NORTHERN TERRITORY OF AUSTRALIA
TERRITORY INSURANCE OFFICE (SALE) ACT 2014
As in force at 1 January 2015
Table of provisions
Part 1 Preliminary matters
1 Short title ......................................................................................... 1
2 Commencement .............................................................................. 1
3 Definitions ........................................................................................ 1
4 Meaning of instrument applies to a person ...................................... 4
5 Meaning of done under this Act ....................................................... 4
6 Act binds Crown .............................................................................. 4
7 Extra-territorial operation of Act ....................................................... 4
Part 2 Sale of TIO businesses
8 Sale of insurance business .............................................................. 5
9 Management of MAC business........................................................ 5
10 Sale of banking business ................................................................. 5
11 Proceeds ......................................................................................... 6
12 Powers of Minister, TIO etc. ............................................................ 7
Part 3 Statutory transfer to facilitate sale
13 Application of Part ........................................................................... 8
14 Minister may make transfer order .................................................... 8
15 Content of transfer order ................................................................. 9
16 Provisions required in transfer order if purchaser to be
successor ...................................................................................... 11
17 Effect of transfer order ................................................................... 12
18 Preconditions ................................................................................. 13
19 Completion of necessary transactions ........................................... 13
20 Registration of transfer .................................................................. 13
21 Notice of transfer ........................................................................... 14
22 Change of parties to proceedings .................................................. 14
23 General transitional provision following transfer order ................... 15
24 Remedial transfer order – wrong pocket corrections ..................... 17
25 Reversal of transfer order – failure to complete sale ..................... 18
Part 4 Effect of things done under Act
26 Contravention of laws, civil wrongs, etc. ........................................ 19
27 Instruments .................................................................................... 19
28 Joint ownership and joint liability ................................................... 20
29 Compensation not payable ............................................................ 20
Territory Insurance Office (Sale) Act 2014 ii
30 Territory fees ................................................................................. 20
Part 5 Miscellaneous matters
31 Lists to be available to interested persons ..................................... 21
32 Certificate that thing done under Act ............................................. 21
33 Cessation of statutory guarantees ................................................. 21
34 Procurement Act 1995 not to apply ............................................... 21
35 Acquisition on just terms ................................................................ 22
36 Regulations.................................................................................... 22
ENDNOTES
NORTHERN TERRITORY OF AUSTRALIA
As in force at 1 January 2015
TERRITORY INSURANCE OFFICE (SALE) ACT 2014
An Act to facilitate the sale of part of the business of the Territory Insurance
Office, and for related purposes
Part 1 Preliminary matters
1 Short title
This Act may be cited as the Territory Insurance Office (Sale)
Act 2014.
2 Commencement
(1) This Act, other than Part 6, Divisions 1 to 3, commences on the day
on which the Administrator's assent to the Act is declared.
(2) If the banking sale date is before the insurance sale date, then
Part 6, Division 1 commences on the banking sale date.
(3) Part 6, Division 2 commences on the day fixed by the Administrator
by Gazette notice.
(4) Part 6, Division 3 commences on the insurance sale date.
3 Definitions
In this Act:
apply, for an instrument in relation to a person, see section 4.
asset includes:
(a) a legal or equitable interest of any kind (whether present or
future and whether vested or contingent) in property of any
kind (whether real or personal and whether tangible or
intangible); and
(b) a right of any kind; and
(c) goodwill; and
Part 1 Preliminary matters
Territory Insurance Office (Sale) Act 2014 2
(d) documents and information.
banking business means the part of TIO's business that relates to
banking (including the management of the Homestart NT scheme).
banking sale agreement, see section 10(2).
banking sale date, see section 10(4).
done under this Act, see section 5.
instrument means a document (other than an Act or subordinate
legislation but including any other statutory instrument) that:
(a) creates, evidences, modifies or extinguishes an asset, liability
or right of any kind; or
(b) constitutes an offer that, if accepted, will create, evidence,
modify or extinguish an asset, liability or right of any kind.
Examples for definition instrument
1 For paragraph (a) – a contract or other agreement to which TIO is a party,
or an undertaking given by TIO.
2 For paragraph (b) – an insurance application form filled in by a potential
insured and sent to TIO which, if accepted by TIO, will create a contract of
insurance.
insurance business means the part of TIO's business that relates
to insurance, excluding the MAC business.
insurance sale agreement, see section 8(2).
insurance sale date, see section 8(4).
liability means a liability, duty or obligation of any kind (whether
present or future, whether vested or contingent and whether
created expressly or arising by implication from conduct) that:
(a) is legally enforceable; or
(b) is of a kind that would customarily be discharged or performed
in the ordinary course of carrying on the business of insurance
or banking.
Example for definition liability, paragraph (b)
An obligation to honour a claim made on an insurance policy if the claim is
lodged late but within a customarily recognised grace period.
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Territory Insurance Office (Sale) Act 2014 3
MAC business means the part of TIO's business that relates to:
(a) administering the scheme of compensation established by the
Motor Accidents (Compensation) Act 1979; and
(b) managing the Motor Accidents (Compensation) Fund
established by section 22B of the TIO Act.
MACC Act means the Motor Accidents (Compensation)
Commission Act 2014.
MAC Commission means the Motor Accidents (Compensation)
Commission continued under section 5 of the MACC Act.
proceedings means proceedings before a court, tribunal or other
decision making body or person.
purchaser means the purchaser under the insurance sale
agreement or banking sale agreement (as the case requires).
right means a right, entitlement, permission, immunity or privilege
of any kind (whether present or future, whether vested or contingent
and whether created expressly or arising by implication from
conduct) that:
(a) is enforceable or recognised in law or equity; or
(b) is of a kind that would customarily be recognised in the
ordinary course of carrying on the business of insurance or
banking.
Example for definition right, paragraph (b)
The right of an insurer to accept an application to renew a policy of insurance that
is received late but within a customarily recognised grace period, and to renew
the policy with retrospective effect.
sale of the banking business means the sale of so much of the
banking business as is agreed to be sold under section 10.
sale of the insurance business means the sale of so much of the
insurance business as is agreed to be sold under section 8.
TIO means the Territory Insurance Office established under the TIO
Act (including that Office as continued as the MAC Commission).
TIO Act means the Territory Insurance Office Act 1979.
transfer order means an order made under section 14.
vendor means either or both of TIO or the Territory.
Part 1 Preliminary matters
Territory Insurance Office (Sale) Act 2014 4
4 Meaning of instrument applies to a person
An instrument applies to a person if:
(a) the person is a party to the instrument; or
(b) the instrument was made or given by, to or in favour of the
person; or
(c) the instrument confers a right or liability on the person; or
(d) the instrument refers to the person; or
(e) the instrument has any other connection with or application in
relation to the person.
5 Meaning of done under this Act
A reference in this Act to something done under this Act includes
a reference to anything:
(a) that is done in the exercise of a power or performance of a
function under this Act; or
(b) that occurs by operation of a transfer order; or
(c) that is effected by, or done under, the insurance sale
agreement or banking sale agreement.
6 Act binds Crown
This Act binds the Crown in right of the Territory and, to the extent
the legislative power of the Legislative Assembly permits, the
Crown in all its other capacities.
7 Extra-territorial operation of Act
It is the intention of Legislative Assembly that the operation of this
Act is to, as far as possible, include operation in relation to the
following:
(a) things situated in or outside the territorial limits of the Territory;
(b) acts, transactions and matters done, entered into or occurring
in or outside the territorial limits of the Territory;
(c) things, acts, transactions and matters (wherever situated,
done, entered into or occurring) that would, apart from this
Act, be governed or otherwise affected by the law of another
jurisdiction.
Part 2 Sale of TIO businesses
Territory Insurance Office (Sale) Act 2014 5
Part 2 Sale of TIO businesses
8 Sale of insurance business
(1) The Minister may, on behalf of the Territory and TIO, sell all or part
of the insurance business.
(2) The sale is to be a sale by agreement (the insurance sale
agreement) of such of the vendor's assets and liabilities relating to
the insurance business as are agreed by the Minister and
purchaser.
(3) The insurance sale agreement may require the Minister to make
one or more transfer orders for the purpose of facilitating the sale.
(4) Before completion of the sale, the Minister must declare, by
Gazette notice, the time and date when completion of the sale will
take place (the insurance sale date).
9 Management of MAC business
(1) In conjunction with entering into the insurance sale agreement, the
Minister may, on behalf of the MAC Commission (which will be a
continuation of TIO), enter into one or more contracts with the
purchaser of the insurance business delegating to it any of the
powers or functions that the MAC Commission will have under the
MACC Act in relation to the MAC business.
(2) A contract made under subsection (1) cannot take effect before the
insurance sale date.
Note for section 9
Section 9 of the MACC Act allows for the delegation of these powers and
functions. A contract made under this section will be taken to be a contract
between the Commission and purchaser making a delegation under that section.
10 Sale of banking business
(1) The Minister may, on behalf of the Territory and TIO, sell all or part
of the banking business.
(2) The sale is to be a sale by agreement (the banking sale
agreement) of such of the vendor's assets and liabilities relating to
the banking business as are agreed by the Minister and purchaser.
(3) The banking sale agreement may require the Minister to make one
or more transfer orders for the purpose of facilitating the sale.
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Territory Insurance Office (Sale) Act 2014 6
(4) Before completion of the sale, the Minister must declare, by
Gazette notice, the time and date when completion of the sale will
take place (the banking sale date).
11 Proceeds
(1) The proceeds:
(a) belong to, and are payable to, the Territory; and
(b) are to be paid into the Central Holding Authority.
(2) If so directed by the Treasurer, the following amounts are to be
deducted from the proceeds before they are paid under
subsection (1)(b):
(a) amounts, determined by the Treasurer, to repay debt, or
satisfy other liabilities, of TIO or the Territory in relation to the
insurance business or the banking business;
(b) for the proceeds of the sale of the banking business –
amounts, determined by the Treasurer, to be paid to TIO to
enable it to perform its functions in relation to the residual
banking business (as defined in section 3 of the TIO Act or
section 31 of the MACC Act, as the case requires);
(c) amounts, determined by the Treasurer, to pay (or to reimburse
TIO or an Agency for the payment of):
(i) any tax, duty, charge or fee payable in relation to
anything done under this Act; or
(ii) other expenses reasonably incurred in relation to
anything done under this Act.
(3) An amount paid to TIO under subsection (2)(b):
(a) if it is paid before the insurance sale date – must be credited
to the account mentioned in section 23(3A) of the TIO Act; or
(b) otherwise – forms part of the moneys of the MAC Commission
in relation to the MACC banking business as mentioned in
section 34 of the MACC Act.
(4) In this section:
proceeds means:
(a) the proceeds of the sale of the insurance business; and
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Territory Insurance Office (Sale) Act 2014 7
(b) any amount payable by the purchaser of the insurance
business as consideration for Minister entering into a contract
under section 9; and
(c) the proceeds of the sale of the banking business.
12 Powers of Minister, TIO etc.
(1) The Minister may do anything necessary or convenient to be done
for the purpose of exercising a power under this Act.
(2) Without limiting subsection (1), in relation to the sale of the
insurance business or the sale of the banking business the Minister
may do anything necessary or convenient to be done:
(a) to facilitate the sale of the insurance business or the sale of
the banking business; or
(b) to ensure the orderly sale of the business; or
(c) in consequence of, or incidental to, that sale.
(3) The Minister may, in writing, direct TIO to do anything necessary or
convenient to be done:
(a) to facilitate the sale of the insurance business or the sale of
the banking business; or
(b) to ensure the orderly sale of the business; or
(c) in consequence of, or incidental to, that sale.
(4) TIO:
(a) must comply with any direction given under subsection (3);
and
(b) may do anything necessary or convenient to be done for the
purpose of enabling the Minister to exercise a power under
this Act.
(5) Any preparatory action taken by the Minister or TIO before the
commencement of this section (including before the enactment of
this Act) is taken to be, and always to have been, as valid as it
would have been had this Act been in force at the time the action
was taken.
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Territory Insurance Office (Sale) Act 2014 8
(6) In this section:
preparatory action means anything done, or authorised to be
done, (including the execution by the Minister of an insurance sale
agreement or banking sale agreement) in contemplation of, or
preparation for, the Minister exercising a power of a kind conferred
by this Act.
TIO includes the following:
(a) the Board (as defined in section 9(1) of the TIO Act);
(b) a member (as defined in section 3 of the TIO Act);
(c) the Chief Executive Officer (as defined in section 3 of the TIO
Act);
(d) a member of the staff of TIO;
(e) after the commencement of the MACC Act – each of the
following (as defined in section 3 of that Act):
(i) the Commission;
(ii) the Commissioner;
(iii) any Associate Commissioner.
Part 3 Statutory transfer to facilitate sale
13 Application of Part
This Part applies:
(a) in relation to the insurance business – if the insurance sale
agreement requires the Minister to make one or more transfer
orders; and
(b) in relation to the banking business – if the banking sale
agreement requires the Minister to make one or more transfer
orders.
14 Minister may make transfer order
(1) The Minister may, by Gazette notice, make one or more orders
under this section for the purpose of facilitating the sale of the
insurance business or the sale of the banking business (as the case
requires).
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Territory Insurance Office (Sale) Act 2014 9
(2) However, the Minister must not make a transfer order unless the
purchaser has agreed to the order being made.
15 Content of transfer order
(1) A transfer order may do one or more of the following:
(a) provide that the purchaser is the successor in law of TIO to
the extent of so much of the insurance business or banking
business as is specified in the order;
(b) provide that all or part of an asset or liability of the vendor:
(i) ceases to be an asset or liability of the vendor; and
(ii) becomes an asset or liability of the purchaser;
(c) in relation to an instrument that would, apart from the order,
apply to the vendor, provide that the instrument becomes an
instrument that:
(i) applies to:
(A) the purchaser instead of the vendor; or
(B) the purchaser as well as the vendor; or
(C) the vendor as if the order had not been made; and
(ii) applies to the purchaser or vendor to the extent set out
in the order; and
(iii) has effect as modified as set out in the order;
(d) in relation to proceedings to which, apart from the order, the
vendor would be a party, provide that:
(i) the purchaser becomes a party to the proceedings in
place of the vendor; or
(ii) the purchaser becomes a party to the proceedings, as
well as the vendor, to the extent set out in the order; or
(iii) the vendor continues as a party to the proceedings as if
the order had not been made;
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Territory Insurance Office (Sale) Act 2014 10
(e) in relation to a right that would, apart from the order, be
available to or against the vendor – provide that the right
becomes a right that:
(i) is available to or against the purchaser instead of the
vendor; or
(ii) is available to or against the purchaser, as well as the
vendor, to the extent set out in the order; or
(iii) continues to be available to or against the vendor as if
the order had not been made;
(f) make provision for matters that are incidental to, or
consequential on, the order making provision for a matter
mentioned in paragraphs (a) to (e) or section 16;
(g) make provision for any other matter in respect of which it is
necessary or convenient for provision to be made:
(i) to ensure the effective operation of the transfer order in
relation to a matter mentioned in paragraphs (a) to (f) or
section 16; or
(ii) to ensure the orderly sale of the insurance business or
the sale of the banking business (as the case requires);
or
(iii) in consequence of, or incidental to, that sale.
Note for subsection (1)(a)
If a transfer order provides that the purchaser is to be the successor in law of TIO
as mentioned in subsection (1)(a), the transfer order must also include the
provisions required by section 16.
(2) The order may identify something:
(a) by identifying the thing in the order; or
(b) by reference to one or more lists of things included in the
insurance sale agreement or banking sale agreement.
(3) The order, or a list mentioned in subsection (2)(b), may identify
things individually or as classes of things.
(4) If the order provides for things to be identified by reference to a list,
the order may also provide that a matter relating to that thing that
subsection (1) or section 16 provides may be set out in the order,
may also be set out in the list.
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Territory Insurance Office (Sale) Act 2014 11
16 Provisions required in transfer order if purchaser to be
successor
(1) This section applies if a transfer order provides that the purchaser
is to be the successor in law of TIO to the extent of all or part of the
insurance business or banking business.
(2) The transfer order must provide that in consequence of the
purchaser becoming the successor in law of TIO:
(a) all included assets and included liabilities:
(i) cease to be assets or liabilities of the vendor; and
(ii) vest in, and become assets or liabilities of, the
purchaser; and
(b) all included instruments that would, apart from the order, apply
to the vendor become instruments that:
(i) apply to the purchaser instead of the vendor; and
(ii) as so applying, are taken to have been modified as set
out in the order; and
(c) all included rights that would, apart from the order, be
available to or against the vendor:
(i) cease to be available to or against the vendor; and
(ii) become rights available to or against the purchaser; and
(d) in all included proceedings, the purchaser becomes a party to
the proceedings in place of the vendor.
(3) The transfer order must also provide that, despite the purchaser
becoming the successor in law of TIO:
(a) all excluded assets remain assets of the vendor; and
(b) all excluded liabilities remain liabilities of the vendor; and
(c) all excluded instruments continue to apply to the vendor; and
(d) all excluded rights continue to be available to or against the
vendor; and
(e) in all excluded proceedings, the vendor continues to be a
party to the proceedings;
as if the transfer order had not been made.
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Territory Insurance Office (Sale) Act 2014 12
(4) The transfer order may provide for any other effect of the purchaser
becoming the successor in law of TIO.
(5) In this section:
excluded, for a thing, means the thing is identified in the transfer
order as not being part of the insurance business or banking
business in respect of which the purchaser is to become the
successor in law of TIO.
included, for a thing, means the thing is identified in the transfer
order as being part of the insurance business or banking business
in respect of which the purchaser is to become the successor in law
of TIO.
17 Effect of transfer order
(1) A transfer order:
(a) takes effect on the date it is made or a later date specified in
it; and
(b) has effect according to its terms.
(2) Anything that occurs by operation of a transfer order has effect:
(a) without the need for any separate transfer, conveyance,
assignment or novation; and
(b) despite anything in any law in force at the time the order is
made.
(3) If a transfer order provides that a purchaser becomes the successor
in law of TIO to the extent of all or part of the insurance business or
banking business, that succession has effect as if:
(a) the purchaser were a continuation of, and the same legal
entity as, TIO to that extent; and
(b) TIO had, to that extent, ceased to exist.
Note for subsection (3)
The body corporate currently called the Territory Insurance Office will continue in
existence after the sale of the insurance business and banking business.
However, as a result of amendments and repeals to be made by Part 6 and the
enactment of the MACC Act:
(a) on the insurance sale date, TIO will become the MAC Commission and will
cease to have power to conduct the insurance business; and
(b) on the banking sale date, TIO will cease to have power to conduct the
banking business.
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Territory Insurance Office (Sale) Act 2014 13
18 Preconditions
(1) If, apart from this section, a precondition would have to be satisfied
before something that is done by a transfer order could occur, the
precondition is taken to have been satisfied unconditionally before
the order has effect.
(2) However, subsection (1) does not apply in relation to a precondition
imposed by the insurance sale agreement or the banking sale
agreement.
Examples for section 18
1 If notice would otherwise be required to be given before something could
be done, the notice is taken to have been given.
2 If the approval of a person would otherwise be required before something
could be done, the approval is taken to have been given unconditionally.
19 Completion of necessary transactions
(1) This section applies if there is any impediment to a provision of a
transfer order having effect (for example, because a matter is
governed by a law of another jurisdiction).
(2) The purchaser, TIO and the Minister must take all practicable steps
to ensure that the effect sought to be achieved by the provision is
achieved.
20 Registration of transfer
(1) If an asset, liability, instrument or right is affected by a transfer
order, any relevant statutory register is taken to have been updated
to record the effect of the transfer order when the transfer order had
its effect.
(2) If a statutory register is taken to have been updated under
subsection (1), the relevant registrar:
(a) must in fact register the effect of the transfer order if requested
in writing to do so by the purchaser or vendor; and
(b) may do so even if no such request has been made.
(3) On request by the registrar, the purchaser or vendor must give the
registrar all documents and information the registrar reasonably
needs in order to register the effect of the transfer order.
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Territory Insurance Office (Sale) Act 2014 14
(4) In this section:
register the effect of the transfer order means:
(a) to record the documents and information necessary to show
the effect of the transfer order; and
(b) to take any other action that is appropriate in consequence of
the transfer order having had effect.
Example for definition register the effect of the transfer order, paragraph (b)
If land is transferred it may be appropriate for the Registrar-General to issue a
new certificate as to title.
registrar means a person who is required or authorised by law to
maintain a statutory register.
statutory register means a register established under a law to
register documents and information relating to, or otherwise record,
transactions affecting assets, liabilities, instruments or rights.
Examples for definition statutory register
1 The land register under the Land Title Act 2000.
2 The register kept by the Registrar of Motor Vehicles under the Motor
Vehicles Act 1949.
21 Notice of transfer
(1) This section applies if, as a result of something occurring by
operation of a transfer order, the purchaser or vendor incurs an
obligation to notify another person of the occurrence of that thing.
(2) The obligation is taken to have been met if notice of the sale is
published in a newspaper circulating throughout the Territory within
14 days after the thing occurred or any longer period specified in
the transfer order.
(3) The notice must include a summary of the effect of the insurance
sale agreement or banking sale agreement (as the case requires)
and transfer order sufficient to inform the person mentioned in
subsection (1) of the occurrence of the thing mentioned in that
subsection.
22 Change of parties to proceedings
(1) This section applies if, by operation of a transfer order, the
purchaser becomes a party to proceedings instead of the vendor.
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Territory Insurance Office (Sale) Act 2014 15
(2) The relevant court officer:
(a) must register the effect of the transfer order if requested in
writing to do so by a party to the proceedings or the vendor;
and
(b) may register the effect of the transfer order even if no such
request has been made.
(3) If evidence would, apart from the transfer order, have been
adducible or admissible in the proceedings by, or in relation to, the
vendor, then on and after the change of parties, the evidence is
adducible or admissible by, or in relation to, the purchaser.
(4) The court may make any order that is necessary or convenient to
facilitate the change of parties to the proceedings.
(5) In this section:
court includes a tribunal or other decision making body or person.
court officer for a court, means the registrar, clerk or other officer
responsible for recording matters relating to proceedings before the
court.
register the effect of the transfer order means:
(a) to record the documents and information necessary to show
the effect of the transfer order; and
(b) to take any other action that is appropriate in consequence of
the transfer order having had effect.
23 General transitional provision following transfer order
(1) This section applies if a transfer order has taken effect in relation to
the sale of the insurance business or the sale of the banking
business.
(2) If:
(a) before the relevant date, something had been done, or not
done, by or in relation to the vendor in connection with an
affected thing; and
(b) immediately before the relevant date, the thing was of ongoing
effect;
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Territory Insurance Office (Sale) Act 2014 16
then, on and after the relevant date, the thing is taken to have been
done, or not done, by or in relation to the purchaser.
Examples for subsection (2)
1 If a person insured under a TIO insurance policy had lodged a claim with
TIO the day before the insurance policy is transferred to the purchaser,
then after the transfer the claim will be taken to have been lodged with the
purchaser.
2 If a law requires TIO to confirm the identity of a person who has applied to
open a bank account and before the banking business is transferred to the
purchaser TIO took steps to do so by sighting the person's passport and
driver's licence, then after the business is transferred those steps will be
taken to have been taken by the purchaser.
(3) If a document that includes a reference to the vendor in connection
with an affected thing was in existence before the relevant date,
then on and after the relevant date, the reference is taken to be or
include a reference to the purchaser, unless the context otherwise
requires.
(4) This section does not apply to the extent that the transfer order
provides to the contrary.
(5) In this section:
affected thing means any of the following:
(a) if, by operation of the transfer order, the purchaser became
the successor in law of TIO – the part of the insurance
business or banking business in respect of which the
purchaser became the successor in law of TIO;
(b) an asset or liability that, by operation of the transfer order,
becomes an asset or liability of the purchaser;
(c) an instrument that, by operation of the transfer order, applies
to the purchaser;
(d) a right that, by operation of the transfer order, becomes a right
that is available to or against the purchaser;
(e) proceedings to which, by operation of the transfer order, the
purchaser became a party.
relevant date, in relation to an affected thing, is the time and date
when, by operation of the relevant transfer order, the thing became
an affected thing.
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Territory Insurance Office (Sale) Act 2014 17
24 Remedial transfer order – wrong pocket corrections
(1) This section applies if:
(a) a transfer order has taken effect in relation to the sale of the
insurance business or the sale of the banking business (the
initial order); and
(b) the Minister is satisfied that there is an error in the effect of the
initial order.
(2) The Minister may make another transfer order (a remedial order)
under section 14 to rectify the error in the effect of the initial order.
(3) However, the Minister must not make a remedial order unless the
purchaser has agreed to the order being made.
(4) In relation to a remedial order:
(a) section 15(1)(a) does not apply; and
(b) sections 15 (other than subsection (1)(a)), 22 and 23 apply as
if the references in those sections:
(i) to the vendor included references to the purchaser; and
(ii) to the purchaser included references to the vendor; and
(c) in addition to the matters mentioned in section 15(1), the order
may make provision for any other matter in respect of which it
is necessary or convenient for provision to be made to put any
person affected by the initial order into the position the person
would have been in had the error in the effect of the initial
order not occurred.
(5) The Minister cannot make a remedial order more than 12 months
after the insurance sale date or banking sale date (as the case
requires).
(6) A remedial order may have retrospective operation to a day not
earlier than the insurance sale date or banking sale date (as the
case requires).
(7) However, to the extent to which the order has retrospective
operation, it does not operate to the disadvantage of a person
(other than the purchaser or vendor) by:
(a) decreasing the person's rights; or
(b) imposing liabilities on the person.
Part 3 Statutory transfer to facilitate sale
Territory Insurance Office (Sale) Act 2014 18
(8) For this section, there is an error in the effect of a transfer order
if the order:
(a) did not provide for something that ought to have been
provided for; or
(b) provided for something that ought not to have been provided
for; or
(c) provided for something in a way other than the way in which it
ought to have been provided for.
(9) In subsection (8), a reference to something that ought to have
been provided for, is a reference to something that it was
necessary or convenient to provide for, for the purpose mentioned
in section 14(1).
25 Reversal of transfer order – failure to complete sale
(1) This section applies if:
(a) a transfer order has taken effect in relation to the sale of the
insurance business or the sale of the banking business (the
initial order); and
(b) the Minister is satisfied that completion of the sale in
accordance with the insurance sale agreement or the banking
sale agreement (as the case requires) has not occurred.
(2) The Minister may make another transfer order (a reversal order)
under section 14 to reverse the effect of the initial order.
(3) In relation to a reversal order:
(a) sections 15, 22 and 23 apply as if:
(i) references in those sections to the vendor were
references to the purchaser; and
(ii) references in those sections to the purchaser were
references to the vendor; and
(b) in addition to the matters mentioned in section 15(1), the order
may make provision for any other matter in respect of which it
is necessary or convenient for provision to be made to put any
person affected by the initial order into the position the person
would have been in had the initial order not been made.
(4) The Minister cannot make a reversal order more than 14 days after
the insurance sale date or banking sale date (as the case requires).
Part 4 Effect of things done under Act
Territory Insurance Office (Sale) Act 2014 19
(5) A reversal order has retrospective operation to the insurance sale
date or banking sale date (as the case requires).
(6) However, to the extent to which the order has retrospective
operation, it does not operate to the disadvantage of a person
(other than the purchaser or vendor) by:
(a) decreasing the person's rights; or
(b) imposing liabilities on the person.
Part 4 Effect of things done under Act
26 Contravention of laws, civil wrongs, etc.
Nothing done under this Act constitutes a contravention of any law
or a breach of confidence, breach of a professional code, or other
civil wrong.
27 Instruments
(1) Nothing done under this Act:
(a) constitutes a breach of an instrument; or
(b) fulfils a condition in an instrument that would do any of the
following:
(i) allow a person to terminate or modify the operation or
effect of the instrument;
(ii) allow a person to enforce an obligation or exercise a
right under the instrument;
(iii) release a person from an obligation under the
instrument;
(iv) require a person to perform an obligation under the
instrument;
(v) require money to which the instrument relates to be paid
before the money's stated maturity; or
(c) constitutes an intervening event for the purposes of an
insurance policy or reinsurance policy; or
(d) causes an instrument to become void or otherwise
unenforceable; or
Part 4 Effect of things done under Act
Territory Insurance Office (Sale) Act 2014 20
(e) releases any surety from any of the surety's obligations in
relation to an instrument.
(2) This section applies despite anything in an instrument.
28 Joint ownership and joint liability
(1) This section applies if an asset or liability that is affected by
something done under this Act is:
(a) an interest in property in which another person also has an
interest; or
(b) a liability that is owed jointly with another person.
(2) Nothing done under this Act severs any joint tenancy or joint liability
or in any other way affects the interest or liability of the other
person.
29 Compensation not payable
(1) No compensation is payable by TIO or the Territory in consequence
of anything done under this Act.
(2) This section does not apply in relation to compensation payable
under a transaction document, to a party to the transaction
document in consequence of non-compliance with that or any other
transaction document.
(3) In this section:
compensation includes damages.
transaction document means an insurance sale agreement,
banking sale agreement, contract made under section 9 or any
other agreement or contract entered into in the exercise of a power
under this Act in relation to the sale if the banking business or the
sale of the insurance business (as the case requires).
30 Territory fees
(1) No Territory fees are payable in relation to anything done under this
Act.
(2) In this section:
Territory fee means any fee or charge payable under a law of the
Territory, but does not include stamp duty or any other tax.
Part 5 Miscellaneous matters
Territory Insurance Office (Sale) Act 2014 21
Part 5 Miscellaneous matters
31 Lists to be available to interested persons
(1) This section applies if:
(a) a transfer order provides for things to be identified by
reference to a list as mentioned in section 15(2)(b); and
(b) a person requests a copy of all or part of the list from the
Minister.
(2) If the Minister is satisfied that the person has a proper interest in
having access to the list, the Minister must give the person a copy
of so much of the list as relates to the person's interest.
(3) Without limiting subsection (2), if the transfer order affects an
instrument as mentioned in section 15(1)(c) or 16(2)(b), any person
to whom the instrument applies has a proper interest in having
access to so much of the list as relates to the instrument.
32 Certificate that thing done under Act
A certificate signed by the Treasurer certifying that a specified thing
is something that was done under this Act is, for all purposes and in
all proceedings, evidence of the matters certified in it.
33 Cessation of statutory guarantees
(1) The guarantee provided by the Territory under section 30(1)(a) of
the TIO Act as in force immediately before the insurance sale date,
ceases on the insurance sale date.
(2) The guarantee provided by the Territory under section 30(1)(b) of
the TIO Act or section 35 of the MACC Act ceases to apply:
(a) in relation to each deposit that is included in the sale of the
banking business – on the banking sale date; and
(b) in relation to each other deposit – on 31 March 2015.
34 Procurement Act 1995 not to apply
The Procurement Act 1995 does not apply in relation to anything
done under this Act.
Part 5 Miscellaneous matters
Territory Insurance Office (Sale) Act 2014 22
35 Acquisition on just terms
If the operation of this Act would, apart from this section, result in
an acquisition of property from a person otherwise than on just
terms:
(a) the person is entitled to receive from the Territory the
compensation necessary to ensure the acquisition is on just
terms; and
(b) a court of competent jurisdiction may decide the amount of
compensation or make the orders it considers necessary to
ensure the acquisition is on just terms.
36 Regulations
The Administrator may make regulations under this Act.
ENDNOTES
Territory Insurance Office (Sale) Act 2014 23
ENDNOTES
1 KEY
Key to abbreviations
amd = amended od = order
app = appendix om = omitted
bl = by-law pt = Part
ch = Chapter r = regulation/rule
cl = clause rem = remainder
div = Division renum = renumbered
exp = expires/expired rep = repealed
f = forms s = section
Gaz = Gazette sch = Schedule
hdg = heading sdiv = Subdivision
ins = inserted SL = Subordinate Legislation
lt = long title sub = substituted
nc = not commenced
2 LIST OF LEGISLATION
Territory Insurance Office (Sale) Act 2014 (Act No. 41, 2014)
Assent date 28 November 2014
Commenced pt 6, divs 1 and 2: nc (exp without commencing);
pt 6, div 3: 00:01hrs 1 January 2015 (Gaz S131,
19 December 2014, p 8); rem: 28 November 2014 (s 2)
3 GENERAL AMENDMENTS
General amendments of a formal nature (which are not referred to in the table
of amendments to this reprint) are made by the Interpretation Legislation
Amendment Act 2018 (Act No. 22, 2018) to: ss 3, 20 and 34.
4 LIST OF AMENDMENTS
pt 6 hdg exp No. 41, 2014, s 54
pt 6
div 1 hdg exp No. 41, 2014, s 54
ss 37 – 44 exp No. 41, 2014, s 54
pt 6
div 2 hdg exp No. 41, 2014, s 54
s 45 exp No. 41, 2014, s 54
pt 6
div 3
sdiv 1 hdg exp No. 41, 2014, s 54
s 46 exp No. 41, 2014, s 54
pt 6
div 3
sdiv 2 hdg exp No. 41, 2014, s 54
ss 47 – 52 exp No. 41, 2014, s 54
pt 6
div 3
sdiv 3 hdg exp No. 41, 2014, s 54
ENDNOTES
Territory Insurance Office (Sale) Act 2014 24
s 53 exp No. 41, 2014, s 54
pt 6
div 4 hdg exp No. 41, 2014, s 54
s 54 exp No. 41, 2014, s 54
sch 1 – 4 exp No. 41, 2014, s 54