) assign a value to particular transferred assets, or transferred assets of a particular class; (c) assign a value to particular transferred liabilities, or transferred liabilities of a particular class; (d) assign a net value to particular transferred assets and liabilities, or transferred assets and liabilities of particular classes; (e) impose on the transferee of assets, or assets and liabilities, a liability (in terms set out in the order) to the body from which transfer is made reflecting the value or net value assigned by the Treasurer to the assets, or the assets and liabilities. 9—Transferred assets free of statutory trust in favour of Crown A transferred asset is not subject to any statutory trust in favour of the Crown arising under the State Bank of South Australia Act 1983. 10—Indemnity if transfer and discharge of liability not recognised under other law If— (a) the transfer of a transferred liability to BSAL and the consequent discharge from the liability is not recognised under the law of a place outside South Australia; and (b) the body corporate from which the liability is transferred is required under the law of that place to make a payment in satisfaction of the liability, the body is entitled to be indemnified by BSAL for the payment. 11—Transitional provisions The following transitional provisions apply in relation to transferred assets and liabilities: (a) if an instrument or other document, or oral agreement, understanding or undertaking, is applicable to a transferred asset or liability, then for the purpose of construing the instrument or other document or oral agreement, understanding or undertaking (so far as it applies to the transferred asset or liability)— (i) a reference to SBSA or an SBSA subsidiary is to be construed as a reference to BSAL; and (ii) a reference to a branch, office, or agency of SBSA or an SBSA subsidiary is to be construed as a reference to the corresponding branch, office, or agency of BSAL, or a branch, office or agency designated by the CEO of BSAL as the corresponding branch, office or agency; and (iii) a reference to an officer of SBSA or an SBSA subsidiary is to be construed as a reference to the corresponding officer of BSAL or an officer designated by the CEO of BSAL as the corresponding officer; and (b) the relationship of banker and customer existing between SBSA and a customer in relation to a transferred asset or liability immediately before the transfer took effect continues between BSAL and the customer after the transfer takes effect and gives rise to the same rights (including rights of set-off) and the same liabilities as would have arisen if there had been no transfer; and (c) an instruction, order, mandate, authority or notice given to SBSA or an SBSA subsidiary before the transfer takes effect is, so far as it is referable to a transferred asset or liability, taken to have been given to BSAL; and (d) if a security held by SBSA or an SBSA subsidiary is referable to a transferred asset or liability, then, so far as it is referable to the transferred asset or liability— (i) the security is available to BSAL as security for the discharge of the liabilities to which it relates including, where the security extends to future liabilities, any such liabilities incurred after the transfer; and (ii) BSAL is entitled to the same rights and priorities and subject to the same liabilities in relation to the security as those to which SBSA or the SBSA subsidiary would have been entitled or subject if there had been no transfer; and (e) BSAL is entitled to possession of all documents to which SBSA or an SBSA subsidiary was entitled immediately before the transfer took effect that are entirely referable to a transferred asset or liability and is entitled to access to, and copies of, all documents that are referable to both a transferred asset or liability and any other asset or liability that is not transferred; and (f) a negotiable instrument or order for payment drawn by or on, or accepted or endorsed by SBSA, is (if SBSA's liability under the instrument or order is a transferred liability) payable by BSAL in the same way as if it had been drawn by or on, or accepted or endorsed (as the case may be) by BSAL; and (g) a cheque drawn on an account transferred to BSAL is, although expressed to be drawn on the account formerly at SBSA, taken to have been drawn on the account at BSAL; and (h) if an account in respect of which a credit or debit card was issued by SBSA or an SBSA subsidiary is transferred, the card is taken to have been issued by BSAL and to be the property of BSAL; and (i) if a transferred asset consists of rights to the possession or use of property under a lease or other agreement, BSAL may exercise those rights without giving rise to any liability on the part of the body corporate from which the asset was transferred for parting with possession of the property, or permitting the possession or use of the property by another person, contrary to the terms of the lease or agreement; and (j) BSAL has the same right to ratify a contract or agreement relating to an asset or liability transferred to it from SBSA or an SBSA subsidiary as SBSA or the SBSA subsidiary would have had if there had been no transfer; and (k) legal proceedings in respect of a transferred asset or liability commenced by or against SBSA or an SBSA subsidiary must (subject to discontinuance) be continued and completed by or against BSAL; and (l) in legal proceedings relevant to a transferred asset or liability— (i) BSAL will have the same rights and privileges as SBSA or the SBSA subsidiary would have had if there had been no transfer; and (ii) a document that could have been given in evidence by or against SBSA or an SBSA subsidiary if there had been no transfer may be given in evidence by or against BSAL; and (m) BSAL may execute an instrument discharging, surrendering, transferring or otherwise dealing with a transferred asset or liability either in its own name or in the name of the body corporate from which the asset or liability was transferred to BSAL. 12—Direct payment orders to accounts transferred to BSAL An instruction, order or mandate given to a bank or other financial institution for payments to be made from an account at the bank or other institution to an account at SBSA or an SBSA subsidiary is, if the account at SBSA or the SBSA subsidiary is transferred to BSAL under this Act or a corresponding law, taken to be an instruction, order or mandate for the payments to be made to the account at BSAL. 13—Registering authorities to note transfer (1) The Registrar-General or any other authority required or authorised under a law of the State to register or record transactions affecting assets or liabilities, or documents relating to such transactions— (a) must, on the application of BSAL, register or record in the appropriate manner the transfer to BSAL of any transferred asset or liability; and (b) must register an instrument in registrable form, executed by BSAL, relating to property that is a transferred asset even though BSAL is not registered as the proprietor of the property. (2) If property is registered in the name of SBSA or an SBSA subsidiary, the Registrar-General or other registering authority may register a dealing with the property by the body corporate in whose name the property is registered or by BSAL without being concerned to enquire whether the property is or is not a transferred asset. 14—Exclusion of obligation to enquire (1) A person dealing with SBSA or an SBSA subsidiary is not obliged to enquire whether property to which the transaction relates is or is not a transferred asset. (2) A person dealing with BSAL is not obliged to enquire whether property to which the transaction relates is or is not a transferred asset. (3) If SBSA or an SBSA subsidiary was entitled to property before the appointed day, and after that day, SBSA or the SBSA subsidiary, or BSAL, purports to deal with the property as if entitled to it, the transaction is valid even though the body corporate purporting to deal with the property is not entitled to do so because the property is, or is not, a transferred asset. (4) However, this section does not validate a transaction if the party dealing with SBSA, the SBSA subsidiary or BSAL has actual notice of the deficiency of title, or acts fraudulently. 15—Caveat in respect of land not transferred to BSAL (1) SBSA or an SBSA subsidiary may lodge with the Registrar-General a caveat in respect of land under the provisions of the Real Property Act 1886 that— (a) is land of which that body is the registered proprietor; and (b) is not a transferred asset. (2) A caveat lodged under this section in respect of land may forbid the registration of any dealing with the land by BSAL without the consent in writing of SBSA or the SBSA subsidiary concerned. (3) Section 191 of the Real Property Act 1886 applies to a caveat lodged under this section but subject to the provisions of this section. 16—Re-transfer of assets or liabilities (1) The Treasurer may, by order in writing, re-transfer assets or liabilities (or both) from BSAL to SBSA or an SBSA subsidiary. (2) An order under this section must be made within the transfer period. (3) The re-transfer of a liability under this section operates to discharge BSAL from the liability. (4) The provisions of this Act relating to transferred assets or liabilities apply in a reciprocal way in relation to assets or liabilities re-transferred under this section with such modifications and exclusions as are necessary in the context and such further modifications and exclusions as are prescribed by regulation. 17—Stamp and other duties or taxes (1) No stamp duty, financial institutions duty or debits tax is payable under a law of the State in respect of— (a) any transfer effected by order of the Treasurer under this Act; or (b) any other transfer or assignment of assets or liabilities by SBSA or an SBSA subsidiary to BSAL; or (c) an application or entry made, or receipt given or anything else done for a purpose connected with, or arising out of, such a transfer or assignment. (2) No person has an obligation under the Stamp Duties Act 1923, the Financial Institutions Duty Act 1983 or the Debits Tax Act 1990— (a) to lodge a statement or return relating to a matter referred to in subsection (1); or (b) to include in a statement or return a record or information relating to such a matter. 18—Evidence (1) A certificate issued by the Treasurer certifying that an asset or liability is or is not a transferred asset or liability is to be accepted in any legal proceedings as conclusive evidence of the matter so certified. (2) An apparently genuine document purporting to be a certificate of the Treasurer under subsection (1) is to be accepted in any legal proceedings as such a certificate in the absence of proof to the contrary. Part 5—Staff 19—Transfer of staff (1) The Treasurer may, by order in writing, transfer an employee of SBSA or an SBSA subsidiary to a position or another position in the employment of BSAL or SBSA. (2) An order under this section must be made before, or within the period of six months beginning on, the appointed day (but this period may be reduced by proclamation under this section). (3) If an order is made under this section on or before the appointed day, it takes effect (subject to any contrary provision in the order) on the appointed day. (4) An order under this section may be varied or revoked by the Treasurer by further order in writing made before the order takes effect. (5) A transfer under this section does not— (a) affect the employee's remuneration; or (b) interrupt continuity of service; or (c) constitute a retrenchment or redundancy. (6) A transfer under this section must not involve— (a) any reduction in the employee's status; or (b) any change in the employee's duties that would be unreasonable having regard to the employee's skills, ability and experience; or (c) any change in the employee's place of employment unless the new place of employment is within reasonable commuting distance from the employee's former place of employment. (7) For the purposes of subsection (6), responsibility for the same or similar business operations that are smaller in scope as a result of a reduction of the business operations, or responsibility for a lesser number of staff, does not, of itself, constitute a reduction in status. (8) A person who is transferred from one body corporate to another under this section is taken to have accrued as an employee of the body to which the person is transferred an entitlement to annual leave, sick leave and long service leave that is equivalent to the entitlements that the person had accrued, immediately before the transfer took effect, as an employee of the body from which he or she was transferred. (9) A transfer under this section does not give rise to a right to any remedy or entitlement arising from cessation or change of employment. (10) For the purposes of construing a contract applicable to a transferred employee, a reference to the body from which the person is transferred is to be construed as a reference to the body to which the person is transferred. (11) The Treasurer may, by order in writing, re-transfer employees from the employment of BSAL to SBSA or any SBSA subsidiary. (12) An order under subsection (11) must be made within the period referred to in subsection (2). (13) The provisions of this Act relating to transferred employees (including the provisions relating to superannuation) apply in a reciprocal way in relation to employees re-transferred under subsection (11) with such modifications and exclusions as are necessary in the context and such further modifications and exclusions as are prescribed by regulation. (14) The Governor may, by proclamation, reduce the period within which an order under this section must be made. (15) In this section— employee includes officer. Part 6—Guarantee 20—Government guarantee (1) The Treasurer guarantees that BSAL will satisfy— (a) liabilities of BSAL on deposits, being deposits at call or on a period of notice, transferred from SBSA to BSAL together with interest accrued on the deposits up to the transfer and further interest accrued on the deposits up to the end of the guarantee period; and (b) liabilities of BSAL on deposits, being deposits at call or on a period of notice, made with BSAL within the guarantee period, but only to the extent of $1 000 000 in respect of any one account together with interest accrued on the deposits (to the extent that they are guaranteed) up to the end of the guarantee period; and (c) liabilities of BSAL on term deposits transferred from SBSA to BSAL together with interest accrued on the deposits up to the transfer and further interest accrued on the deposits until payment or satisfaction; and (d) liabilities of BSAL on term deposits maturing no later than 30 June 1999 made with BSAL within the guarantee period, but only to the extent of $1 000 000 in respect of any one account together with interest accrued on the deposits (to the extent that they are guaranteed) until payment or satisfaction; and (e) transferred liabilities arising on negotiable instruments, bank guarantees or letters of credit; and (f) such other transferred liabilities and liabilities incurred by BSAL within the guarantee period as are specified by the Treasurer, by notice published in the Gazette within the transfer period, on terms and conditions fixed in the notice. (2) Any money required under the guarantee is to be paid out of the Consolidated Account (which is appropriated to the necessary extent). (3) Subject to subsections (4) and (5), the guarantee expires on 1 July 1999. (4) If a written demand is made not later than 30 June 1999 for payment of a guaranteed liability falling due on or before that date, the guarantee continues in relation to the liability. (5) If a written demand is made for payment of a guaranteed liability not later than six months after the liability falls due, the guarantee continues in relation to the liability even though— (a) the demand is made on or after 1 July 1999; or (b) the liability falls due on or after 1 July 1999. (6) For the purposes of subsections (4) and (5)— (a) a guaranteed liability is taken to fall due when the person in whose favour the liability exists first becomes entitled to require payment in discharge of the liability; and (b) where a guaranteed liability falls due by virtue of service of a written notice or demand, that notice or demand constitutes a written demand for payment of the liability. (7) The Treasurer may, after consultation with the board of directors of BSAL, by order in writing made within the transfer period— (a) fix charges to be paid by BSAL in respect of the guarantee as it relates to specified liabilities of BSAL; (b) impose restrictions binding on BSAL as to— (i) the acceptance of deposits by BSAL within the guarantee period; or (ii) the variation by agreement at any time of the terms or conditions governing any guaranteed liability. (8) BSAL may agree with a depositor that a deposit is not to be subject to the guarantee and, in that event, this section does not apply to the deposit. (9) For the purposes of this section, payments or transfers of money from an account at BSAL containing a deposit guaranteed under this section are taken to diminish the guaranteed liability before any liability not so guaranteed. (10) If the Treasurer makes a payment to a person under the guarantee, the Treasurer is subrogated, to the extent of the payment, to the person's rights (including rights of priority as a creditor in a winding-up) in respect of the liability guaranteed. (11) In this section— deposits includes money on current account and the bonds known as Term Bonds issued from time to time by SBSA or BSAL, but does not include any other bond issue, note issue or other raising in the capital markets; the guarantee period means the period of eight months beginning on the appointed day, or, if a longer period is fixed by regulation as the guarantee period, that period. Part 7—Reference of banking power to Commonwealth 21—Reference of banking power to Commonwealth (1) The matter of State banking is referred to the Parliament of the Commonwealth, but only so that the reference operates— (a) in relation to the banking business of BSAL to the extent (if any) that it constitutes State banking and is not otherwise included in the legislative power of the Parliament of the Commonwealth; and (b) for a period from the commencement of this section until a day fixed by proclamation under this section as the day on which the reference is to terminate. (2) However, this section does not confer power on the Parliament of the Commonwealth— (a) to prohibit BSAL from carrying on banking business without holding an authority under the law of the Commonwealth or to provide for the granting of such an authority to BSAL; or (b) to impose a restriction affecting the name in which BSAL may carry on business; or (c) to provide for the sale or disposal of BSAL or any part of its undertaking, or for the merger or amalgamation of BSAL or any part of its undertaking; or (d) to provide for the reconstruction of BSAL. (3) If the Governor so declares by proclamation, the limitations imposed on the reference by subsection (2), or any such limitations as are specified in the proclamation, terminate on a day fixed by the proclamation for the purpose. (4) The Governor may, by proclamation— (a) fix a day as the day on which the reference under this section is to terminate; and (b) declare that the limitations on the reference imposed by subsection (2), or any such limitations as are specified in the proclamation, are to terminate on a day fixed by the proclamation. Part 8—Miscellaneous 22—Exemption from stamp duty etc (1) The Treasurer may, by notice published in the Gazette, grant an exemption from stamp duty, financial institutions duty or debits tax in respect of— (a) a transaction involved in the winding up of a trust in which SBSA or an SBSA subsidiary is a beneficiary or discretionary object; or (b) the assignment of the beneficial interest, or a part of the beneficial interest, in a trust by or to SBSA or an SBSA subsidiary; or (c) a transaction involved in the winding up of a partnership of which SBSA or an SBSA subsidiary is a member; or (d) the assignment of an interest in a partnership by or to SBSA or an SBSA subsidiary; or (e) any assignment or other transaction involved in the winding up of the affairs of SBSA and the SBSA subsidiaries; or (f) an application or entry made, or receipt given, or anything else done for a purpose connected with, or arising out of, such an assignment or other transaction. (2) No person has an obligation under the Stamp Duties Act 1923, the Financial Institutions Duty Act 1983 or the Debits Tax Act 1990— (a) to lodge a statement or return relating to a matter referred to in subsection (1) in respect of which an exemption has been granted under that subsection; or (b) to include in a statement or return a record or information relating to such a matter. 23—Dissolution of SBSA subsidiaries (1) The Governor may, by proclamation, dissolve an SBSA subsidiary. (2) If an SBSA subsidiary is dissolved under this section, its assets and liabilities, as they existed immediately before the time of dissolution, are vested in SBSA. 24—Act overrides other laws This Act has effect despite the provisions of the Real Property Act 1886 or any other law. 25—Effect of things done or allowed under Act Nothing done or allowed under this Act— (a) constitutes a breach of, or default under, an Act or other law; or (b) constitutes a breach of, or default under, a contract, agreement, understanding or undertaking; or (c) constitutes a breach of a duty of confidence (whether arising by contract, in equity, by custom, or in any other way); or (d) constitutes a civil or criminal wrong; or (e) terminates an agreement or obligation, or fulfils any condition that allows a person to terminate an agreement or obligation, or gives rise to any other right or remedy; or (f) releases a surety or other obligee wholly or in part from an obligation. 26—Regulations The Governor may make such regulations as are contemplated by this Act or necessary or expedient for the purposes of this Act. Schedule 1—SBSA subsidiaries Aleppo Pty Ltd Altake Pty Ltd Altav Pty Ltd Altheme Pty Ltd Altrans Carpark Pty Ltd Aquamarine Mortgage Ltd ARM Equipment Finance Pty Ltd ARM Wholesale Finance Ltd Asset Risk Management Ltd Balhi Pty Ltd Beachmont Pty Ltd Beacon Credit Corporation Ltd Beneficial Finance Corporation Ltd Beneficial Leasing Pty Ltd Beneficial Securities Pty Ltd Biddenham Pty Ltd Bloodstock Management International Pty Ltd Bluefile Pty Ltd Bondi Investments Pty Ltd Brinim Ltd Bulwark Pty Ltd Campbell Capital Ltd Campbell Capital Investors Pty Ltd Campbell Capital Nominees Pty Ltd Campbell Capital Properties Pty Ltd Carcoar Pty Ltd Centrelease Equipment Finance Pty Ltd Centrelease Equipment Rentals Ltd Centrelease Finance Corporation Pty Ltd Collins St. Properties Pty Ltd Cordington Pty Ltd DPI Pty Ltd Dubete Pty Ltd Dynour Pty Ltd Eloin Pty Ltd Export Park Pty Ltd Fortina Pty Ltd Gaimop Pty Ltd Gallian Pty Ltd Gumflower Pty Ltd Hudson and Wallace (Trading) Pty Ltd Kabani Pty Ltd Leasefin Corporation Ltd Leipa Pty Ltd Malary Pty Ltd Maybank Pty Ltd Maywood Pty Ltd Mindarie Keys Pty Ltd Miraloma Pty Ltd Mortgage Acceptance Nominees Pty Ltd NAFA Fleet Management Pty Ltd Namtok Pty Ltd NCSB Resource Finance Ltd 91 King William Street (No1) Pty Ltd 91 King William Street (No2) Pty Ltd Ninety Seven King William Street (No1) Pty Ltd Ollago Pty Ltd Pacific Rim Leisure Pty Ltd Pazadore Finance Pty Ltd Pazadore Pty Ltd Pegasus Leasing Ltd Pukka Ltd Porterstan Nominees Pty Ltd Ravlick Holdings Ltd Sanyasi Pty Ltd SBSA Leasing Pty Ltd SBSA Management Services Ltd SBSA Training Systems Pty Ltd SGIC Finance Pty Ltd South State Finance Pty Ltd Southstate Corporate Holdings Ltd. Southstate Investments Ltd Southstate Leasing Ltd Southstate Properties Ltd Springwood Pty Ltd Sturt Finance Pty Ltd Tacking Point Downs Pty Ltd The Finance Company of SA Ltd Tynjang Pty Ltd Village Resort Ltd Village Resort Management Ltd Village Resort Vacations Ltd Western Acceptance Holdings Ltd Westralian Finance Corp Ltd Zanzibar Investment Pty Ltd Schedule 2—Superannuation 1—Definitions In this Schedule— age of retirement has the same meaning in relation to a State Scheme contributor as in the Superannuation Act 1988; BFC Fund means the Beneficial Finance Corporation Limited Staff Superannuation Fund No. 2 constituted by the trust deed dated 30 July 1971 made between Beneficial Finance Corporation Limited and the then trustee of the Fund, as amended from time to time and in particular by the trust deed dated 29 May 1989 made by Beneficial Finance Corporation Limited; BSAL Fund means the SBSA Fund as renamed by this Schedule the Bank of South Australia Superannuation Fund; complying superannuation fund means a complying superannuation fund within the meaning of Part IX of the Income Tax Assessment Act 1936 of the Commonwealth, as amended from time to time, other than the Fund under the Superannuation Act 1988; date of retrenchment, in relation to an employee, means the date on which the employee's employment ceases on account of retrenchment; employee includes officer; fixed establishment officer has the same meaning as in Schedule 2 of the State Bank of South Australia Act 1983; interim period means the period beginning on the appointed day and ending on 30 June 1999; packaged officer means an officer of SBSA or BSAL (as the case may be) who has agreed as part of the terms and conditions of his or her employment to be remunerated by reference to a total remuneration package reflecting the cost to the employer of cash salary, nominated benefits and associated fringe benefits tax; SAAMC Fund means the BFC Fund as renamed by this Schedule the South Australian Asset Management Corporation Superannuation Fund; salary of a contributor or employee means— (a) in the case of a State Scheme contributor (except a contributor whose accrued superannuation benefits are preserved)—the contributor's salary for the purpose of calculating contributions under the Superannuation Act 1988 (expressed as an annual amount); or (b) in any other case—the employee's salary for the purposes of the trust deed governing the BSAL Fund or the SAAMC Fund, whichever of those Funds is the Fund of which the employee is a member (expressed as an annual amount); SBSA Fund means the State Bank Superannuation Fund constituted by the trust deed dated 15 December 1987 made by SBSA; State Scheme means the Scheme within the meaning of the Superannuation Act 1988; State Scheme contributor means a contributor within the meaning of the Superannuation Act 1988; Superannuation Board means the South Australian Superannuation Board; transferred means transferred under Part 5 or a corresponding law. 2—Bank of South Australia Superannuation Fund (1) On and from the appointed day— (a) the SBSA Fund is to have the name Bank of South Australia Superannuation Fund subject to any further change of name made by amendment of the trust deed governing the Fund; and (b) BSAL replaces SBSA as the Employer for the purposes of the governing rules of the BSAL Fund and will perform all the obligations that would have fallen due for performance by SBSA under the governing rules on or after the appointed day; and (c) a reference in the governing rules to SBSA is taken as a reference to BSAL. (2) Nothing done by or under this Act constitutes an event bringing about the operation of clause 15 of the governing rules of the BSAL Fund. 3—South Australian Asset Management Corporation Superannuation Fund (1) On and from the appointed day— (a) the BFC Fund is to have the name South Australian Asset Management Corporation Superannuation Fund subject to any further change of name made by amendment of the trust deed governing the Fund; and (b) BSAL is taken to be an Associated Employer within the meaning of the trust deed governing the SAAMC Fund and the provisions of the trust deed apply as if BSAL had been duly admitted as an Associated Employer under clause 8.01 of the trust deed. 4—BSAL Fund members not transferred to BSAL (1) On the appointed day, an employee who— (a) is a member of the BSAL Fund; and (b) is not transferred to a position in the employment of BSAL, is taken to have become a member of the SAAMC Fund if not already a member of that Fund. (2) As soon as practicable after the appointed day, the trustee of the BSAL Fund must transfer the interest of the employee referred to in subclause (1) in the BSAL Fund (as determined by the trustee) to the SAAMC Fund for the benefit of the employee. (3) On the transfer of the interest under subclause (2)— (a) the trustee of the BSAL Fund is discharged from its obligations as trustee of the BSAL Fund in respect of the employee concerned; and (b) the employee ceases to have any entitlement to a benefit from the BSAL Fund. 5—SAAMC Fund members transferred to BSAL (1) An employee who— (a) is a member of the SAAMC Fund; and (b) is transferred to a position in the employment of BSAL, is, on a day fixed by the Treasurer by order in writing, taken to have become a member of the BSAL Fund if not already a member of that Fund. (2) As soon as practicable after the day referred to in subclause (1), the trustee of the SAAMC Fund must transfer the value of the employee's accrued benefit in the SAAMC Fund (as determined by the trustee), together with such additional amount as may be determined by SBSA, to the BSAL Fund for the benefit of the employee. (3) On the transfer of the amount or amounts under subclause (2)— (a) the trustee of the SAAMC Fund is discharged from its obligations as trustee of the SAAMC Fund in respect of the employee concerned; and (b) the employee ceases to have any entitlement to a benefit from the SAAMC Fund. 6—Fixed establishment officers (1) As soon as practicable after the appointed day, SBSA must transfer the accrued entitlement under clause 10 of Schedule 2 of the State Bank of South Australia Act 1983 of an employee who— (a) is a fixed establishment officer; and (b) has not been transferred to a position in the employment of BSAL, to the SAAMC Fund for the benefit of the employee. (2) As soon as practicable after the transfer of an employee who is a fixed establishment officer to a position in the employment of BSAL, SBSA must transfer the accrued entitlement of the employee under clause 10 of Schedule 2 of the State Bank of South Australia Act 1983 to the BSAL Fund for the benefit of the employee. (3) On the transfer of the entitlement under subclause (1) or (2)— (a) SBSA is discharged from its obligations under clause 10 of Schedule 2 of the State Bank of South Australia Act 1983 in respect of the employee concerned; and (b) the employee ceases to have any further entitlement under clause 10 of that Schedule. 7—Superannuation Act and State Scheme contributors (1) An employee of BSAL who, immediately before becoming an employee of BSAL, was a State Scheme contributor, may continue as a State Scheme contributor during the interim period. (2) The Treasurer must, by order in writing, specify arrangements under which the employees of BSAL may continue as State Scheme contributors during the interim period and the Treasurer may, at any time, with the agreement of BSAL, vary the order by further order in writing. (3) An order under subclause (2) is taken to be an arrangement between the Superannuation Board and BSAL under section 5(1) of the Superannuation Act 1988 and, as such, may modify the provisions of that Act as authorised by section 5(1a) of that Act. (4) The following provisions apply in relation to any arrangement under section 5(1) of the Superannuation Act 1988 between the Superannuation Board and SBSA or BSAL (including an order under subclause (2)): (a) no such arrangement may have an effect that is inconsistent with the provisions of this Schedule; (b) no variation of such an arrangement may have an effect that is inconsistent with the provisions of this Schedule; (c) despite section 5(3) of the Superannuation Act 1988, no declaration may be made under that provision that benefits will cease accruing to State Scheme contributors in respect of employment with SBSA or BSAL. (5) At any time during the interim period, an employee of SBSA or BSAL who is a State Scheme contributor may elect, by notice in writing to the Superannuation Board, that benefits under the Superannuation Act 1988 cease accruing in respect of the State Scheme contributor and that either— (a) his or her accrued superannuation benefits under the Superannuation Act 1988 will be preserved; or (b) his or her accrued superannuation benefits under the Superannuation Act 1988 will be carried over to a complying superannuation fund nominated by him or her. (6) On the making of an election under subclause (5)(a), the State Scheme contributor— (a) is taken, for the purposes of the Superannuation Act 1988 (but for no other purpose), to have resigned from his or her employment and to have elected under section 28 or 39 of that Act (whichever may apply to the contributor) to preserve his or her accrued benefits; and (b) if not already a member of the SAAMC Fund or BSAL Fund, is taken to have become— (i) in the case of an employee of SBSA—a member of the SAAMC Fund; or (ii) in the case of an employee of BSAL—a member of the BSAL Fund. (7) On the making of an election under subclause (5)(b), a payment must be made as if it were a benefit under the Superannuation Act 1988 on behalf of the State Scheme contributor to a complying superannuation fund nominated by the contributor of an amount calculated in accordance with clause 8. (8) On a payment being made under subclause (7), the State Scheme contributor— (a) ceases to be a State Scheme contributor; and (b) if not already a member of the SAAMC Fund or BSAL Fund, is taken to have become— (i) in the case of an employee of SBSA—a member of the SAAMC Fund; or (ii) in the case of an employee of BSAL—a member of the BSAL Fund; and (c) ceases to have any further entitlement under the Superannuation Act 1988. (9) Subject to subclause (10), at the end of the interim period, an employee referred to in subclause (5) who has not made an election under that subclause— (a) ceases to accrue benefits under the Superannuation Act 1988; and (b) is taken, for the purposes of the Superannuation Act 1988 (but for no other purpose), to have resigned from his or her employment and to have elected under section 28 or 39 of the Superannuation Act 1988 (whichever may apply to the contributor) to preserve his or her accrued benefits; and (c) if not already a member of the SAAMC Fund or BSAL Fund, is taken to have become— (i) in the case of an employee of SBSA—a member of SAAMC Fund; or (ii) in the case of an employee of BSAL—a member of the BSAL Fund. (10) Where at the end of the interim period an employee referred to in subclause (5) who has not made an election under that subclause is receiving a disability pension under section 30 or 36 of the Superannuation Act 1988, subclause (9) only applies to that employee on the day after the disability pension ceases, but does not apply at all where the disability pension ceases on or immediately before the termination of the employee's employment on the ground of invalidity. 8—Amount of payment on behalf of State Scheme contributor to complying superannuation fund (1) The amount of the payment to be made on behalf of a State Scheme contributor under clause 7(7) as a result of an election under clause 7(5)(b) is to be calculated in accordance with this clause. (2) Where the State Scheme contributor is a new scheme contributor under the Superannuation Act 1988, the amount is equal to the greater of the following: (a) the amount of the payment that would have been made had the contributor resigned at the date of his or her election under clause 7(5)(b) and had section 28(5) of the Superannuation Act 1988 applied; (b) the amount calculated as the sum of— (i) an employee component equivalent to the amount standing to the credit of the contributor's contribution account; and (ii) the employer component calculated as follows: