Explanatory note
This explanatory note relates to this Bill as introduced into Parliament.

Overview of Bill

The object of this Bill is to authorise and facilitate the transfer to the private sector
of the assets, rights and liabilities of the Waste Recycling and Processing
Corporation. In this Bill, the Corporation is referred to as WSN (to reflect the
Corporation's trading name, WSN Environmental Solutions), and its assets, rights
and liabilities are referred to as WSN assets.

The Bill has detailed provisions dealing with the transfer of WSN employees and
their rights and entitlements on transfer. See Schedule 4.

Outline of provisions

Part 1 Preliminary
Clause 1 sets out the name (also called the short title) of the proposed Act.

Clause 2 provides for the commencement of most of the provisions of the proposed
Act on the date of assent, with provisions that will disestablish WSN as a statutory
State owned corporation to commence on a day to be appointed by proclamation.

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Waste Recycling and Processing Corporation (Authorised Transaction) Bill 2010 (No 2)
Explanatory note
Clause 3 contains definitions of key terms used in the proposed Act. Schedule 1
contains other definitions. The clause defines authorised transaction to mean the
transfer of WSN assets authorised by Part 2.

Part 2 The authorised transaction
Clause 4 authorises the transfer to the private sector of WSN assets.

Clause 5 authorises the transfer of WSN assets to one or more public sector
agencies.

Clause 6 requires the proceeds of the transfer of WSN assets pursuant to the
authorised transaction, after deduction of certain amounts for debt repayment and
payment of expenses, to be paid into the Fund established under clause 7.

Clause 7 provides for the establishment of a Fund to be used for the payment of the
outstanding landfill liabilities of WSN that become liabilities of the Waste Assets
Management Corporation, with the balance of the Fund to be payable into the
Consolidated Fund.

Clause 8 requires the Treasurer to prepare a report on the broad strategies for
compliance with EPA waste management strategies and resolution of competition
issues resulting from the authorised transaction.

Part 3 Facilitating the authorised transaction
Clause 9 provides that the Treasurer has and may exercise all such functions as are
necessary or convenient for the purposes of the authorised transaction.

Clause 10 provides for the establishment of companies as transaction companies
for the purposes of the authorised transaction (including by means of the corporate
conversion of WSN).

Clause 11 provides that WSN and each transaction company has and may exercise
all such functions as are necessary or convenient for the purposes of the authorised
transaction. The clause also authorises the Treasurer to act for and on behalf of and
in the name of WSN or a transaction company in the exercise of any of its functions
for the purposes of the authorised transaction.

Clause 12 provides that WSN and transaction companies are subject to the direction
and control of the Treasurer in the exercise of any of their functions for the purposes
of the authorised transaction.

Clause 13 provides for the Treasurer to give directions for the grant of any relevant
authorisation under various laws to a person who becomes or is proposed to become
the new operator of WSN assets pursuant to the authorised transaction.

Clause 14 authorises the Treasurer to make vesting orders under Schedule 3 for the
purposes of the authorised transaction.

Clause 15 references Schedule 4 which provides for the transfer of employment of
employees of WSN in connection with the authorised transaction.

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Explanatory note page 3

Waste Recycling and Processing Corporation (Authorised Transaction) Bill 2010 (No 2)
Explanatory note
Clause 16 establishes the Waste Assets Management Corporation to hold WSN
assets acquired by it or transferred to it and to carry on any activities or business that
relate to any WSN assets held by it.

Clause 17 provides that various State taxes and charges are not payable by public
sector agencies in connection with transactions for the purposes of the authorised
transaction and authorises the Treasurer to exempt other persons from liability for
State taxes and charges in connection with the authorised transaction.

Clause 18 exempts contracts for the sale of land from section 52A of the
Conveyancing Act 1919 when entered into for the purposes of the authorised
transaction.

Part 4 Miscellaneous
Clause 19 authorises the release of information by the Auditor-General for the
purposes of the authorised transaction.

Clause 20 authorises the Treasurer to delegate any function of the Treasurer under
the proposed Act to the Secretary of the Treasury or any other officer of the
Government Service prescribed by the regulations.

Clause 21 provides for the proposed Act to bind the State and all other Australian
jurisdictions.

Clause 22 provides for the provisions of the proposed Act to prevail in the event of
an inconsistency between the proposed Act and other State legislation.

Clause 23 provides for the operation of the proposed Act outside the State.

Clause 24 provides for the interpretation of the proposed Act so as not to exceed the
legislative power of the State.

Clause 25 prevents the operation of the proposed Act and the various arrangements
and actions that it authorises from constituting a breach of various civil obligations.

Clause 26 protects the State from claims for compensation in connection with the
enactment or operation of the proposed Act.

Clause 27 provides for the issue of evidentiary certificates by the Treasurer.

Clause 28 is a general regulation-making power.

Clause 29 provides a savings and transitional regulation-making power.

Clause 30 repeals the Waste Recycling and Processing Corporation Act 2001.

Schedule 1 Interpretative provisions
Schedule 1 contains definitions and other interpretative provisions for the purposes
of the proposed Act.

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Waste Recycling and Processing Corporation (Authorised Transaction) Bill 2010 (No 2)
Explanatory note
Schedule 2 Corporate conversion of WSN
Schedule 2 provides the procedure for the corporate conversion of WSN into a
transaction company.

Schedule 3 Vesting of assets, rights and liabilities
Schedule 3 provides for the making of vesting orders by the Treasurer for the
purposes of the authorised transaction. Vesting orders operate to vest assets, rights
and liabilities of WSN or a transaction company in the transferee specified in the
order.

Schedule 4 Employee protections
Schedule 4 provides for the transfer of employees of WSN either to an employer in
the private sector or to a Public Service Department as an excess employee of the
Department or as staff of the proposed Waste Assets Management Corporation.

Permanent and temporary employees can elect not to be transferred to the private
sector.

The following employment protections will apply for the benefit of transferred
employees:

(a) the terms and conditions of employment of an employee transferred to the
private sector are to be the same as applied to the employee immediately
before transfer,

(b) those terms and conditions will not be able to be varied for permanent and
temporary employees during their employment guarantee period (which is
3 years, or a shorter period for those temporary employees who have less than
3 years to run on their appointment),

(c) employment of permanent and temporary employees with the private sector
employer will not be able to be terminated during their employment guarantee
period (with exceptions for such things as serious misconduct and disciplinary
termination),

(d) employees transferred to a Public Service Department will be employed on the
terms and conditions that applied before their transfer and (in the case of
employees who are transferred as excess employees) their employment will be
managed in accordance with the Public Service excess employee policy,

(e) employees will be entitled to remain as members of or contributors to their
current superannuation schemes and will retain any rights to accrued leave,

(f) service with WSN will count as service with the new employer.

The Schedule also authorises the payment of transfer payments to transferred
employees.

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Explanatory note page 5

Waste Recycling and Processing Corporation (Authorised Transaction) Bill 2010 (No 2)
Explanatory note
Schedule 5 Waste Assets Management Corporation
Schedule 5 makes further provision for the proposed Waste Assets Management
Corporation, including provision for the following:

(a) the management and staff of the Corporation,

(b) the formation or acquisition of subsidiaries of the Corporation,

(c) the transfer of assets, rights and liabilities of the Corporation,

(d) dissolution of the Corporation.

Schedule 6 Amendment of Acts
Schedule 6 makes consequential amendments to various Acts in connection with the
authorised transaction.

Note: If this Bill is not modified, these Explanatory Notes would reflect the Bill as passed in the House. If the Bill has been amended by Committee, these Explanatory Notes may not necessarily reflect the Bill as passed.

 

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