INCORPORATION (STATE LEGISLATURES COMPETENCY) ACT 1962

Incorporation (State Legislatures Competency) LAWS OF MALAYSIA REPRINT Act 380 INCORPORATION (STATE LEGISLATURES COMPETENCY) ACT 1962 Incorporating all amendments up to 1 January 2006 PUBLISHED BY THE COMMISSIONER OF LAW REVISION, MALAYSIA UNDER THE AUTHORITY OF THE REVISION OF LAWS ACT 1968 IN COLLABORATION WITH PERCETAKAN NASIONAL MALAYSIA BHD 2006 1 2 INCORPORATION (STATE LEGISLATURES COMPETENCY) ACT 1962 First enacted … ... ... ... … … … 1962 (Act No. 15 of 1962) Revised 1989 (Act 380 w.e.f. 21 September 1989) … … … … … … … PREVIOUS REPRINT First Reprint ... ... ... ... ... 2001 3 LAWS OF MALAYSIA Act 380 INCORPORATION (STATE LEGISLATURES COMPETENCY) ACT 1962 ARRANGEMENT OF SECTIONS Section 1. Short title and commencement 2. Interpretation 3. State Legislatures authorized to make laws relating to the incorporation of certain persons and bodies 3A. Second Schedule to apply to all corporations established for development of urban or rural areas 4. Amendment of existing laws 5. Effect of State laws 6. Saving 7. Power to amend Schedules 8. (Omitted) FIRST SCHEDULE SECOND SCHEDULE 4 Laws of Malaysia ACT 380 Incorporation (State Legislatures Competency) 5 LAWS OF MALAYSIA Act 380 INCORPORATION (STATE LEGISLATURES COMPETENCY) ACT 1962 An Act relating to the powers of State Legislatures to make laws with respect to the incorporation of certain persons and bodies within a State. [31 August 1957] BE IT ENACTED by the Seri Paduka Baginda Yang di-Pertuan Agong with the advice and consent of the Dewan Negara and Dewan Rakyat in Parliament assembled, and by the authority of the same, as follows: Short title and commencement 1. This Act may be cited as the Incorporation (State Legislatures Competency) Act 1962 and shall be deemed to have come into operation upon Merdeka Day. Interpretation 2. In this Act— “existing State law” means any law enacted by any Legislature of a State and in operation in the State immediately before Merdeka Day; “Minister” means the Prime Minister or such Minister as may be nominated by him. 6 Laws of Malaysia ACT 380 State Legislatures authorized to make laws relating to the incorporation of certain persons and bodies 3. It shall be within the power of the Legislature of a State, in relation to any matter specified in the First Schedule, to make laws with respect to the incorporation of any person or body within the State, and for such incidental and consequential matters in relation thereto (including the regulation and winding up of any person or body so incorporated) as the Legislature may deem necessary; and the Legislature may from time to time amend or repeal any such laws: Provided that with respect to the incorporation of any person or body within the State for the purpose of agricultural development or housing development or of development of urban or rural areas, the special provisions prescribed in the Second Schedule hereto shall have effect. Second Schedule to apply to all corporations established for development of urban or rural areas 3A. Notwithstanding the proviso to section 3, the special provisions prescribed in the Second Schedule, except paragraph 2 thereof, shall also have effect with respect to Corporations established within the State for the purpose of agricultural development or housing development or of development of urban or rural areas before the coming into force of that Schedule. Amendment of existing laws 4. Where any existing State law provides, in relation to any matter specified in the First Schedule, for the incorporation of any person or body, it shall be within the power of the State Legislature to amend or repeal such laws. Effect of State laws 5. Any person or body duly incorporated by or under a State Enactment, whether passed before or after the date of commencement of this Act, or by or under an Enactment of the Federated Malay States, and any person or body incorporated under any Ordinance of the Straits Settlements and in operation in the State of Malacca or Penang immediately before the date of commencement of this Incorporation (State Legislatures Competency) 7 Act shall, so long as such Enactment or Ordinance remains in force, for all purposes be deemed to be a body corporate throughout Malaysia, as if the Enactment or Ordinance creating such body corporate had been enacted by Parliament. Saving 6. Nothing in this Act shall affect the powers of Parliament to make laws with respect to the incorporation, regulation and winding up of corporations. Power to amend Schedules 7. The Yang di-Pertuan Agong may by order add to or amend the First and Second Schedules. 8. (Omitted). Laws of Malaysia 8 ACT 380 FIRST SCHEDULE [Sections 3 and 7] 1. State Scholarship 2. State Educational Endowments 3. Charities and Charitable Institutions 4. Incorporation of the State Secretary 5. Incorporation of the Menteri Besar or Chief Minister 6. The Development of Urban and Rural Areas 7. Assistance to Padi Planters 8. State Parks 9. Museums and Public Libraries 10. Sultanate Lands 11. Propagation of the teachings of Islam 12. Economic and social development of the Islamic community 13. Agricultural Development 14. Housing Development 15. Water Supply 16. Customary Lands 17. Water Resources Management SECOND S CHEDULE [Sections 3 and 7] Special provisions relating to the incorporation of any person or body for the purpose of agricultural development or housing development or development of urban or rural areas. Interpretation 1. In this Schedule, “corporation” means a corporation established under section 3 for the purpose of agricultural development or housing development or development of urban or rural areas. Arrangements to be first made between the State and Federal Government prior to any incorporation 2. No corporation shall be established by any State unless arrangements shall have been made between the State and the Federal Government in relation to the establishment thereof. Incorporation (State Legislatures Competency) 9 Minister’s direction, performance of Federal functions and authority 3. A State law establishing any corporation shall provide for the corporation to be subject to any direction of the Minister and may provide— (a) for the performance of any functions of an authority of the Federal Government by the corporation; and (b) for the executive authority of the Federal Government to extend to such corporation. Additional duties and powers of a corporation 4. In addition to the functions and duties imposed upon any corporation by the law establishing it, the corporation may undertake such other functions and duties and administer and expend such moneys for such purposes as the State or any statutory authority, after approval by the Federal Government, may assign to it and in so doing the corporation shall be deemed to be fulfilling the purposes of the law establishing the corporation. Membership 5. (1) There shall be appointed by the Minister three representatives of the Federal Government as members of the corporation. (2) Subject to subparagraph (1) the law establishing the corporation may provide for the appointment of any number of other members not exceeding nine: Provided that where the other members exceed six in the case of appointments made before the coming into effect of this subparagraph such members shall continue to be members until their terms of appointment expire or for not longer than one year from the date of the coming into effect of this subparagraph, whichever period comes soonest. (3) A member of the corporation other than those mentioned in subparagraph (1) and any member appointed by virtue of his office, shall unless he sooner resigns or his appointment is revoked, hold office for a term not exceeding two years and shall be eligible for reappointment: Provided that if a member resigns or his appointment is sooner revoked another person may be appointed to replace him for the remainder of the term of the member replaced. Chairman 6. The Chairman of the corporation shall not be the Chief Executive of the corporation. Laws of Malaysia 10 ACT 380 Disqualification of membership 7. (1) The following persons shall be disqualified from being appointed or being members of the corporation: (a) a person who is of unsound mind or is otherwise incapable of performing his duties; (b) a bankrupt; (c) a person who has been found guilty of an offence involving fraud, dishonesty or moral turpitude. (2) A member of the corporation shall vacate his office if he fails to attend three consecutive meetings of the corporation without the permission in writing of the person charged with the responsibility for the general administration of the corporation or if he becomes disqualified under subparagraph (1). Quorum and procedure of meetings 8. (1) The quorum of the corporation at any meeting shall be at least half of the members of the corporation with at least one member being a representative of the Federal Government being present except that the quorum shall be at least two-thirds with at least one member being a representative of the Federal Government being present where the meeting deliberates or decides on matters referred to in subsubparagraphs 14 (1)(a) to (d). (2) If on any question to be determined by the corporation there is an equality of votes, the person presiding at such meeting shall have a casting vote. (3) Subject to subparagraphs (1) and (2), the corporation may determine its own procedure. Conflict of interest 9. (1) No member of the corporation shall have (and if he has, he shall forthwith cease to be such a member) any interest, directly or indirectly, personally or through relatives, financial or otherwise in any scheme, project, enterprise or contract undertaken or which is proposed to be undertaken by the corporation or in any matter under discussion by the corporation. (2) Subparagraph (1) shall not apply to a member in respect of his interest in a company or other body to which he has been nominated by the corporation to be its representative and where such corporation or other body is under the control or partial control of the corporation. Improper use of information 10. An officer or servant of a corporation shall not make use of any information acquired by virtue of his position as an officer or servant of the corporation to gain directly or indirectly an improper advantage for himself or for any other person or to cause detriment to the corporation. Incorporation (State Legislatures Competency) 11 Establishment of the Fund 11. There shall be established in respect of the corporation a Fund, hereinafter referred to as the “Fund”, to be administered and controlled by the corporation— (a) into which shall be paid any Federal or State grant, all borrowings and all receipts of the corporation; and (b) from which shall be defrayed all expenses of the corporation incurred, and all payments required to be made by the corporation under the law establishing such corporation. Federal grant 12. The Federal Government may grant moneys to a corporation for the purposes of it carrying out its functions and duties. Unexpended assets 13. The assets of the corporation may, in so far as they are not required to be expended by the corporation, be invested in such manner as may be approved by the Minister of Finance. Assets not to be disposed off without consent 13A. No corporation shall, without the prior consent of the Minister of Finance, dispose, divest or exchange for cash or other consideration any of its assets unless the Minister directs, either specifically in respect of any particular asset, or generally in respect of any category of assets, that having regard to the low value of the asset or assets, such prior written consent need not be obtained: Provided that this provision shall not apply in respect of the sale of any land which has been subdivided into factory, housing