This Act establishes Trade and Investment Queensland (TIQ) as a corporate statutory body with powers to promote, facilitate and support trade and investment domestically and overseas (ss7,10,11,12). It creates a board and CEO with reporting and Ministerial oversight (ss16,32,36,13), transfers the former Trade Office’s assets, contracts and employees to TIQ via a chief-executive-approved register (pt 3, ss41–47), and exempts TIQ from State taxes on those transfers (s52).
This Act establishes Trade and Investment Queensland (TIQ) as a statutory body corporate to promote and facilitate trade and investment opportunities for Queensland and between Queensland and other jurisdictions (s 3; s 7). Mechanically the Act does the following.
Creates a corporate body, Trade and Investment Queensland, with a seal and the capacity to sue and be sued in its name (s 7).
Confers on TIQ the status, privileges and immunities of the State (s 8).
Sets out TIQ’s functions in broad terms, including facilitation, promotion, research, trade missions, foreign offices and acting as agent for the State abroad (s 10).
Gives TIQ the general powers of an individual necessary to perform those functions, including contracting, holding property, appointing agents, engaging consultants and charging fees (s 11).
Makes TIQ a statutory body for the purposes of the Financial Accountability Act 2009 and the Statutory Bodies Financial Arrangements Act 1982, with explicit cross-reference to how the SBFA Act affects TIQ’s powers (s 9).
Establishes a governing board, its composition, appointment mechanics, meeting and quorum rules, disclosure of interests and minute-keeping obligations (Pt 2 Div 2, ss 16-31).
Provides for a chief executive officer appointed by the board (with transitional first-CEO arrangements under which the Minister may appoint the first CEO) and vests the CEO with responsibilities for efficient administration (ss 32-35; s 54).
Authorises the Minister to give written directions to TIQ and requires compliance by TIQ and its board (s 13).
Implements a discrete transfer scheme to move the former Trade Office business, assets, liabilities, instruments, proceedings and identified employees into TIQ by a transfer day, using a register of transferable assets, liabilities, instruments, proceedings and an employee register (Pt 3, ss 40-52).
Current sections
Direct links to the current provisions in Trade and Investment Queensland Act 2013.
71
pt.1
Preliminary
Preliminary
sec.1
Short title
sec.1 Short title
This Act may be cited as the Trade and Investment Queensland Act 2013 .
s 1 amd 2013 No. 28 s 107
sec.2
Commencement
sec.2 Commencement
The following provisions commence on a day to be fixed by proclamation—
parts 3 and 7 ;
schedule 1 , definitions asset , employee , employee register , register , Trade Office , transfer , transferable asset , transferable assets and liabilities , transferable employee , transferable instrument , transferable liability , transferable proceeding and transfer day .
s 2 amd 2013 No. 28 s 108
(a) parts 3 and 7 ;
(b) schedule 1 , definitions asset , employee , employee register , register , Trade Office , transfer , transferable asset , transferable assets and liabilities , transferable employee , transferable instrument , transferable liability , transferable proceeding and transfer day .
sec.3
Object and achieving object
sec.3 Object and achieving object
The object of this Act is to achieve economic and social benefits for Queensland by facilitating, supporting and encouraging trade, investment and other commercial opportunities for Queensland, including between Queensland and foreign countries.
The object is to be primarily achieved by establishing Trade and Investment Queensland.
s 3 prev s 3 om 2013 No. 28 s 109
(sec.3-ssec.1) The object of this Act is to achieve economic and social benefits for Queensland by facilitating, supporting and encouraging trade, investment and other commercial opportunities for Queensland, including between Queensland and foreign countries.
(sec.3-ssec.2) The object is to be primarily achieved by establishing Trade and Investment Queensland.
sec.4
Extraterritorial application of Act
sec.4 Extraterritorial application of Act
This Act applies both within and outside Queensland.
This Act applies outside Queensland to the full extent of the extraterritorial legislative power of the Parliament.
(sec.4-ssec.1) This Act applies both within and outside Queensland.
(sec.4-ssec.2) This Act applies outside Queensland to the full extent of the extraterritorial legislative power of the Parliament.
sec.5
Dictionary
sec.5 Dictionary
The dictionary in schedule 1 defines particular words used in this Act.
sec.6
References to functions
sec.6 References to functions
In this Act—
a reference to a function includes a reference to a power; and
a reference to performing a function includes a reference to exercising a power.
(a) a reference to a function includes a reference to a power; and
(b) a reference to performing a function includes a reference to exercising a power.
pt.2
Trade and Investment Queensland
Trade and Investment Queensland
pt.2-div.1
Establishment, functions and powers
Establishment, functions and powers
sec.7
Establishment and status
sec.7 Establishment and status
Trade and Investment Queensland ( TIQ ) is established.
TIQ—
is a body corporate; and
has a seal; and
may sue and be sued in its corporate name.
(sec.7-ssec.1) Trade and Investment Queensland ( TIQ ) is established.
(sec.7-ssec.2) TIQ— is a body corporate; and has a seal; and may sue and be sued in its corporate name.
(a) is a body corporate; and
(b) has a seal; and
(c) may sue and be sued in its corporate name.
sec.8
TIQ represents the State
sec.8 TIQ represents the State
TIQ represents the State.
Without limiting subsection (1) , TIQ has the status, privileges and immunities of the State.
(sec.8-ssec.1) TIQ represents the State.
(sec.8-ssec.2) Without limiting subsection (1) , TIQ has the status, privileges and immunities of the State.
sec.9
Application of other Acts
sec.9 Application of other Acts
TIQ is a statutory body under—
the Financial Accountability Act 2009 ; and
the Statutory Bodies Financial Arrangements Act 1982 (the SBFA Act ).
The SBFA Act, part 2B sets out the way in which TIQ’s powers under this Act are affected by the SBFA Act.
(sec.9-ssec.1) TIQ is a statutory body under— the Financial Accountability Act 2009 ; and the Statutory Bodies Financial Arrangements Act 1982 (the SBFA Act ).
(sec.9-ssec.2) The SBFA Act, part 2B sets out the way in which TIQ’s powers under this Act are affected by the SBFA Act.
(a) the Financial Accountability Act 2009 ; and
(b) the Statutory Bodies Financial Arrangements Act 1982 (the SBFA Act ).
sec.10
Functions
sec.10 Functions
TIQ has the following functions—
to facilitate, encourage, promote, identify, attract and develop trade and investment opportunities;
to assist, directly or indirectly, entities in relation to trade and investment opportunities;
to promote, or participate in or coordinate projects to promote trade and investment opportunities;
to obtain, and make available to entities, information relating to existing or future trade and investment opportunities;
to conduct research into, and analysis of, trade and investment opportunities;
to work collaboratively with public sector units and other entities in relation to increasing trade and investment opportunities;
to develop and administer schemes in relation to export markets and foreign direct investment;
to facilitate access by persons to Commonwealth and State entities if that access is likely to enhance trade and investment opportunities;
to undertake trade missions for purposes in relation to TIQ’s functions;
to establish and administer offices in foreign countries for purposes in relation to TIQ’s functions;
to act outside Australia as agent for the State if requested by the Minister;
to advise the Minister about the functions mentioned in paragraphs (a) to (k) ;
to provide policy advice to the Minister in relation to trade and investment opportunities;
anything else likely to complement or enhance a function mentioned under this section;
to perform functions of the type to which paragraph (n) applies and given to TIQ in writing by the Minister;
any other function given to it under an Act.
In this section—
trade and investment opportunities means trade, investment and other commercial opportunities in Queensland and between Queensland and other States or foreign countries.
(sec.10-ssec.1) TIQ has the following functions— to facilitate, encourage, promote, identify, attract and develop trade and investment opportunities; to assist, directly or indirectly, entities in relation to trade and investment opportunities; to promote, or participate in or coordinate projects to promote trade and investment opportunities; to obtain, and make available to entities, information relating to existing or future trade and investment opportunities; to conduct research into, and analysis of, trade and investment opportunities; to work collaboratively with public sector units and other entities in relation to increasing trade and investment opportunities; to develop and administer schemes in relation to export markets and foreign direct investment; to facilitate access by persons to Commonwealth and State entities if that access is likely to enhance trade and investment opportunities; to undertake trade missions for purposes in relation to TIQ’s functions; to establish and administer offices in foreign countries for purposes in relation to TIQ’s functions; to act outside Australia as agent for the State if requested by the Minister; to advise the Minister about the functions mentioned in paragraphs (a) to (k) ; to provide policy advice to the Minister in relation to trade and investment opportunities; anything else likely to complement or enhance a function mentioned under this section; to perform functions of the type to which paragraph (n) applies and given to TIQ in writing by the Minister; any other function given to it under an Act.
(sec.10-ssec.2) In this section— trade and investment opportunities means trade, investment and other commercial opportunities in Queensland and between Queensland and other States or foreign countries.
(a) to facilitate, encourage, promote, identify, attract and develop trade and investment opportunities;
(b) to assist, directly or indirectly, entities in relation to trade and investment opportunities;
(c) to promote, or participate in or coordinate projects to promote trade and investment opportunities;
(d) to obtain, and make available to entities, information relating to existing or future trade and investment opportunities;
(e) to conduct research into, and analysis of, trade and investment opportunities;
(f) to work collaboratively with public sector units and other entities in relation to increasing trade and investment opportunities;
(g) to develop and administer schemes in relation to export markets and foreign direct investment;
(h) to facilitate access by persons to Commonwealth and State entities if that access is likely to enhance trade and investment opportunities;
(i) to undertake trade missions for purposes in relation to TIQ’s functions;
(j) to establish and administer offices in foreign countries for purposes in relation to TIQ’s functions;
(k) to act outside Australia as agent for the State if requested by the Minister;
(l) to advise the Minister about the functions mentioned in paragraphs (a) to (k) ;
(m) to provide policy advice to the Minister in relation to trade and investment opportunities;
(n) anything else likely to complement or enhance a function mentioned under this section;
(o) to perform functions of the type to which paragraph (n) applies and given to TIQ in writing by the Minister;
(p) any other function given to it under an Act.
sec.11
Powers
sec.11 Powers
TIQ has all the powers of an individual and may, for example—
enter into contracts or agreements; and
acquire, hold, deal with, and dispose of, property; and
appoint agents and attorneys; and
engage consultants and researchers; and
charge a fee for services and other facilities it supplies; and
do anything else necessary or convenient to be done in performing its functions.
(a) enter into contracts or agreements; and
(b) acquire, hold, deal with, and dispose of, property; and
(c) appoint agents and attorneys; and
(d) engage consultants and researchers; and
(e) charge a fee for services and other facilities it supplies; and
(f) do anything else necessary or convenient to be done in performing its functions.
sec.12
Extraterritoriality
sec.12 Extraterritoriality
TIQ may perform its functions inside and outside Queensland, including outside Australia.
sec.13
Ministerial directions
sec.13 Ministerial directions
The Minister may give TIQ a written direction in relation to TIQ and its subsidiaries.
TIQ must comply with the direction.
The board must ensure the direction is complied with in relation to TIQ and must, as far as practicable, ensure it is complied with in relation to its subsidiaries.
In this section—
subsidiary , of TIQ, means a body corporate that is a subsidiary of TIQ under the Corporations Act, part 1.2 , division 6 .
(sec.13-ssec.1) The Minister may give TIQ a written direction in relation to TIQ and its subsidiaries.
(sec.13-ssec.2) TIQ must comply with the direction.
(sec.13-ssec.3) The board must ensure the direction is complied with in relation to TIQ and must, as far as practicable, ensure it is complied with in relation to its subsidiaries.
(sec.13-ssec.4) In this section— subsidiary , of TIQ, means a body corporate that is a subsidiary of TIQ under the Corporations Act, part 1.2 , division 6 .
sec.14
Delegations
sec.14 Delegations
TIQ may delegate any of its functions under this Act or another Act to—
a member; or
the chief executive officer; or
an appropriately qualified person, including an employee of TIQ or of a department.
A person delegated a function under subsection (1) may subdelegate the function to an appropriately qualified person.
In this section—
appropriately qualified includes having qualifications, experience or standing appropriate for the function.
a person’s seniority level in an entity
(sec.14-ssec.1) TIQ may delegate any of its functions under this Act or another Act to— a member; or the chief executive officer; or an appropriately qualified person, including an employee of TIQ or of a department.
(sec.14-ssec.2) A person delegated a function under subsection (1) may subdelegate the function to an appropriately qualified person.
(sec.14-ssec.3) In this section— appropriately qualified includes having qualifications, experience or standing appropriate for the function. a person’s seniority level in an entity
(a) a member; or
(b) the chief executive officer; or
(c) an appropriately qualified person, including an employee of TIQ or of a department.
sec.15
Authentication of documents
sec.15 Authentication of documents
A document made by TIQ, other than a document required to be sealed, is sufficiently made if it is signed by the chief executive officer, the chairperson of the board or another person authorised by the board.
an instrument under section 14 delegating a function of TIQ
A document made by TIQ that is required to be sealed is sufficiently made if it is sealed in the way authorised by the board and signed by the chief executive officer, the chairperson of the board or another person authorised by the board.
(sec.15-ssec.1) A document made by TIQ, other than a document required to be sealed, is sufficiently made if it is signed by the chief executive officer, the chairperson of the board or another person authorised by the board. an instrument under section 14 delegating a function of TIQ
(sec.15-ssec.2) A document made by TIQ that is required to be sealed is sufficiently made if it is sealed in the way authorised by the board and signed by the chief executive officer, the chairperson of the board or another person authorised by the board.
pt.2-div.2
Board
Board
sec.16
Establishment
sec.16 Establishment
A board is established as the governing body of TIQ.
The board consists of at least 4, but not more than 7, members appointed by the Governor in Council.
The board must include the chief executive, or a senior executive nominated by the chief executive, of both of the following departments—
the department responsible for administering this Act;
the department responsible for administering the State Development and Public Works Organisation Act 1971 .
In deciding whether to appoint a person as a member, the Governor in Council must have regard to the person’s ability to contribute to the performance of TIQ’s functions.
The members, other than the members mentioned in subsection (3) (each a departmental representative ), are appointed under this Act and not the Public Sector Act 2022 .
s 16 amd 2022 No. 34 s 365 sch 3
(sec.16-ssec.1) A board is established as the governing body of TIQ.
(sec.16-ssec.2) The board consists of at least 4, but not more than 7, members appointed by the Governor in Council.
(sec.16-ssec.3) The board must include the chief executive, or a senior executive nominated by the chief executive, of both of the following departments— the department responsible for administering this Act; the department responsible for administering the State Development and Public Works Organisation Act 1971 .
(sec.16-ssec.4) In deciding whether to appoint a person as a member, the Governor in Council must have regard to the person’s ability to contribute to the performance of TIQ’s functions.
(sec.16-ssec.5) The members, other than the members mentioned in subsection (3) (each a departmental representative ), are appointed under this Act and not the Public Sector Act 2022 .
(a) the department responsible for administering this Act;
(b) the department responsible for administering the State Development and Public Works Organisation Act 1971 .
sec.17
Role of board
sec.17 Role of board
The board is responsible for the way TIQ performs its functions.
The board’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way.
s 17 prev s 17 om 2013 No. 28 s 109
(sec.17-ssec.1) The board is responsible for the way TIQ performs its functions.
(sec.17-ssec.2) The board’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way.
sec.18
Conditions of appointment
sec.18 Conditions of appointment
A member, other than a departmental representative, is to be paid the remuneration and allowances decided by the Governor in Council.
For matters not provided for by this Act, a member holds office on the terms and conditions decided by the Governor in Council.
(sec.18-ssec.1) A member, other than a departmental representative, is to be paid the remuneration and allowances decided by the Governor in Council.
(sec.18-ssec.2) For matters not provided for by this Act, a member holds office on the terms and conditions decided by the Governor in Council.
sec.19
Term of appointment
sec.19 Term of appointment
A member, other than a departmental representative, holds office for the term, not more than 5 years, stated in the member’s instrument of appointment.
However, the term ends if the member becomes disqualified under section 22 from continuing as a member.
If otherwise qualified, a member is eligible for reappointment.
s 19 prev s 19 om 2013 No. 28 s 109
(sec.19-ssec.1) A member, other than a departmental representative, holds office for the term, not more than 5 years, stated in the member’s instrument of appointment.
(sec.19-ssec.2) However, the term ends if the member becomes disqualified under section 22 from continuing as a member.
(sec.19-ssec.3) If otherwise qualified, a member is eligible for reappointment.
sec.20
Chairperson
sec.20 Chairperson
The Governor in Council must appoint a member as the chairperson of the board.
A person may be appointed as the chairperson at the same time as the person is appointed as a member.
The chairperson, other than a person who is a departmental representative, holds office for the term, ending not later than the person’s term of appointment as a member, stated in the person’s appointment as chairperson.
A vacancy occurs in the office of chairperson if the person holding office—
resigns from office by giving notice of the resignation to the Minister; or
stops being a member.
However, a person resigning the office of chairperson may continue to be a member.
(sec.20-ssec.1) The Governor in Council must appoint a member as the chairperson of the board.
(sec.20-ssec.2) A person may be appointed as the chairperson at the same time as the person is appointed as a member.
(sec.20-ssec.3) The chairperson, other than a person who is a departmental representative, holds office for the term, ending not later than the person’s term of appointment as a member, stated in the person’s appointment as chairperson.
(sec.20-ssec.4) A vacancy occurs in the office of chairperson if the person holding office— resigns from office by giving notice of the resignation to the Minister; or stops being a member.
(sec.20-ssec.5) However, a person resigning the office of chairperson may continue to be a member.
(a) resigns from office by giving notice of the resignation to the Minister; or
(b) stops being a member.
sec.21
Deputy chairperson
sec.21 Deputy chairperson
The Governor in Council may appoint a member, other than the chairperson, as the deputy chairperson of the board.
A person may be appointed as the deputy chairperson at the same time as the person is appointed as a member.
The deputy chairperson, other than a person who is a departmental representative, holds office for the term, ending not later than the person’s term of appointment as a member, stated in the person’s appointment as chairperson.
A vacancy occurs in the office of deputy chairperson if the person holding office—
resigns from office by giving notice of the resignation to the Minister; or
stops being a member.
However, a person resigning the office of deputy chairperson may continue to be a member.
The deputy chairperson is to act as chairperson—
during a vacancy in the office of chairperson; and
during all periods when the chairperson is absent from duty or, for another reason, can not perform the functions of the office.
(sec.21-ssec.1) The Governor in Council may appoint a member, other than the chairperson, as the deputy chairperson of the board.
(sec.21-ssec.2) A person may be appointed as the deputy chairperson at the same time as the person is appointed as a member.
(sec.21-ssec.3) The deputy chairperson, other than a person who is a departmental representative, holds office for the term, ending not later than the person’s term of appointment as a member, stated in the person’s appointment as chairperson.
(sec.21-ssec.4) A vacancy occurs in the office of deputy chairperson if the person holding office— resigns from office by giving notice of the resignation to the Minister; or stops being a member.
(sec.21-ssec.5) However, a person resigning the office of deputy chairperson may continue to be a member.
(sec.21-ssec.6) The deputy chairperson is to act as chairperson— during a vacancy in the office of chairperson; and during all periods when the chairperson is absent from duty or, for another reason, can not perform the functions of the office.
(a) resigns from office by giving notice of the resignation to the Minister; or
(b) stops being a member.
(a) during a vacancy in the office of chairperson; and
(b) during all periods when the chairperson is absent from duty or, for another reason, can not perform the functions of the office.
sec.22
Disqualification from membership
sec.22 Disqualification from membership
A person, other than a person who is a departmental representative, is disqualified from becoming, or continuing as, a member if the person—
is an insolvent under administration; or
has a conviction, other than a spent conviction, for an indictable offence.
In this section—
indictable offence includes an indictable offence dealt with summarily, whether or not the Criminal Code, section 659 applies to the indictable offence.
s 22 amd 2023 No. 23 s 247 sch 1 ss 2 (1) , 4
(sec.22-ssec.1) A person, other than a person who is a departmental representative, is disqualified from becoming, or continuing as, a member if the person— is an insolvent under administration; or has a conviction, other than a spent conviction, for an indictable offence.
(sec.22-ssec.2) In this section— indictable offence includes an indictable offence dealt with summarily, whether or not the Criminal Code, section 659 applies to the indictable offence.
(a) is an insolvent under administration; or
(b) has a conviction, other than a spent conviction, for an indictable offence.
sec.23
Vacation of office
sec.23 Vacation of office
The office of a member, other than a member who is a departmental representative, becomes vacant if—
the member completes the member’s term of office and is not reappointed; or
the member resigns from office by signed notice of resignation given to the Minister; or
the member becomes disqualified under section 22 from continuing as a member; or
the member is absent, without the board’s permission and without reasonable excuse, from 3 consecutive board meetings; or
the member’s appointment is ended by the Governor in Council under subsection (2) .
The Governor in Council may, at any time, end the appointment for any reason or none.
(sec.23-ssec.1) The office of a member, other than a member who is a departmental representative, becomes vacant if— the member completes the member’s term of office and is not reappointed; or the member resigns from office by signed notice of resignation given to the Minister; or the member becomes disqualified under section 22 from continuing as a member; or the member is absent, without the board’s permission and without reasonable excuse, from 3 consecutive board meetings; or the member’s appointment is ended by the Governor in Council under subsection (2) .
(sec.23-ssec.2) The Governor in Council may, at any time, end the appointment for any reason or none.
(a) the member completes the member’s term of office and is not reappointed; or
(b) the member resigns from office by signed notice of resignation given to the Minister; or
(c) the member becomes disqualified under section 22 from continuing as a member; or
(d) the member is absent, without the board’s permission and without reasonable excuse, from 3 consecutive board meetings; or
(e) the member’s appointment is ended by the Governor in Council under subsection (2) .
sec.24
Committees
sec.24 Committees
The board may establish committees to assist it in performing its functions.
The board may decide the membership and functions of a committee it establishes.
(sec.24-ssec.1) The board may establish committees to assist it in performing its functions.
(sec.24-ssec.2) The board may decide the membership and functions of a committee it establishes.
sec.25
Conduct of business
sec.25 Conduct of business
Subject to this subdivision, the board may conduct its business, including its board meetings, in the way it considers appropriate.
sec.26
Time and place of meetings
sec.26 Time and place of meetings
Board meetings are to be held at the times and places the board decides.
The board must meet at least once every 4 months.
The chairperson may, at any time, call a board meeting.
The chairperson must call a board meeting if asked, in writing, to do so by at least 2 members.
(sec.26-ssec.1) Board meetings are to be held at the times and places the board decides.
(sec.26-ssec.2) The board must meet at least once every 4 months.
(sec.26-ssec.3) The chairperson may, at any time, call a board meeting.
(sec.26-ssec.4) The chairperson must call a board meeting if asked, in writing, to do so by at least 2 members.
sec.27
Quorum
sec.27 Quorum
A quorum for the board is—
if the board has 4 members—2 members, provided neither of those members is a departmental representative; or
if the board has more than 4 members—3 members, provided at least 2 of those members are not departmental representatives.
(a) if the board has 4 members—2 members, provided neither of those members is a departmental representative; or
(b) if the board has more than 4 members—3 members, provided at least 2 of those members are not departmental representatives.
sec.28
Presiding at meetings
sec.28 Presiding at meetings
The chairperson of the board is to preside at all board meetings at which the chairperson is present.
If the chairperson is absent from a board meeting and the deputy chairperson is present, the deputy chairperson is to preside.
If the chairperson and deputy chairperson are both absent from a board meeting (including because of a vacancy in the office), a member chosen by the members present is to preside at the meeting.
(sec.28-ssec.1) The chairperson of the board is to preside at all board meetings at which the chairperson is present.
(sec.28-ssec.2) If the chairperson is absent from a board meeting and the deputy chairperson is present, the deputy chairperson is to preside.
(sec.28-ssec.3) If the chairperson and deputy chairperson are both absent from a board meeting (including because of a vacancy in the office), a member chosen by the members present is to preside at the meeting.
sec.29
Conduct of meetings
sec.29 Conduct of meetings
A question at a board meeting is decided by a majority of the votes of the members present.
Each member present at the meeting has a vote on each question to be decided and, if the votes are equal, the member presiding also has a casting vote.
A member present at the meeting who abstains from voting is taken to have voted for the negative.
The board may hold meetings, or allow members to take part in its meetings, by using any technology that reasonably allows members to hear and take part in discussions as they happen.
teleconferencing, videoconferencing
A member who takes part in a meeting under subsection (4) is taken to be present at the meeting.
A resolution is validly made by the board, even if it is not passed at a board meeting, if—
notice of the resolution is given under procedures approved by the board; and
a majority of the members give written agreement to the resolution.
(sec.29-ssec.1) A question at a board meeting is decided by a majority of the votes of the members present.
(sec.29-ssec.2) Each member present at the meeting has a vote on each question to be decided and, if the votes are equal, the member presiding also has a casting vote.
(sec.29-ssec.3) A member present at the meeting who abstains from voting is taken to have voted for the negative.
(sec.29-ssec.4) The board may hold meetings, or allow members to take part in its meetings, by using any technology that reasonably allows members to hear and take part in discussions as they happen. teleconferencing, videoconferencing
(sec.29-ssec.5) A member who takes part in a meeting under subsection (4) is taken to be present at the meeting.
(sec.29-ssec.6) A resolution is validly made by the board, even if it is not passed at a board meeting, if— notice of the resolution is given under procedures approved by the board; and a majority of the members give written agreement to the resolution.
(a) notice of the resolution is given under procedures approved by the board; and
(b) a majority of the members give written agreement to the resolution.
sec.30
Minutes
sec.30 Minutes
The board must keep minutes of its board meetings.
The board must keep a record of any resolutions made under section 29 (6) .
(sec.30-ssec.1) The board must keep minutes of its board meetings.
(sec.30-ssec.2) The board must keep a record of any resolutions made under section 29 (6) .
sec.31
Disclosure of interests
sec.31 Disclosure of interests
This section applies to a member if—
the member has a direct or indirect financial or personal interest in a matter being considered, or about to be considered, by the board; and
the interest could conflict with the proper performance of the member’s duties about the consideration of the matter.
As soon as practicable after the relevant facts come to the member’s knowledge, the member must disclose the nature of the interest to a board meeting.
The disclosure must be recorded in the board’s minutes.
Unless the board otherwise directs, the member must not—
be present when the board considers the matter; or
take part in a decision of the board on the matter.
The member must not be present when the board is considering whether to give a direction under subsection (4) .
Another member who also has a direct or indirect financial or personal interest in the matter must not—
be present when the board is considering whether to give a direction under subsection (4) ; or
take part in making the decision about giving the direction.
If—
because of this section, a member is not present at a board meeting for considering or deciding a matter, or for considering or deciding whether to give a direction under subsection (4) ; and
there would be a quorum if the member were present;
the remaining members present are a quorum of the board for considering or deciding the matter, or for considering or deciding whether to give the direction, at the meeting.
If there are no members who may remain present for considering or deciding a matter, the Minister may, by signing consent to a proposed resolution, consider and decide the matter.
(sec.31-ssec.1) This section applies to a member if— the member has a direct or indirect financial or personal interest in a matter being considered, or about to be considered, by the board; and the interest could conflict with the proper performance of the member’s duties about the consideration of the matter.
(sec.31-ssec.2) As soon as practicable after the relevant facts come to the member’s knowledge, the member must disclose the nature of the interest to a board meeting.
(sec.31-ssec.3) The disclosure must be recorded in the board’s minutes.
(sec.31-ssec.4) Unless the board otherwise directs, the member must not— be present when the board considers the matter; or take part in a decision of the board on the matter.
(sec.31-ssec.5) The member must not be present when the board is considering whether to give a direction under subsection (4) .
(sec.31-ssec.6) Another member who also has a direct or indirect financial or personal interest in the matter must not— be present when the board is considering whether to give a direction under subsection (4) ; or take part in making the decision about giving the direction.
(sec.31-ssec.7) If— because of this section, a member is not present at a board meeting for considering or deciding a matter, or for considering or deciding whether to give a direction under subsection (4) ; and there would be a quorum if the member were present; the remaining members present are a quorum of the board for considering or deciding the matter, or for considering or deciding whether to give the direction, at the meeting.
(sec.31-ssec.8) If there are no members who may remain present for considering or deciding a matter, the Minister may, by signing consent to a proposed resolution, consider and decide the matter.
(a) the member has a direct or indirect financial or personal interest in a matter being considered, or about to be considered, by the board; and
(b) the interest could conflict with the proper performance of the member’s duties about the consideration of the matter.
(a) be present when the board considers the matter; or
(b) take part in a decision of the board on the matter.
(a) be present when the board is considering whether to give a direction under subsection (4) ; or
(b) take part in making the decision about giving the direction.
(a) because of this section, a member is not present at a board meeting for considering or deciding a matter, or for considering or deciding whether to give a direction under subsection (4) ; and
(b) there would be a quorum if the member were present;
pt.2-div.3
Chief executive officer
Chief executive officer
sec.32
Appointment
sec.32 Appointment
TIQ must have a chief executive officer (the CEO ).
The CEO is to be appointed by the board with the prior written approval of the Minister.
The CEO is to be employed under this Act and not the Public Sector Act 2022 .
s 32 amd 2022 No. 34 s 365 sch 3
(sec.32-ssec.1) TIQ must have a chief executive officer (the CEO ).
(sec.32-ssec.2) The CEO is to be appointed by the board with the prior written approval of the Minister.
(sec.32-ssec.3) The CEO is to be employed under this Act and not the Public Sector Act 2022 .
sec.33
Term of appointment
sec.33 Term of appointment
Subject to this section, the CEO holds office for the term, not more than 5 years, stated in his or her contract of employment.
If otherwise qualified, the CEO is eligible for reappointment.
The board may, at any time, end the appointment for any reason or none.
The ending of the appointment under subsection (3) does not affect any rights to compensation to which the CEO is entitled under the contract of employment.
The CEO may resign by giving a signed notice of resignation to the board at least the required period before the notice is to take effect.
The CEO’s appointment ends if he or she stops being qualified to be the CEO.
In this section—
required period means the period stated in the CEO’s contract of employment or otherwise agreed with the board.
(sec.33-ssec.1) Subject to this section, the CEO holds office for the term, not more than 5 years, stated in his or her contract of employment.
(sec.33-ssec.2) If otherwise qualified, the CEO is eligible for reappointment.
(sec.33-ssec.3) The board may, at any time, end the appointment for any reason or none.
(sec.33-ssec.4) The ending of the appointment under subsection (3) does not affect any rights to compensation to which the CEO is entitled under the contract of employment.
(sec.33-ssec.5) The CEO may resign by giving a signed notice of resignation to the board at least the required period before the notice is to take effect.
(sec.33-ssec.6) The CEO’s appointment ends if he or she stops being qualified to be the CEO.
(sec.33-ssec.7) In this section— required period means the period stated in the CEO’s contract of employment or otherwise agreed with the board.
sec.34
Conditions of appointment
sec.34 Conditions of appointment
For matters not provided for under this Act or stated in the contract of employment, the CEO holds office on the terms of appointment decided by the board.
sec.35
CEO’s responsibilities
sec.35 CEO’s responsibilities
The CEO is responsible for ensuring the efficient and effective administration and operation of TIQ in accordance with the board’s priorities.
pt.2-div.4
Reporting
Reporting
sec.36
Half-year reports
sec.36 Half-year reports
The board must give the Minister a report on TIQ’s operations for each half-year in a financial year (a half-year report ).
A half-year report must be given to the Minister—
within 4 weeks after the end of the half-year; or
if another period after the end of the half-year is agreed between the board and the Minister—within the agreed period.
In this section—
half-year , in a financial year, means the following periods in the year—
1 July to 31 December;
1 January to 30 June.
(sec.36-ssec.1) The board must give the Minister a report on TIQ’s operations for each half-year in a financial year (a half-year report ).
(sec.36-ssec.2) A half-year report must be given to the Minister— within 4 weeks after the end of the half-year; or if another period after the end of the half-year is agreed between the board and the Minister—within the agreed period.
(sec.36-ssec.3) In this section— half-year , in a financial year, means the following periods in the year— 1 July to 31 December; 1 January to 30 June.
(a) within 4 weeks after the end of the half-year; or
(b) if another period after the end of the half-year is agreed between the board and the Minister—within the agreed period.
(a) 1 July to 31 December;
(b) 1 January to 30 June.
sec.37
Board to keep Minister informed
sec.37 Board to keep Minister informed
The board must keep the Minister reasonably informed of TIQ’s operations, financial performance and financial position and its achievement of the objectives in its strategic and operational plans.
sec.38
Reporting to department
sec.38 Reporting to department
The Minister may act under this section for the purpose of monitoring, assessing or reporting on TIQ’s performance of its functions.
The Minister may require TIQ or the board to report to the department by, for example, giving stated information at stated times to the chief executive.
TIQ or the board must comply with the requirement.
(sec.38-ssec.1) The Minister may act under this section for the purpose of monitoring, assessing or reporting on TIQ’s performance of its functions.
(sec.38-ssec.2) The Minister may require TIQ or the board to report to the department by, for example, giving stated information at stated times to the chief executive.
(sec.38-ssec.3) TIQ or the board must comply with the requirement.
sec.39
Other reporting requirements
sec.39 Other reporting requirements
Sections 37 and 38 do not limit the matters of which the board is required to keep the Minister informed, or limit the reports or information that the board is required, or may be required, to give under another Act.
pt.3
Transfer of Trade Office’s business to TIQ
Transfer of Trade Office’s business to TIQ
pt.3-div.1
Preliminary
Preliminary
sec.40
Definitions for pt 3
sec.40 Definitions for pt 3
In this part—
employee register see section 45 .
register see section 41 .
Trade Office means the office, in the department, known as Trade Investment Queensland.
transferable asset means an asset of the State that is—
controlled by the Trade Office immediately before the transfer day; and
stated in the register as an asset to be transferred to TIQ.
transferable employee see section 46 .
transferable instrument means an instrument—
relating to the Trade Office and to which the State is a party; and
stated in the register as an instrument to be transferred to TIQ.
transferable liability means a liability of the State that is—
controlled by the Trade Office immediately before the transfer day; and
stated in the register as a liability to be transferred to TIQ.
transferable proceeding means a proceeding relating to the Trade Office that—
could have been continued or started by or against the State before the transfer day; and
is stated in the register as a proceeding to be transferred to TIQ.
transfer day means the day on which the section in which the term is used commences.
(a) controlled by the Trade Office immediately before the transfer day; and
(b) stated in the register as an asset to be transferred to TIQ.
(a) relating to the Trade Office and to which the State is a party; and
(b) stated in the register as an instrument to be transferred to TIQ.
(a) controlled by the Trade Office immediately before the transfer day; and
(b) stated in the register as a liability to be transferred to TIQ.
(a) could have been continued or started by or against the State before the transfer day; and
(b) is stated in the register as a proceeding to be transferred to TIQ.
pt.3-div.2
Transferable assets and liabilities etc.
Transferable assets and liabilities etc.
sec.41
What is the register
sec.41 What is the register
The register is a register of assets, liabilities, instruments and proceedings that is prepared for TIQ and approved by the chief executive.
The chief executive may approve the register for the purpose of subsection (1) .
At any time within 1 year after the transfer day, the chief executive may change the register to correct an omission or error as at the day immediately before the transfer day.
(sec.41-ssec.1) The register is a register of assets, liabilities, instruments and proceedings that is prepared for TIQ and approved by the chief executive.
(sec.41-ssec.2) The chief executive may approve the register for the purpose of subsection (1) .
(sec.41-ssec.3) At any time within 1 year after the transfer day, the chief executive may change the register to correct an omission or error as at the day immediately before the transfer day.
sec.42
Transfer of transferable assets and liabilities etc.
sec.42 Transfer of transferable assets and liabilities etc.
On the transfer day—
the State is divested of all transferable assets and liabilities and the transferable assets and liabilities become the assets and liabilities of TIQ; and
any transferable instrument is taken to be an instrument to which TIQ is a party and may be enforced by or against TIQ; and
transferable proceedings may be continued or started by or against TIQ.
(a) the State is divested of all transferable assets and liabilities and the transferable assets and liabilities become the assets and liabilities of TIQ; and
(b) any transferable instrument is taken to be an instrument to which TIQ is a party and may be enforced by or against TIQ; and
(c) transferable proceedings may be continued or started by or against TIQ.
sec.43
Transfer of shares
sec.43 Transfer of shares
On the transfer day, the shares in Queensland Trade and Investment Office Pty Ltd (ACN 073 810 867) are transferred to TIQ.
sec.44
Application of transferable instruments
sec.44 Application of transferable instruments
A transferable instrument applies to TIQ in place of the State.
Without limiting subsection (1) —
any right, title, interest or liability of the State arising under or relating to the transferable instrument is taken to be transferred from the State to TIQ; and
if the transferable instrument, including a benefit or right provided by the instrument, is given to, by or in favour of the State, the instrument is taken to have been given to, by or in favour of TIQ; and
TIQ is taken to be a party to the transferable instrument in place of the State; and
a reference in the transferable instrument to the State is, to the extent possible and if the context permits, taken to be a reference to TIQ; and
if an application was made for the transferable instrument in the name of the State, the application is taken to have been made in the name of TIQ; and
if the transferable instrument is an instrument under which an amount is or may become payable to or by the State, the instrument is taken to be an instrument under which the amount is or may become payable to or by TIQ, in the way the amount was or might have been payable to or by the State; and
if the transferable instrument is an instrument under which property, other than money, is or may become liable to be transferred, conveyed or assigned to or by the State, the instrument is taken to be an instrument under which the property is or may become liable to be transferred, conveyed or assigned to or by TIQ, in the way it was or might have been liable to be transferred, conveyed or assigned to or by the State.
(sec.44-ssec.1) A transferable instrument applies to TIQ in place of the State.
(sec.44-ssec.2) Without limiting subsection (1) — any right, title, interest or liability of the State arising under or relating to the transferable instrument is taken to be transferred from the State to TIQ; and if the transferable instrument, including a benefit or right provided by the instrument, is given to, by or in favour of the State, the instrument is taken to have been given to, by or in favour of TIQ; and TIQ is taken to be a party to the transferable instrument in place of the State; and a reference in the transferable instrument to the State is, to the extent possible and if the context permits, taken to be a reference to TIQ; and if an application was made for the transferable instrument in the name of the State, the application is taken to have been made in the name of TIQ; and if the transferable instrument is an instrument under which an amount is or may become payable to or by the State, the instrument is taken to be an instrument under which the amount is or may become payable to or by TIQ, in the way the amount was or might have been payable to or by the State; and if the transferable instrument is an instrument under which property, other than money, is or may become liable to be transferred, conveyed or assigned to or by the State, the instrument is taken to be an instrument under which the property is or may become liable to be transferred, conveyed or assigned to or by TIQ, in the way it was or might have been liable to be transferred, conveyed or assigned to or by the State.
(a) any right, title, interest or liability of the State arising under or relating to the transferable instrument is taken to be transferred from the State to TIQ; and
(b) if the transferable instrument, including a benefit or right provided by the instrument, is given to, by or in favour of the State, the instrument is taken to have been given to, by or in favour of TIQ; and
(c) TIQ is taken to be a party to the transferable instrument in place of the State; and
(d) a reference in the transferable instrument to the State is, to the extent possible and if the context permits, taken to be a reference to TIQ; and
(e) if an application was made for the transferable instrument in the name of the State, the application is taken to have been made in the name of TIQ; and
(f) if the transferable instrument is an instrument under which an amount is or may become payable to or by the State, the instrument is taken to be an instrument under which the amount is or may become payable to or by TIQ, in the way the amount was or might have been payable to or by the State; and
(g) if the transferable instrument is an instrument under which property, other than money, is or may become liable to be transferred, conveyed or assigned to or by the State, the instrument is taken to be an instrument under which the property is or may become liable to be transferred, conveyed or assigned to or by TIQ, in the way it was or might have been liable to be transferred, conveyed or assigned to or by the State.
pt.3-div.3
Employees
Employees
sec.45
What is the employee register
sec.45 What is the employee register
The employee register is a register of employees of the department that is prepared for TIQ and approved by the chief executive.
The chief executive may approve the employee register for the purpose of subsection (1) .
At any time within 1 year after the transfer day, the chief executive may change the employee register to correct an omission or error.
(sec.45-ssec.1) The employee register is a register of employees of the department that is prepared for TIQ and approved by the chief executive.
(sec.45-ssec.2) The chief executive may approve the employee register for the purpose of subsection (1) .
(sec.45-ssec.3) At any time within 1 year after the transfer day, the chief executive may change the employee register to correct an omission or error.
sec.46
Who is a transferable employee
sec.46 Who is a transferable employee
A transferable employee is a person—
who, immediately before the transfer day, was an employee of the department; and
whose name is stated in the employee register as an employee to be transferred to TIQ.
(a) who, immediately before the transfer day, was an employee of the department; and
(b) whose name is stated in the employee register as an employee to be transferred to TIQ.
sec.47
Transfer of transferable employees
sec.47 Transfer of transferable employees
On the transfer day—
a transferable employee becomes an employee of TIQ; and
a transferable employee ceases to be a public service employee; and
the records of the department, to the extent they relate to the employment of transferable employees, become records of TIQ.
However, if an employee of the department becomes a transferable employee because of a register correction, subsection (1) applies to the employee as if the reference in the subsection to the transfer day were a reference to the day after the register correction happens.
Also, if a person ceases to be a transferable employee because of a register correction, the person is taken never to have been—
a transferable employee; or
transferred to TIQ.
In this section—
register correction means a change to the employee register under section 45 (3) to correct an omission or error.
(sec.47-ssec.1) On the transfer day— a transferable employee becomes an employee of TIQ; and a transferable employee ceases to be a public service employee; and the records of the department, to the extent they relate to the employment of transferable employees, become records of TIQ.
(sec.47-ssec.2) However, if an employee of the department becomes a transferable employee because of a register correction, subsection (1) applies to the employee as if the reference in the subsection to the transfer day were a reference to the day after the register correction happens.
(sec.47-ssec.3) Also, if a person ceases to be a transferable employee because of a register correction, the person is taken never to have been— a transferable employee; or transferred to TIQ.
(sec.47-ssec.4) In this section— register correction means a change to the employee register under section 45 (3) to correct an omission or error.
(a) a transferable employee becomes an employee of TIQ; and
(b) a transferable employee ceases to be a public service employee; and
(c) the records of the department, to the extent they relate to the employment of transferable employees, become records of TIQ.
(a) a transferable employee; or
(b) transferred to TIQ.
sec.48
Preservation of rights of transferable employees
sec.48 Preservation of rights of transferable employees
The transfer of a transferable employee to TIQ does not—
affect the employee’s total remuneration; or
prejudice the employee’s existing or accruing rights to superannuation or annual, sick or long service leave; or
interrupt continuity of service, except that the employee is not entitled to claim the benefit of a right or entitlement more than once in relation to the same period of service; or
constitute a retrenchment, redundancy or termination of the employee’s employment by the State; or
entitle the employee to a payment or other benefit because he or she is no longer employed by the State; or
require the State to make any payment in relation to the employee’s accrued rights to annual, sick or long service leave irrespective of any arrangement between the State and the employee.
(a) affect the employee’s total remuneration; or
(b) prejudice the employee’s existing or accruing rights to superannuation or annual, sick or long service leave; or
(c) interrupt continuity of service, except that the employee is not entitled to claim the benefit of a right or entitlement more than once in relation to the same period of service; or
(d) constitute a retrenchment, redundancy or termination of the employee’s employment by the State; or
(e) entitle the employee to a payment or other benefit because he or she is no longer employed by the State; or
(f) require the State to make any payment in relation to the employee’s accrued rights to annual, sick or long service leave irrespective of any arrangement between the State and the employee.
pt.3-div.4
Miscellaneous
Miscellaneous
sec.49
TIQ successor in law
sec.49 TIQ successor in law
TIQ is the successor in law of the State to the extent of the transfer to TIQ.
sec.50
Registering authority to register or record transfer or other dealing
sec.50 Registering authority to register or record transfer or other dealing
A registering authority must, on written application by TIQ, register or record in the appropriate way the transfer of, or another dealing affecting, an asset, liability or instrument under the Act to TIQ.
TIQ must comply with any relevant procedures required by the registering authority for the purpose of registering or recording the transfer.
The registering authority may require TIQ to complete and submit a particular form.
In this section—
registering authority means the registrar of titles or another entity required or authorised by law to register or record transactions affecting assets, liabilities or instruments.
(sec.50-ssec.1) A registering authority must, on written application by TIQ, register or record in the appropriate way the transfer of, or another dealing affecting, an asset, liability or instrument under the Act to TIQ.
(sec.50-ssec.2) TIQ must comply with any relevant procedures required by the registering authority for the purpose of registering or recording the transfer. The registering authority may require TIQ to complete and submit a particular form.
(sec.50-ssec.3) In this section— registering authority means the registrar of titles or another entity required or authorised by law to register or record transactions affecting assets, liabilities or instruments.
sec.51
Effect on legal relationships
sec.51 Effect on legal relationships
Nothing done under this part—
makes a relevant entity liable for a civil wrong or contravention of a law, including for a breach of a contract, confidence or duty; or
makes a relevant entity in breach of any instrument, including an instrument prohibiting, restricting or regulating the assignment, novation or transfer of a right or liability or the disclosure of information; or
is taken to fulfil a condition that—
terminates, or allows a person to terminate, an instrument or obligation; or
modifies, or allows a person to modify, the operation or effect of an instrument or obligation; or
allows a person to avoid or enforce an obligation or liability contained in an instrument or requires a person to perform an obligation contained in an instrument; or
requires any money to be paid before its stated maturity; or
releases a surety or other obligee, wholly or partly, from an obligation.
If, apart from this subsection, the advice, consent or approval of a person would be necessary to do something under this Act, the advice is taken to have been obtained or the consent or approval is taken to have been given unconditionally.
If, apart from this subsection, giving notice to a person would be necessary to do something under this Act, the notice is taken to have been given.
A transfer to TIQ has effect despite any other contract, law or instrument.
In this section—
relevant entity means—
the State or an employee or agent of the State; or
TIQ, a member or an employee or agent of TIQ.
(sec.51-ssec.1) Nothing done under this part— makes a relevant entity liable for a civil wrong or contravention of a law, including for a breach of a contract, confidence or duty; or makes a relevant entity in breach of any instrument, including an instrument prohibiting, restricting or regulating the assignment, novation or transfer of a right or liability or the disclosure of information; or is taken to fulfil a condition that— terminates, or allows a person to terminate, an instrument or obligation; or modifies, or allows a person to modify, the operation or effect of an instrument or obligation; or allows a person to avoid or enforce an obligation or liability contained in an instrument or requires a person to perform an obligation contained in an instrument; or requires any money to be paid before its stated maturity; or releases a surety or other obligee, wholly or partly, from an obligation.
(sec.51-ssec.2) If, apart from this subsection, the advice, consent or approval of a person would be necessary to do something under this Act, the advice is taken to have been obtained or the consent or approval is taken to have been given unconditionally.
(sec.51-ssec.3) If, apart from this subsection, giving notice to a person would be necessary to do something under this Act, the notice is taken to have been given.
(sec.51-ssec.4) A transfer to TIQ has effect despite any other contract, law or instrument.
(sec.51-ssec.5) In this section— relevant entity means— the State or an employee or agent of the State; or TIQ, a member or an employee or agent of TIQ.
(a) makes a relevant entity liable for a civil wrong or contravention of a law, including for a breach of a contract, confidence or duty; or
(b) makes a relevant entity in breach of any instrument, including an instrument prohibiting, restricting or regulating the assignment, novation or transfer of a right or liability or the disclosure of information; or
(c) is taken to fulfil a condition that— (i) terminates, or allows a person to terminate, an instrument or obligation; or (ii) modifies, or allows a person to modify, the operation or effect of an instrument or obligation; or (iii) allows a person to avoid or enforce an obligation or liability contained in an instrument or requires a person to perform an obligation contained in an instrument; or (iv) requires any money to be paid before its stated maturity; or
(i) terminates, or allows a person to terminate, an instrument or obligation; or
(ii) modifies, or allows a person to modify, the operation or effect of an instrument or obligation; or
(iii) allows a person to avoid or enforce an obligation or liability contained in an instrument or requires a person to perform an obligation contained in an instrument; or
(iv) requires any money to be paid before its stated maturity; or
(d) releases a surety or other obligee, wholly or partly, from an obligation.
(i) terminates, or allows a person to terminate, an instrument or obligation; or
(ii) modifies, or allows a person to modify, the operation or effect of an instrument or obligation; or
(iii) allows a person to avoid or enforce an obligation or liability contained in an instrument or requires a person to perform an obligation contained in an instrument; or
(iv) requires any money to be paid before its stated maturity; or
(a) the State or an employee or agent of the State; or
(b) TIQ, a member or an employee or agent of TIQ.
sec.52
Non-liability for State taxes
sec.52 Non-liability for State taxes
TIQ is not liable to pay a State tax in relation to—
a transfer of a share, transferable asset, transferable liability or transferable instrument, or any other thing done, under this part; or
another dealing affecting a share, transferable asset, transferable liability or transferable instrument as part of the transfer under this part.
In this section—
State tax means a fee, levy or charge imposed under an Act, including a fee or charge under the Land Act 1994 or the Land Title Act 1994 .
(sec.52-ssec.1) TIQ is not liable to pay a State tax in relation to— a transfer of a share, transferable asset, transferable liability or transferable instrument, or any other thing done, under this part; or another dealing affecting a share, transferable asset, transferable liability or transferable instrument as part of the transfer under this part.
(sec.52-ssec.2) In this section— State tax means a fee, levy or charge imposed under an Act, including a fee or charge under the Land Act 1994 or the Land Title Act 1994 .
(a) a transfer of a share, transferable asset, transferable liability or transferable instrument, or any other thing done, under this part; or
(b) another dealing affecting a share, transferable asset, transferable liability or transferable instrument as part of the transfer under this part.
pt.4
Miscellaneous provision
Miscellaneous provision
sec.53
Regulation-making power
sec.53 Regulation-making power
The Governor in Council may make regulations under this Act.
pt.5
Transitional provisions for Revenue Amendment and Trade and Investment Queensland Act 2013
Transitional provisions for Revenue Amendment and Trade and Investment Queensland Act 2013
sec.54
Appointment of first CEO
sec.54 Appointment of first CEO
Subsection (2) applies until the board consists of at least 2 members.
Despite section 32(2), the Minister may appoint TIQ’s first CEO.
If the Minister acts under subsection (2)—
until the board consists of at least 2 members—
the CEO is responsible for the way TIQ performs its functions; and
the CEO’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way; and
a term of appointment in the CEO’s contract of employment must be that the CEO holds office for a term of no more than 5 years; and
subject to subsection (4), this Act applies to the appointee as if he or she had been appointed under section 32.
Despite section 34, for matters not provided for under this Act or stated in the contract of employment, the CEO holds office on the terms of appointment decided by the Minister.
(sec.54-ssec.1) Subsection (2) applies until the board consists of at least 2 members.
(sec.54-ssec.2) Despite section 32(2), the Minister may appoint TIQ’s first CEO.
(sec.54-ssec.3) If the Minister acts under subsection (2)— until the board consists of at least 2 members— the CEO is responsible for the way TIQ performs its functions; and the CEO’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way; and a term of appointment in the CEO’s contract of employment must be that the CEO holds office for a term of no more than 5 years; and subject to subsection (4), this Act applies to the appointee as if he or she had been appointed under section 32.
(sec.54-ssec.4) Despite section 34, for matters not provided for under this Act or stated in the contract of employment, the CEO holds office on the terms of appointment decided by the Minister.
(a) until the board consists of at least 2 members— (i) the CEO is responsible for the way TIQ performs its functions; and (ii) the CEO’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way; and
(i) the CEO is responsible for the way TIQ performs its functions; and
(ii) the CEO’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way; and
(b) a term of appointment in the CEO’s contract of employment must be that the CEO holds office for a term of no more than 5 years; and
(c) subject to subsection (4), this Act applies to the appointee as if he or she had been appointed under section 32.
(i) the CEO is responsible for the way TIQ performs its functions; and
(ii) the CEO’s role includes ensuring TIQ performs its functions in a proper, effective and efficient way; and
sec.55
TIQ’s first strategic and operational plans
sec.55 TIQ’s first strategic and operational plans
This section applies to TIQ’s first strategic and operational plans.
Having regard to when TIQ is established, and any other relevant circumstances, the Minister may agree to the first plans being prepared and submitted at a time later than would otherwise apply under the Financial Accountability Act 2009 .
If the Minister acts under subsection (2) in relation to a plan, the period for which the plan applies is—
the remainder of the financial year in which it is submitted; and
if TIQ and the Minister agree the plan is also to apply for the following financial year, for that financial year.
(sec.55-ssec.1) This section applies to TIQ’s first strategic and operational plans.
(sec.55-ssec.2) Having regard to when TIQ is established, and any other relevant circumstances, the Minister may agree to the first plans being prepared and submitted at a time later than would otherwise apply under the Financial Accountability Act 2009 .
(sec.55-ssec.3) If the Minister acts under subsection (2) in relation to a plan, the period for which the plan applies is— the remainder of the financial year in which it is submitted; and if TIQ and the Minister agree the plan is also to apply for the following financial year, for that financial year.
(a) the remainder of the financial year in which it is submitted; and
(b) if TIQ and the Minister agree the plan is also to apply for the following financial year, for that financial year.
sec.56
Effect of regulation amendment
sec.56 Effect of regulation amendment
The amendment of the Industrial Relations Regulation 2011 by this Act does not affect the power of the Governor in Council to further amend the regulation or to repeal it.
sec.57
Section sec.57
s 57 exp 2 August 2013 (see s 58)
sec.58
Section sec.58
s 58 exp 2 August 2013 (see s 58)
Source text: opening excerpt
Sourced from Queensland Legislation (legislation.qld.gov.au), CC BY 4.0.
pt.1 Preliminary
Preliminary
sec.1 Short title
sec.1 Short title
This Act may be cited as the Trade and Investment Queensland Act 2013 .
s 1 amd 2013 No. 28 s 107
sec.2 Commencement
sec.2 Commencement
The following provisions commence on a day to be fixed by proclamation—
parts 3 and 7 ;
schedule 1 , definitions asset , employee , employee register , register , Trade Office , transfer , transferable asset , transferable assets and liabilities , transferable employee , transferable instrument , transferable liability , transferable proceeding and transfer day .
s 2 amd 2013 No. 28 s 108
(a) parts 3 and 7 ;
(b) schedule 1 , definitions asset , employee , employee register , register , Trade Office , transfer , transferable asset , transferable assets and liabilities , transferable employee , transferable instrument , transferable liability , transferable proceeding and transfer day .
sec.3 Object and achieving object
sec.3 Object and achieving object
The object of this Act is to achieve economic and social benefits for Queensland by facilitating, supporting and encouraging trade, investment and other commercial opportunities for Queensland, including between Queensland and foreign countries.
The object is to be primarily achieved by establishing Trade and Investment Queensland.
s 3 prev s 3 om 2013 No. 28 s 109
(sec.3-ssec.1) The object of this Act is to achieve economic and social benefits for Queensland by facilitating, supporting and encouraging trade, investment and other commercial opportunities for Queensland, including between Queensland and foreign countries.
(sec.3-ssec.2) The object is to be primarily achieved by establishing Trade and Investment Queensland.
sec.4 Extraterritorial application of Act
sec.4 Extraterritorial application of Act
This Act applies both within and outside Queensland.
This Act applies outside Queensland to the full extent of the extraterritorial legislative power of the Parliament.
(sec.4-ssec.1) This Act applies both within and outside Queensland.
(sec.4-ssec.2) This Act applies outside Queensland to the full extent of the extraterritorial legislative power of the Parliament.
sec.5 Dictionary
sec.5 Dictionary
The dictionary in schedule 1 defines particular words used in this Act.
sec.6 References to functions
sec.6 References to functions
In this Act—
a reference to a function includes a reference to a power; and
a reference to performing a function includes a reference to exercising a power.
Preserves the legal continuity of transferred instruments and ensures transfers are treated as if effected in favour of TIQ (ss 42-44), while simultaneously stating transfers have effect despite other contracts, laws or instruments and that required consents and notices are taken to have been obtained or given (s 51).
Exempts TIQ from State taxes for transfers under Part 3 (s 52).
Provides regulation-making power (s 53) and transitional rules for TIQ’s first strategic, operational plans and first CEO (Pt 5, ss 54-56).
The Act therefore implements a structural and legal transfer of trade and investment functions previously exercised within a department into a dedicated statutory body. The statutory mechanics focus on corporate form, transfer of specific assets and liabilities via an approved register, employee transfer with protection of accrued rights, reporting obligations, ministerial oversight, and practical steps for effecting title and instrument changes through registering authorities (s 50).
The Act states its purpose is to achieve economic and social benefits for Queensland by facilitating, supporting and encouraging trade and investment opportunities, and says the object is to be primarily achieved by establishing TIQ (s 3). The statute then provides institutional tools that allocate control, decision-making and legal ownership to TIQ while preserving continuity of legal relations as between the State, third parties and employees.
Main concepts
The Act organises around a few recurring legal constructs: a statutory corporate body (TIQ); functions and powers to enable commercial activity; governance by a board and CEO; transfer by statutory operation of assets, liabilities, instruments, proceedings and employees; registers that identify what transfers; ministerial control by written direction; and statutory protections and mechanics for third-party dealings.
TIQ as a statutory body: TIQ is a body corporate with a seal and capacity to sue or be sued (s 7). It is explicitly a statutory body for the purposes of the Financial Accountability Act 2009 and the SBFA Act (s 9). TIQ represents the State and has the status, privileges and immunities of the State (s 8). These are legal status points that affect capacity, immunities and the application of public finance rules.
Functions and powers: The Act lists instrumental and promotional functions (s 10). The functions are broad and include facilitation, advice to the Minister, establishment of foreign offices and trade missions, development of schemes for export and foreign direct investment, and acting as the State’s agent outside Australia on request (s 10(a)-(o)). TIQ may exercise all powers of an individual necessary to perform its functions, for example contracting, holding property and charging fees (s 11).
Governance architecture: The board is the governing body and is responsible for performance oversight and ensuring TIQ acts properly, effectively and efficiently (ss 16, 17). Board composition is prescribed: at least four but not more than seven members appointed by the Governor in Council, with two specified departmental representatives (chief executives or nominated senior executives) from the department administering this Act and the department administering the State Development and Public Works Organisation Act 1971 (s 16). Members other than departmental representatives are appointed under this Act and not under the Public Sector Act 2022 (s 16(5)). The Governor in Council appoints chair and may appoint deputy chair (ss 20-21). The board controls meetings, quorum rules and conflict-of-interest disclosure (ss 25-31).
Ministerial control: The Minister may give written directions to TIQ and its subsidiaries, and TIQ must comply; the board must ensure compliance and, so far as practicable, ensure compliance by subsidiaries (s 13). That makes ministerial instruction a primary compliance lever.
Delegation, authentication and administrative mechanics: TIQ may delegate functions to members, the CEO or appropriately qualified persons and those delegates may subdelegate (s 14). Documents are authenticated by signature rules and sealing rules established by the board (s 15).
Transfer regime and registers: Part 3 defines the Trade Office, transferable assets, liabilities, instruments, proceedings and transferable employees, and relies on two registers: a register of assets/liabilities/instruments/proceedings approved by the chief executive (s 41), and an employee register approved by the chief executive (s 45). On the transfer day, items stated in the register are divested from the State and become TIQ’s assets and liabilities; instruments are taken to be instruments to which TIQ is a party; proceedings may be continued or started by or against TIQ; and listed employees become TIQ employees and cease to be public service employees (ss 42, 44, 47). The chief executive has power to correct the registers within one year after the transfer day to rectify omissions or errors (ss 41(3), 45(3)), and those corrections affect the timing of transfer for employees (s 47).
Preservation and effect: The Act preserves employee remuneration, accrued superannuation and leave entitlements and continuity of service for transferable employees (s 48). It also contains broad protective provisions giving transfers effect despite other laws, contracts or instruments, and declares that acts under Part 3 do not make the State or TIQ liable for civil wrongs or in breach of instruments, while treating consents and notices as having been given where they would otherwise be necessary (s 51). The Act exempts TIQ from State taxes in relation to transfers under Part 3 (s 52).
Reporting and accountability: The board must report to the Minister with half-year reports (s 36), keep the Minister informed about operations, financial performance and achievement of objectives (s 37), and comply with departmental reporting requirements for monitoring and assessment if required by the Minister (s 38).
Transitional and consequential provisions: The Act contains transitional arrangements for appointing the first CEO by the Minister until the board has at least two members and allows the Minister to agree to later preparation of TIQ’s first strategic and operational plans (Pt 5, ss 54-55). It also preserves the power to amend or repeal an Industrial Relations Regulation (s 56).
These concepts allocate legal title and operational autonomy to TIQ while embedding ministerial oversight, ensuring financial accountability through existing public finance Acts, and preserving continuity of legal and employment rights during the transfer from an administrative Trade Office.
Who it affects
The Act affects a defined set of public and private actors through legal change of ownership, governance and employment status. The primary affected parties, and how they are affected, follow directly from the instrument.
Trade and Investment Queensland (TIQ): The Act creates TIQ as a new legal entity and transfers to it specified assets, liabilities, instruments and proceedings listed in the register (ss 7; 42; 41). TIQ receives statutory powers to contract, hold property, charge fees, appoint agents and carry out promotional and investment-related functions (ss 10-11).
The State and the Trade Office in the administering department: The Act transfers control of registered items from the Trade Office in the department to TIQ on the transfer day (ss 40, 42). The State is divested of listed transferable assets and liabilities and TIQ is made successor in law to the extent of the transfer (ss 42; 49). The State remains the party behind TIQ in the sense TIQ represents the State and has the State’s status and immunities (s 8).
Employees of the department (public service employees): Persons whose names are stated in the employee register become TIQ employees and cease to be public service employees on the transfer day (s 47). Their remuneration, accrued superannuation and leave entitlements are preserved and continuity of service is maintained for rights purposes, subject to the single-claim rule noted in s 48.
Board members and the CEO: The Governor in Council appoints board members (s 16). Two members must be departmental representatives from specified departments (s 16(3)). Members other than departmental representatives are appointed under this Act and are not public servants under the Public Sector Act 2022 (s 16(5)). The CEO is appointed by the board with prior written approval of the Minister and is employed under this Act, not the Public Sector Act 2022 (s 32). The Minister may appoint the first CEO until the board has at least two members (s 54).
The Minister and the department: The Minister retains direct control via the power to issue written directions to TIQ and its subsidiaries and may require reporting and information for monitoring, assessing and reporting on TIQ’s performance (ss 13; 38). The Minister may also consent to a proposed resolution if all board members are disqualified or conflicted (s 31(8)).
Third-party contract counterparties and other legal counterparties: Instruments, rights and liabilities stated as transferable instruments in the register are taken to be instruments to which TIQ is a party and enforceable by or against TIQ without formally obtaining consents or notices that would otherwise be required; s 44 and s 51 give effect to that rule. Registering authorities and registrars are affected because they must, on written application by TIQ, register or record transfers in accordance with their procedures (s 50).
Registering authorities and tribunals: The Act requires registering authorities to register transfers or other dealings on written application by TIQ and permits the registering authority to require particular forms and compliance with procedures (s 50).
Entities that interact with TIQ’s functions: Businesses, investors, foreign offices, consultants and agencies that engage with TIQ for promoting, attracting or facilitating trade and investment will interact with a corporate, fee-charging body corporate that is subject to the Financial Accountability Act 2009 and SBFA Act (ss 9; 11(e)). The Act permits TIQ to charge fees for services, which affects commercial counterparties (s 11(e)).
Subsidiaries: The Act contemplates subsidiaries in the Corporations Act sense. The Minister’s directions apply to TIQ and its subsidiaries, and the board must endeavour to ensure subsidiaries comply with directions as far as practicable (s 13).
The Act therefore affects those who hold property, contracts, proceedings and employees linked to the Trade Office, government departments and fiscal officers, board appointees and officers, private-sector counterparties that had dealings with the Trade Office, and registering authorities that record title and instrument changes. The transfer mechanics alter the formal party to contracts and the entity paying fees, and change the employment status of listed employees from public service employment to employment by TIQ.
Key duties and rights
The Act allocates duties and rights across TIQ, its board, the CEO, the Minister and transferred employees and counterparties. Below are the primary statutory duties and entitlements, cited to the relevant sections.
TIQ’s duties and rights
Perform specified functions: TIQ has a suite of statutory functions to facilitate, promote, identify, attract and develop trade and investment opportunities; assist entities; administer schemes; run trade missions; establish foreign offices; act as State agent when requested; provide advice to the Minister and perform other functions assigned by the Minister or by law (s 10). The word “functions” includes powers and performing a function includes exercising a power (s 6).
Powers of an individual: TIQ has all the powers of an individual for carrying out its functions, including contracting, acquiring and disposing of property, appointing agents and attorneys, engaging consultants, and charging fees (s 11). These are rights to operate commercially and enter legal relationships.
Status of the State: TIQ represents the State and “has the status, privileges and immunities of the State” (s 8). That is a statutory right with legal consequences for immunities and privileges.
Board duties and rights
Governance obligations: The board is responsible for the way TIQ performs its functions and must ensure TIQ performs them in a proper, effective and efficient way (s 17). The board may establish committees, control the conduct and timing of meetings, keep minutes and records of resolutions (ss 24-30).
Appointment and remuneration rights: The Governor in Council appoints members (s 16). Non-departmental members receive remuneration and allowances as determined by the Governor in Council (s 18).
Disclosure and conflict management: Members must disclose direct or indirect financial or personal interests that could conflict with their duties and must not participate in consideration or decision-making unless the board directs otherwise; disclosures are to be recorded in minutes (s 31). If all present members are disqualified, the Minister can by signed consent consider and decide the matter (s 31(8)).
CEO duties and rights
Appointment and oversight: The CEO must be appointed by the board with prior written approval of the Minister and is employed under this Act rather than the Public Sector Act 2022 (s 32).
Operational responsibility: The CEO is responsible for ensuring the efficient and effective administration and operation of TIQ in accordance with the board’s priorities (s 35). The CEO holds office for up to five years on terms set out in a contract of employment and may be reappointed (s 33).
Ministerial powers and duties
Direction power and compliance: The Minister may give TIQ a written direction in relation to TIQ and its subsidiaries; TIQ must comply and the board must ensure compliance and as far as practicable ensure compliance by subsidiaries (s 13). This is a statutory duty of compliance.
Reporting and monitoring: The Minister may require TIQ or the board to report to the department and may act to monitor, assess and report on TIQ’s performance (s 38). The board must keep the Minister reasonably informed of operations, financial performance and delivery against strategic and operational plans (s 37).
Employee rights and employer duties
Transfer mechanics: A transferable employee listed in the employee register becomes an employee of TIQ and ceases to be a public service employee (s 47).
Preservation of employment rights: Transfer does not affect total remuneration, does not prejudice existing or accruing rights to superannuation or leave, does not interrupt continuity of service (subject to single-claim constraint), is not a retrenchment or redundancy, does not entitle a departing payment for ceasing to be employed by the State, and does not require the State to make payments for accrued leave irrespective of any State-employee arrangement (s 48). These provisions create statutory protections of accrued rights for transferred employees.
Rights of third parties and counterparties
Continuity of instruments and proceedings: Transferable instruments are taken to apply to TIQ in place of the State, including rights, title, interest and liabilities arising under the instrument; applications made in the State’s name are treated as applications made in TIQ’s name; amounts payable under instruments are payable by or to TIQ as they would have been to or by the State (s 44).
Effect despite other law or instruments: Transfers under Part 3 have effect despite other contracts, laws or instruments; the Act states that acts done under Part 3 do not make relevant entities liable for civil wrongs or render them in breach of instruments, and further treats required consents, approvals and notices as having been given or given unconditionally (s 51). This confers statutory conversion power over contractual relationships.
Administrative duties
Authentication and delegation: TIQ must authenticate documents per board rules (s 15) and may delegate functions to members, the CEO or appropriately qualified persons (s 14). Delegates may subdelegate.
Reporting obligations: The board must provide half-year reports to the Minister within statutory timelines (s 36) and keep the Minister reasonably informed (s 37).
Registers and correction rights
Chief executive approval and correction: Registers of transferable assets and employees must be prepared and approved by the chief executive; the chief executive may change either register within one year after the transfer day to correct omissions or errors (ss 41(1)-(3); 45(1)-(3)). The chief executive thus has a statutory right to make post-transfer-day corrections within a one-year window.
These duties and rights structure TIQ as a state-representing agency with commercial capacities, place oversight duties on the board and CEO, preserve employee rights on transfer, and create statutory mechanisms to convert State relationships into TIQ relationships without requiring further consent or formal novation from counterparties.
Penalties and enforcement
The Act does not create standalone criminal offences or civil penalties for non-compliance with most of its stated obligations. Enforcement in the statute is primarily administrative and managerial. The following enforcement mechanisms and absence of specific penalty provisions follow from the text.
Administrative compliance and mandatory obligations
Mandatory compliance with Ministerial directions: TIQ and its board must comply with written directions from the Minister and ensure subsidiaries comply as far as practicable (s 13). The Act does not specify a civil penalty or criminal sanction for non-compliance; the statutory requirement is expressed as an obligation. Enforcement would therefore be by political, administrative or internal public-sector means, including possible removal of members by the Governor in Council (s 23(2) allows the Governor in Council to end an appointment at any time for any reason), or through other public law remedies not specified in the Act.
Reporting obligations: The board must give half-year reports to the Minister within prescribed timeframes (s 36) and keep the Minister reasonably informed (s 37). The Act does not specify a penalty for late or non-delivery of reports. The Minister may require reporting to the department under s 38 and TIQ must comply; again, no statutory penalty is provided.
Governance internal enforcement
Board composition and removal: Members other than departmental representatives may be removed by the Governor in Council at any time for any reason or none (s 23(2)). This is an administrative enforcement lever for governance non-compliance.
Employment protections and remedies
Preservation of employee rights: The Act preserves certain employee entitlements on transfer (s 48). The Act does not specify penalty regimes for breaches; remedies for employees would operate through employment law or contract law and relevant workplace tribunals, subject to the employment status change effected by s 47 and the fact the CEO and members are employed under this Act rather than under the Public Sector Act 2022 (s 32(3); s 54(4)).
Statutory immunity and legal effect clauses
Protection from liability in transfers: Part 3 contains provisions that nothing done under the part makes a relevant entity liable for civil wrongs or contravention of a law, or in breach of an instrument (s 51(1)). That clause restricts the operation of some liabilities in relation to actions taken under Part 3; it is not a penalty provision, but it does affect potential civil enforcement against the State or TIQ in respect of transfer operations.
Registration and title enforcement
Registering authority duties: A registering authority must, on written application by TIQ, register or record in the appropriate way the transfer of assets, liabilities or instruments under the Act to TIQ (s 50). No penalty is prescribed for failure by the registering authority; the duty is statutory and subject to any enforcement mechanisms available under the registering authority’s governing legislation.
Absence of express offences
The Act contains no express offence provisions such as fines or imprisonment for failure to comply with the Act’s administrative duties, and it does not specify pecuniary penalties for directors or officers. Where enforcement is necessary, the primary levers are governance removal (s 23), ministerial directions and reporting requirements, and existing remedies under general law or other statutes (for example, financial management requirements under the Financial Accountability Act 2009 and SBFA Act, which apply to TIQ under s 9 and may include their own compliance and penalty regimes).
In summary, enforcement under this Act is administrative and managerial rather than penal. The Act relies on ministerial direction, board accountability, appointment and removal processes, and the cross-application of public finance Acts (s 9) for compliance rather than specifying offences or penalties within the Act itself.
How it interacts with other laws
The Act explicitly cross-references several other statutes and creates interaction points that practitioners must note. The text defines how TIQ sits within the broader legal framework.
Financial and statutory bodies legislation
Financial Accountability Act 2009 and SBFA Act: TIQ is a statutory body under the Financial Accountability Act 2009 and the Statutory Bodies Financial Arrangements Act 1982 (s 9(1)). Part 2B of the SBFA Act is stated to set out the way TIQ’s powers under this Act are affected by the SBFA Act (s 9(2)). This means TIQ is subject to public finance, budgeting, audit and financial arrangement regimes established by those Acts. The Act does not reproduce SBFA obligations but makes TIQ subject to them.
Corporations Act and subsidiaries
Definition of subsidiary: The Act uses the Corporations Act definition of subsidiary when referring to TIQ’s subsidiaries for the purpose of ministerial directions (s 13). That imports corporate law concepts of control and subsidiary status into the governance regime.
Public Sector Act 2022 and employment law
Exclusion from Public Sector Act: Board members other than departmental representatives and the CEO are appointed or employed “under this Act and not the Public Sector Act 2022” (s 16(5); s 32(3)). Consequently, those appointees are outside the employment framework of the Public Sector Act. That choice affects application of public sector employment rules and grievance, discipline and mobility regimes. The Act does not define the full consequences; it merely states the employment instrument.
Land, title and other registers
Registering authorities and State taxes: The Act requires registering authorities such as registrars of title to register or record transfers on written application by TIQ (s 50). The Act also exempts TIQ from State taxes in relation to transfers under Part 3, and gives examples such as fees or charges under the Land Act 1994 or the Land Title Act 1994 (s 52). That interacts with land registration and revenue regimes and reduces transactional costs of transferring land-related assets under Pt 3.
Criminal law references
Indictable offence definition: The disqualification for membership in s 22 refers to indictable offences, and explicitly states indictable offence includes an indictable offence dealt with summarily, whether or not Criminal Code s 659 applies (s 22(2)). This imports criminal law terminology for fitness-to-hold-office checks.
Industrial Relations Regulation 2011
Transitional effect: Section 56 records that the amendment of the Industrial Relations Regulation 2011 by the Act does not affect the Governor in Council’s power to amend or repeal that regulation. That preserves secondary-legislation autonomy.
Effect on contracts and other instruments
Statutory substitution and overrides: Part 3 contains lex specialis provisions that transfers to TIQ have effect despite other contracts, laws or instruments (s 51(4)). Subsection 51(2) also treats consents, approvals and notices as having been obtained or given unconditionally where they would otherwise have been necessary. These clauses alter the usual operation of contract law and assignment/novation constraints for instruments specified in the register.
Other public law remedies
The Act sits alongside other public law frameworks. For example, while the Act requires compliance with ministerial directions (s 13), nothing in the Act removes the application of judicial review principles where TIQ action or failure to act falls within public law jurisdiction. The Act does not state that decisions are immune from review.
Taken together, the Act integrates TIQ into Queensland’s public finance architecture, imports Corporations Act concepts for subsidiaries, interacts with land and title registration regimes and revenue law via s 50 and s 52, and creates statutory overrides in respect of contractual instruments and consents for transfers listed in Part 3. Practitioners must therefore consider the interplay between s 51’s overriding effect and third-party rights under other statutes and contracts, as well as financial compliance under the Financial Accountability Act and SBFA Act.
Amendment history
The instrument text includes explicit amendment annotations and transitional notes. The Act’s own heading shows it is the Trade and Investment Queensland Act 2013. The text records specific amendments and repeals in its marginal notes. The following points are drawn directly from the Act’s notes and section annotations.
2013 amendments and commencement notes: Several early sections carry amendment marginalia referencing “2013 No. 28” and specific sections such as s 1 amended (2013 No. 28 s 107) and s 2 amended (2013 No. 28 s 108). Section 3 contains a marginal history entry noting previous text (prev s 3 om 2013 No. 28 s 109). These annotations indicate the Act has undergone amendment in 2013, consistent with its origination year.
Public Sector Act 2022 interactions: Section 16 and section 32 show later amendment annotations: s 16 was amended by 2022 No. 34 s 365 sch 3, and s 32 was amended in the same instrument (s 32 amd 2022 No. 34 s 365 sch 3). These notes record the legislative change to clarify that certain appointments are made under this Act and not under the Public Sector Act 2022.
2023 amendment: Section 22 (disqualification from membership) carries an amendment note: “s 22 amd 2023 No. 23 s 247 sch 1 ss 2 (1) , 4” indicating an amendment in 2023. The marginal note records the textual effect and the insertion clarifying what constitutes an indictable offence for the purposes of membership disqualification (s 22(2)).
Transitional provisions referencing expiry: Sections 57 and 58 are marked with “s 57 exp 2 August 2013 (see s 58)” and “s 58 exp 2 August 2013 (see s 58)”. These marginal notes show those sections had expiry operation linked to the transitional arrangements, now recorded as expired.
Textual history where indicated: Several sections show “prev s X om 2013 No. 28 s Y” or similar marginal references, indicating prior text or omissions replaced by later amendments.
Part 5 transitional provisions: The Act contains transitional rules (Pt 5, ss 54-56) that themselves create temporary deviations from the general appointment and planning rules for TIQ’s first CEO and first strategic and operational plans.
All amendment references above are taken from the section marginal notes and amendment markers supplied in the Act text. The Act itself does not include a consolidated amendment schedule within the body beyond these marginalia. For a definitive amendment chronology and enacted text consolidation one must consult the official Queensland legislation database or an authorised reprint which will combine all amendments, but the Act text as provided records the 2013 enactment and later amendments noted in-line, including 2022 and 2023 amendments referenced in the section notes.
Litigation history
The Act text contains no litigation history and names no cases. It provides statutory mechanics and transitional measures but does not record any judicial decisions or appeals in its text.
Because the Act itself is an enabling and organisational statute rather than a regulatory offence-laden statute, any litigation likely to arise would concern constructional disputes about the effect of Part 3 transfers, administrative law challenges to the exercise of ministerial direction powers or board decisions, employment disputes over transferred employees, or disputes about registration and title changes effected under s 50. However, these hypotheses are not recorded in the Act; the text includes no referrals to cases, judgments or litigation outcomes and does not establish internal judicial review processes beyond the statutory obligations.
Practitioners should therefore search case law databases and tribunal records for post-enactment litigation involving TIQ, challenges to transfer operations under Part 3, disputes about the statutory substitution of the State by TIQ for specific instruments (s 44), or cases addressing the extent of the Minister’s direction power (s 13). That search is necessary because the Act text itself does not provide litigation history.
Gotchas
The Act contains several provisions that create friction points or non-obvious legal consequences for practitioners. These are concrete statutory mechanisms that carry implementation risk, potential compliance traps and consequences for counterparties and staff. All points below are grounded in the Act text.
Register-driven transfer and one-year correction window (ss 41, 45, 47)
Transfer of assets, liabilities, instruments, proceedings and employees occurs only if the item is stated in the respective register approved by the chief executive (ss 41(1); 45(1); 40 definitions).
The chief executive may correct the registers at any time within one year after the transfer day to correct omissions or errors (ss 41(3); 45(3)). A register correction can change whether an employee is treated as transferred and can retime the practical effect for employees (s 47(2)-(3)). This creates potential retrospective uncertainty for counterparties and employees during the correction window.
Statutory substitution without consents or notices (ss 44, 51)
Transferable instruments stated in the register apply to TIQ in place of the State, with rights, obligations and liabilities taken to be transferred to TIQ (s 44).
Section 51(2) provides that if, apart from s 51, advice, consent or approval would be necessary to do something under the Act, the advice is taken to have been obtained or the consent taken to have been given unconditionally; s 51(3) treats notices as having been given. These clauses can displace contractual consent or notice requirements without negotiation, which may surprise counterparties and affect enforceability and remedies.
Broad “no liability” clause in Part 3 (s 51(1))
Section 51(1)(a) states nothing done under this part makes a relevant entity liable for a civil wrong or contravention of a law, including breach of contract, confidence or duty. Practitioners need to consider how this interacts with third-party rights; the Act attempts to immunise the State and TIQ in respect of transfer operations, which may limit remedies for some affected parties.
Employees cease to be public service employees (s 47)
Transferable employees become employees of TIQ and cease to be public service employees (s 47(1)(b)). Although rights are preserved (s 48), the change in employment regime may affect dispute resolution pathways, enterprise bargaining coverage, industrial instruments and employer obligations because the CEO and most members are employed under this Act and not the Public Sector Act 2022 (s 32(3); s 16(5)).
Ministerial directions are mandatory and broad (s 13)
The Minister may give written directions to TIQ and its subsidiaries and TIQ must comply (s 13). The board must ensure compliance and, as far as practicable, ensure subsidiaries comply. The Act does not specify limits on the content of directions beyond the procedural requirement that they be in writing.
TIQ has the status, privileges and immunities of the State (s 8)
TIQ’s State status affects its exposure in litigation and may change how counterparties enforce rights. That status combined with s 51 can complicate recovery against assets or claims founded on instruments transferred to TIQ.
Exemption from State taxes for transfers (s 52)
Section 52 exempts TIQ from State taxes in relation to transfers under Part 3, including examples such as fees under Land Act 1994 or Land Title Act 1994. Counterparties and advisers should note cost savings but also check federal or local taxes not encompassed by the statutory definition of State tax.
Quorum rules limit the utility of departmental representatives (s 27)
Quorum rules require that for a four-member board two members are present and neither may be a departmental representative; for more than four members, three members are required and at least two must not be departmental representatives (s 27). This prevents departmental representatives alone forming a quorum and can affect meeting scheduling and decision-making.
No express penalty regime in the Act
The Act relies on administrative compliance mechanisms: removal of members by the Governor in Council (s 23), reporting duties (ss 36-38), and existing public finance Acts (s 9). There are no specific offences or penalties within the Act for breach of duties such as failing to provide reports or failing to comply with ministerial directions. Remedies will therefore largely be administrative or available under other general law.
Registering authority procedures remain applicable (s 50)
Although s 50 requires registering authorities to register transfers on written application by TIQ, it also requires TIQ to comply with relevant procedures and permits registering authorities to require specific forms. Practitioners must not assume automatic ministerial fix; TIQ must meet the registering authority’s procedural requirements.
These “gotchas” are statutory features that change typical expectations about novation and assignment, employment status, ministerial control and administrative enforcement. They create concentrated legal effects for employees and counterparties and shift some procedural burdens to TIQ and the registering authorities.
How to comply
Compliance under the Act is primarily administrative and organisational. The following checklist-style guidance is grounded in the statutory text and directed at TIQ, the department, registering authorities, board members, the Minister’s office and counterparties.
For TIQ and the transferring department
Prepare and approve the registers properly (ss 41; 45)
Ensure the register of transferable assets, liabilities, instruments and proceedings and the employee register are prepared with due diligence and approved by the chief executive as required (ss 41(1)-(2); 45(1)-(2)).
Maintain documentary evidence of the chief executive’s approval and the factual basis for including each listed item or employee in the registers.
Observe the one-year correction window (ss 41(3); 45(3))
Establish a process to identify omissions or errors in the registers within one year after the transfer day and document any corrections made by the chief executive. Understand the legal effect of corrections, particularly for employees (s 47).
Transacting and registering property and instruments (ss 42; 44; 50)
On the transfer day, implement transfer notifications to relevant counterparties and registering authorities. Although s 51 treats required consents and notices as having been given for the purposes of Part 3, you should still notify counterparties as a matter of commercial practice.
Where title or registration is needed (for example, land titres), make written application to the relevant registering authority and follow the registering authority’s procedures and forms (s 50). Keep records of applications and responses.
Ensure continuity of employee rights (ss 47; 48)
For each transferable employee, document salary, superannuation, leave balances and continuity of service. Ensure employment contracts and payroll systems are updated to reflect TIQ employment and that entitlements are preserved in accordance with s 48.
Communicate clearly to employees that they cease to be public service employees on transfer and explain the preserved rights and any administrative steps for superannuation or leave.
Comply with ministerial directions and reporting obligations (ss 13; 36-39)
Create internal compliance processes to receive and implement written directions from the Minister. The board must ensure TIQ complies and must, as far as practicable, ensure subsidiaries comply (s 13).
Prepare half-year reports within the four-week window after the end of each half-year or within any period agreed with the Minister (s 36). Maintain a reporting calendar to satisfy ss 36-38.
Governance compliance: meetings, minutes and disclosure (ss 25-31)
Manage board meetings to satisfy quorum rules that require a minimum number of non-departmental members (s 27). Keep minutes of meetings and of resolutions made out-of-session (s 30).
Maintain a register of member interests and follow the disclosure process in s 31. If members have conflicts, follow the abstention and recording rules and, where no members are able to decide, secure ministerial consent under s 31(8).
Delegations and document execution (ss 14; 15)
Establish a delegation framework consistent with s 14 and document authorised subdelegations. Ensure the board authorises persons to sign non-sealed documents and sets the sealing procedure for documents that require sealing (s 15).
For registering authorities
Process applications from TIQ (s 50)
Be prepared to register or record transfers on written application by TIQ and to require any forms or procedures authorised by law. Ensure readiness to process transfer applications promptly and advise TIQ on documentation necessary under your legislation.
For counterparties and private entities with contracts or dealings with the Trade Office
Review contractual clauses on assignment, novation and consent
Identify whether your contractual instruments are likely to be listed as transferable instruments in the register. If they are, be aware that the Act treats those instruments as applying to TIQ in place of the State and deems consents and notices to have been given in certain circumstances (ss 44; 51). Consider commercial steps to document the change in party and to protect positions (for example, step-in rights or security arrangements).
Consider commercial notifications and risk allocation
Despite s 51’s deeming rules, consider sending formal notices to TIQ to establish a transaction record and clarify invoicing, payment directions and counterparties’ expectations. Practically, this reduces the risk of misdirected payments and dispute about the receiving party.
For board members and the CEO
Understand appointment terms and removal power (ss 18; 19; 23)
Non-departmental members’ remuneration and terms are set by the Governor in Council (s 18). Know that the Governor in Council may end an appointment at any time for any reason or none (s 23(2)). Keep documentation of appointment instruments and terms.
Maintain procedural safeguards for conflicts (s 31)
Disclose conflicts as soon as practicable and ensure disclosures are recorded in minutes. Follow abstention requirements and secure ministerial consent where necessary.
Ensure financial compliance under the Financial Accountability Act and SBFA Act (s 9)
Implement systems and controls to comply with public finance requirements that apply to statutory bodies. Prepare strategic and operational plans in accordance with the Financial Accountability Act, observing the transitional flexibility for the first plans (s 55).
General practicalities
Document everything: approvals of registers, ministerial directions, board minutes, delegation instruments, employee entitlements and agreements with registering authorities.
Keep registers auditable and ensure the chief executive’s approvals are recorded so corrections under the one-year window have clear authorising records (ss 41(2); 45(2)).
Seek legal advice on any instruments with complex assignment restrictions despite s 51’s overriding reach, especially where third-party rights might be affected by statutory substitution and where sovereign immunity or State status is material in enforcement contexts (s 8; s 51).
Following these steps will assist TIQ and affected parties in meeting the Act’s administrative obligations and managing the statutory conversion of State functions and assets into a corporate body with commercial capacity.
(a) a reference to a function includes a reference to a power; and
(b) a reference to performing a function includes a reference to exercising a power.
pt.2 Trade and Investment Queensland
Trade and Investment Queensland
pt.2-div.1 Establishment, functions and powers
Establishment, functions and powers
sec.7 Establishment and status
sec.7 Establishment and status
Trade and Investment Queensland ( TIQ ) is established.
TIQ—
is a body corporate; and
has a seal; and
may sue and be sued in its corporate name.
(sec.7-ssec.1) Trade and Investment Queensland ( TIQ ) is established.
(sec.7-ssec.2) TIQ— is a body corporate; and has a seal; and may sue and be sued in its corporate name.
(a) is a body corporate; and
(b) has a seal; and
(c) may sue and be sued in its corporate name.
sec.8 TIQ represents the State
sec.8 TIQ represents the State
TIQ represents the State.
Without limiting subsection (1) , TIQ has the status, privileges and immunities of the State.
(sec.8-ssec.1) TIQ represents the State.
(sec.8-ssec.2) Without limiting subsection (1) , TIQ has the status, privileges and immunities of the State.
sec.9 Application of other Acts
sec.9 Application of other Acts
TIQ is a statutory body under—
the Financial Accountability Act 2009 ; and
the Statutory Bodies Financial Arrangements Act 1982 (the SBFA Act ).
The SBFA Act, part 2B sets out the way in which TIQ’s powers under this Act are affected by the SBFA Act.
(sec.9-ssec.1) TIQ is a statutory body under— the Financial Accountability Act 2009 ; and the Statutory Bodies Financial Arrangements Act 1982 (the SBFA Act ).
(sec.9-ssec.2) The SBFA Act, part 2B sets out the way in which TIQ’s powers under this Act are affected by the SBFA Act.
(a) the Financial Accountability Act 2009 ; and
(b) the Statutory Bodies Financial Arrangements Act 1982 (the SBFA Act ).
sec.10 Functions
sec.10 Functions
TIQ has the following functions—
to facilitate, encourage, promote, identify, attract and develop trade and investment opportunities;
to assist, directly or indirectly, entities in relation to trade and investment opportunities;
to promote, or participate in or coordinate projects to promote trade and investment opportunities;
to obtain, and make available to entities, information relating to existing or future trade and investment opportunities;
to conduct research into, and analysis of, trade and investment opportunities;
to work collaboratively with public sector units and other entities in relation to increasing trade and investment opportunities;
to develop and administer schemes in relation to export markets and foreign direct investment;
to facilitate access by persons to Commonwealth and State entities if that access is likely to enhance trade and investment opportunities;
to undertake trade missions for purposes in relation to TIQ’s functions;
to establish and administer offices in foreign countries for purposes in relation to TIQ’s functions;
to act outside Australia as agent for the State if requested by the Minister;
to advise the Minister about the functions mentioned in paragraphs (a) to (k) ;
to provide policy advice to the Minister in relation to trade and investment opportunities;
anything else likely to complement or enhance a function mentioned under this section;
to perform functions of the type to which paragraph (n) applies and given to TIQ in writing by the Minister;
any other function given to it under an Act.
In this section—
trade and investment opportunities means trade, investment and other commercial opportunities in Queensland and between Queensland and other States or foreign countries.
(sec.10-ssec.1) TIQ has the following functions— to facilitate, encourage, promote, identify, attract and develop trade and investment opportunities; to assist, directly or indirectly, entities in relation to trade and investment opportunities; to promote, or participate in or coordinate projects to promote trade and investment opportunities; to obtain, and make available to entities, information relating to existing or future trade and investment opportunities; to conduct research into, and analysis of, trade and investment opportunities; to work collaboratively with public sector units and other entities in relation to increasing trade and investment opportunities; to develop and administer schemes in relation to export markets and foreign direct investment; to facilitate access by persons to Commonwealth and State entities if that access is likely to enhance trade and investment opportunities; to undertake trade missions for purposes in relation to TIQ’s functions; to establish and administer offices in foreign countries for purposes in relation to TIQ’s functions; to act outside Australia as agent for the State if requested by the Minister; to advise the Minister about the functions mentioned in paragraphs (a) to (k) ; to provide policy advice to the Minister in relation to trade and investment opportunities; anything else likely to complement or enhance a function mentioned under this section; to perform functions of the type to which paragraph (n) applies and given to TIQ in writing by the Minister; any other function given to it under an Act.
(sec.10-ssec.2) In this section— trade and investment opportunities means trade, investment and other commercial opportunities in Queensland and between Queensland and other States or foreign countries.
(a) to facilitate, encourage, promote, identify, attract and develop trade and investment opportunities;
(b) to assist, directly or indirectly, entities in relation to trade and investment opportunities;
(c) to promote, or participate in or coordinate projects to promote trade and investment opportunities;
(d) to obtain, and make available to entities, information relating to existing or future trade and investment opportunities;
(e) to conduct research into, and analysis of, trade and investment opportunities;
(f) to work collaboratively with public sector units and other entities in relation to increasing trade and investment opportunities;
(g) to develop and administer schemes in relation to export markets and foreign direct investment;
(h) to facilitate access by persons to Commonwealth and State entities if that access is likely to enhance trade and investment opportunities;
(i) to undertake trade missions for purposes in relation to TIQ’s functions;
(j) to establish and administer offices in foreign countries for purposes in relation to TIQ’s functions;
(k) to act outside Australia as agent for the State if requested by the Minister;
(l) to advise the Minister about the functions mentioned in paragraphs (a) to (k) ;
(m) to provide policy advice to the Minister in relation to trade and investment opportunities;
(n) anything else likely to complement or enhance a function mentioned under this section;
(o) to perform functions of the type to which paragraph (n) applies and given to TIQ in writing by the Minister;
(p) any other function given to it under an Act.
sec.11 Powers
sec.11 Powers
TIQ has all the powers of an individual and may, for example—
enter into contracts or agreements; and
acquire, hold, deal with, and dispose of, property; and
appoint agents and attorneys; and
engage consultants and researchers; and
charge a fee for services and other facilities it supplies; and
do anything else necessary or convenient to be done in performing its functions.
(a) enter into contracts or agreements; and
(b) acquire, hold, deal with, and dispose of, property; and
(c) appoint agents and attorneys; and
(d) engage consultants and researchers; and
(e) charge a fee for services and other facilities it supplies; and
(f) do anything else necessary or convenient to be done in performing its functions.
sec.12 Extraterritoriality
sec.12 Extraterritoriality
TIQ may perform its functions inside and outside Queensland, including outside Australia.
sec.13 Ministerial directions
sec.13 Ministerial directions
The Minister may give TIQ a written direction in relation to TIQ and its subsidiaries.
TIQ must comply with the direction.
The board must ensure the direction is complied with in relation to TIQ and must, as far as practicable, ensure it is complied with in relation to its subsidiaries.
In this section—
subsidiary , of TIQ, means a body corporate that is a subsidiary of TIQ under the Corporations Act, part 1.2 , division 6 .
(sec.13-ssec.1) The Minister may give TIQ a written direction in relation to TIQ and its subsidiaries.
(sec.13-ssec.2) TIQ must comply with the direction.
(sec.13-ssec.3) The board must ensure the direction is complied with in relation to TIQ and must, as far as practicable, ensure it is complied with in relation to its subsidiaries.
(sec.13-ssec.4) In this section— subsidiary , of TIQ, means a body corporate that is a subsidiary of TIQ under the Corporations Act, part 1.2 , division 6 .
sec.14 Delegations
sec.14 Delegations
TIQ may delegate any of its functions under this Act or another Act to—
a member; or
the chief executive officer; or
an appropriately qualified person, including an employee of TIQ or of a department.
A person delegated a function under subsection (1) may subdelegate the function to an appropriately qualified person.
In this section—
appropriately qualified includes having qualifications, experience or standing appropriate for the function.
a person’s seniority level in an entity
(sec.14-ssec.1) TIQ may delegate any of its functions under this Act or another Act to— a member; or the chief executive officer; or an appropriately qualified person, including an employee of TIQ or of a department.
(sec.14-ssec.2) A person delegated a function under subsection (1) may subdelegate the function to an appropriately qualified person.
(sec.14-ssec.3) In this section— appropriately qualified includes having qualifications, experience or standing appropriate for the function. a person’s seniority level in an entity
(a) a member; or
(b) the chief executive officer; or
(c) an appropriately qualified person, including an employee of TIQ or of a department.
sec.15 Authentication of documents
sec.15 Authentication of documents
A document made by TIQ, other than a document required to be sealed, is sufficiently made if it is signed by the chief executive officer, the chairperson of the board or another person authorised by the board.
an instrument under section 14 delegating a function of TIQ
A document made by TIQ that is required to be sealed is sufficiently made if it is sealed in the way authorised by the board and signed by the chief executive officer, the chairperson of the board or another person authorised by the board.
(sec.15-ssec.1) A document made by TIQ, other than a document required to be sealed, is sufficiently made if it is signed by the chief executive officer, the chairperson of the board or another person authorised by the board. an instrument under section 14 delegating a function of TIQ
(sec.15-ssec.2) A document made by TIQ that is required to be sealed is sufficiently made if it is sealed in the way authorised by the board and signed by the chief executive officer, the chairperson of the board or another person authorised by the board.
pt.2-div.2 Board
Board
sec.16 Establishment
sec.16 Establishment
A board is established as the governing body of TIQ.
The board consists of at least 4, but not more than 7, members appointed by the Governor in Council.
The board must include the chief executive, or a senior executive nominated by the chief executive, of both of the following departments—
the department responsible for administering this Act;
the department responsible for administering the State Development and Public Works Organisation Act 1971 .
In deciding whether to appoint a person as a member, the Governor in Council must have regard to the person’s ability to contribute to the performance of TIQ’s functions.
The members, other than the members mentioned in subsection (3) (each a departmental representative ), are appointed under this Act and not the Public Sector Act 2022 .
s 16 amd 2022 No. 34 s 365 sch 3
(sec.16-ssec.1) A board is established as the governing body of TIQ.
(sec.16-ssec.2) The board consists of at least 4, but not more than 7, members appointed by the Governor in Council.
(sec.16-ssec.3) The board must include the chief executive, or a senior executive nominated by the chief executive, of both of the following departments— the department responsible for administering this Act; the department responsible for administering the State Development and Public Works Organisation Act 1971 .
(sec.16-ssec.4) In deciding whether to appoint a person as a member, the Governor in Council must have regard to the person’s ability to contribute to the performance of TIQ’s functions.
(sec.16-ssec.5) The members, other than the members mentioned in subsection (3) (each a departmental representative ), are appointed under this Act and not the Public Sector Act 2022 .
(a) the department responsible for administering this Act;
(b) the department responsible for administering the State Development and
This is an opening excerpt, not the complete document.