Victorian Current Acts Victorian Current ActsSchedule 1—Provisions relating to transfer of undertakings
1 Definitions
"corresponding law" means the Commonwealth Corporatisation Act or the New South Wales Corporatisation Act;
"transfer instrument", see clause 2;
"transferee" means the person or body to whom any assets or liabilities are transferred by a transfer instrument to which this Schedule applies;
"transferor" means the person or body from whom any assets or liabilities are transferred by a transfer instrument to which this Schedule applies.
2 Application
This Schedule applies to the following instruments—
(a) section 11 of this Act and a provision of the Commonwealth Corporatisation Act or the New South Wales Corporatisation Act transferring assets and liabilities of the Authority to the Snowy Hydro Company;
(b) an order under section 12 of this Act transferring assets or liabilities of the State of Victoria to the Snowy Hydro Company;
(c) an order under a provision of the Commonwealth Corporatisation Act transferring assets or liabilities of the Commonwealth to the Snowy Hydro Company;
(d) an order under a provision of the New South Wales Corporatisation Act transferring assets or liabilities of the State of New South Wales to the Snowy Hydro Company;
(e) an order under section 14 of this Act transferring assets or liabilities of the Authority or the State of Victoria or an authority of the State to TransGrid;
(f) an order under a provision of the Commonwealth Corporatisation Act transferring assets or liabilities of the Authority or the Commonwealth to TransGrid;
(g) an order under a provision of the New South Wales Corporatisation Act transferring assets or liabilities of the Authority, the State of New South Wales or an authority of that State to TransGrid.
3 Vesting of undertaking in transferee
When any assets or liabilities are transferred by a transfer instrument to which this Schedule applies, the following provisions have effect (subject to the transfer instrument)—
(a) those assets of the transferor vest in the transferee by this Schedule and without the need for any conveyance, transfer, assignment or assurance;
(b) those liabilities of the transferor become by virtue of this Schedule the liabilities of the transferee;
(c) all proceedings relating to those assets or liabilities begun before the transfer by or against the transferor or a predecessor of the transferor and pending immediately before the transfer are taken to be proceedings pending by or against the transferee;
(d) any act, matter or thing done or omitted to be done in relation to those assets or liabilities before the transfer by, to or in respect of the transferor is (to the extent that that act, matter or thing has any effect) taken to have been done or omitted by, to or in respect of the transferee;
(e) a reference in any Act, in any instrument made under any Act or in any document of any kind to the transferor or a predecessor of the transferor is (to the extent that it relates to those assets or liabilities but subject to the regulations or other provisions under Schedule 2), to be read as, or as including, a reference to the transferee.
4 Operation of Schedule
(1) The operation of this Schedule is not to be regarded—
(a) as a breach of contract or confidence or otherwise as a civil wrong; or
(b) as a breach of any contractual provision prohibiting, restricting or regulating the assignment or transfer of assets or liabilities; or
(c) as giving rise to any remedy by a party to a legal instrument, or as causing or permitting the termination of any legal instrument, because of a change in the beneficial or legal ownership of any asset or liability.
(2) The operation of this Schedule is not to be regarded as an event of default under any contract or other instrument.
(3) No attornment to the transferee by a lessee from the transferor is required.
(4) The operation of this Schedule includes the enactment or making of a transfer instrument to which this Schedule applies.
(5) In this clause—
"legal instrument" means an instrument (other than this Act or a corresponding law) that creates, modifies or extinguishes rights or liabilities (or would do so if lodged, filed or registered in accordance with any law), and includes any judgment, order or process of a court.
5 Date of vesting
A transfer instrument to which this Schedule applies takes effect on the date it is enacted or made, or such other date as is specified in the instrument.
6 Value of particular assets transferred
The respective values of particular assets transferred by a transfer instrument to which this Schedule applies may be determined by agreement between the Commonwealth and the States of New South Wales and Victoria.
7 Transfer of interests in land
(1) A transfer instrument to which this Schedule applies may transfer an interest in respect of land vested in the transferor without transferring the whole of the interests of the transferor in that land.
(2) If the interest transferred is not a separate interest, the transfer instrument operates to create the interest transferred in such terms as are specified in the instrument.
(3) This clause does not limit any other provision of this Schedule.
8 Confirmation of vesting in Snowy Hydro Company
(1) The Minister may, by order in writing, confirm the transfer to the Snowy Hydro Company of particular assets or liabilities by the operation of section 11.
(2) Such an order is evidence of that transfer.
(3) An order under this clause may be combined with an order under the Commonwealth Corporatisation Act or the New South Wales Corporatisation Act that confirms the transfer of assets or liabilities to the Snowy Hydro Company by that Act.
9 Successor of former Authority
The Snowy Hydro Company is taken for all purposes, including the rules of
private international law, to be the successor of the former Authority (except
in respect of assets and liabilities transferred under this Act or a
corresponding law to any other body or person).