1548
THE NEW ZEALAND GAZETTE
[No. 70

corporation other than a contract relating to the sale, purchase,
collection, delivery, or treatment of milk, his office shall become
vacant and the vacancy shall be deemed to be an extraordinary
vacancy.

(3) In case of any extraordinary vacancy the Governor-General
may appoint some fit person to be a director for the residue of the
term for which the vacating director was appointed. Any such
appointment shall be made in the same manner as the appointment
of the vacating director.

(4) The powers of the Corporation shall not be affected by the
fact that at any time there may be less than the full number of
directors in office.

7. (1) In any case in which the Corporation is satisfied that any
   director is incapacitated by illness, absence, or other sufficient
   cause from performing the duties of his office, the Corporation,
   with the consent of the body which nominated the director so
   incapacitated, may appoint a deputy to act for that director during
   his incapacity, and any such deputy shall, while he acts as such,
   be deemed to be a director :

Provided that in the case of the incapacity of the director
appointed as representative of the Government, the deputy shall
be appointed by the Minister.

(2) No such appointment of a deputy and no acts done by him
as such shall in any proceedings be questioned on the ground that
the occasion for his appointment had not arisen or had ceased.

8. (1) If, pursuant to any guarantee given by the Minister of
   Finance in respect of the liabilities of the Corporation, any moneys
   are paid on behalf of the Crown to any creditor of the Corporation,
   or if the Corporation makes default in the repayment of any moneys
   lent to the Corporation by the Minister of Finance, the Minister of
   Marketing may on behalf of the Government refer to the Central
   Milk Council for inquiry and for its recommendation the question
   of the manner in which the business of the Corporation has been or
   should be conducted or managed.

(2) In any case where a matter has been referred to the Central
Milk Council for inquiry pursuant to subclause (1) of this regulation,
the Central Milk Council shall conduct a local inquiry under section 103
of the Milk Act, 1944.

(3) If after an inquiry as aforesaid the Central Milk Council
reports that the business of the Corporation has been inefficiently
conducted and recommends that any of the directors should be
removed from office, the Governor-General may in his discretion
remove those directors from office accordingly and thereafter, if the
persons so removed from office were appointed pursuant to paragraph
(b) or paragraph (c) of subclause (2) of Regulation 3 hereof, the
persons to be appointed from time to time as directors in their
place shall not be nominated as provided in those paragraphs, but
shall be selected from a panel containing not less than six names
submitted for the purpose by the body that would otherwise make
the nomination, and the provisions of the said Regulation 3 shall
be deemed to be modified accordingly.

9. (1) The first meeting of the directors shall be held on a day
   to be appointed in that behalf by the Minister.

(2) Subsequent meetings of the directors shall be held at such
times and places as the directors from time to time appoint.

(3) The Chairman or any two directors may at any time
call a special meeting of the directors.

(4) At all meetings of the directors four directors shall form a
quorum.

(5) The Chairman shall preside at all meetings at which he is
present. In the absence of the Chairman, the directors present
shall appoint one of their number to act as Chairman of that meeting.

(6) All questions before the directors shall be decided by a
majority of the directors present and voting at a meeting held in
pursuance of these regulations :

Provided that the Chairman of the meeting shall have a deliber-
ative vote and, in the case of an equality of votes, shall also have a
casting vote.

(7) Subject to the provisions of these regulations, the directors
may regulate their procedure in such manner as they think fit.

10. No director shall be personally liable for any liability of
    the Corporation, or for any act done or omitted by the Corporation
    or by any director or officer thereof in good faith in pursuance or
    intended pursuance of the powers and authority of the Corporation.

11. (1) The Corporation may out of its funds pay to the
    Chairman of directors an allowance at the rate of £100 a year, or
    at such higher rate as may be approved by the Minister of Finance,
    and to each of the other directors an allowance at a rate not
    exceeding £50 a year.

(2) There may be paid to the directors out of the funds of the
Corporation all amounts actually and reasonably expended by them
in attending meetings of the directors, or of any committee of the
directors, or in transacting any business of the Corporation pursuant
to any resolution of the directors or of any committee of the directors.

12. (1) Any contract which, if made between private persons,
    must be by deed shall, if made by the Corporation, be in writing
    under the seal of the Corporation.

(2) Any contract which, if made between private persons, must
be in writing signed by the parties to be charged therewith shall,
if made by the Corporation, be either under the seal of the Corpora-
tion or signed by two directors on behalf of and by direction of the
Corporation.

(3) Any contract which, if made between private persons,
may be made orally may be similarly made by or on behalf of the
Corporation by any two directors acting by direction of the Corpora-
tion, but no oral contract shall be made for any sum exceeding £20.

13. The functions of the Corporation shall be to acquire, treat,
    and sell milk for consumption and use in the Timaru Milk District
    constituted under the Milk Act, 1944, and in neighbouring areas.

14. (1) The Corporation shall have all the powers and authorities
    reasonably necessary for the effective performance of its functions.

(2) Without limiting the general provisions hereinbefore
contained, it is hereby declared that the Corporation may—

(a) Appoint such officers and servants as it deems necessary
for the efficient carrying out of its functions under this
Act :

(b) Manufacture and sell any mixture or compound containing
milk for use in the manufacture of ice-cream :

(c) Provide for the cool storage of milk and milk products,
and other articles of human food of whatsoever kind or
nature :

(d) Acquire by purchase, lease, or otherwise howsoever, any
land, buildings, plant, machinery, appliances, or other
property whatsoever (whether real or personal), rights,
or privileges which it thinks necessary for the purpose
of these regulations :

(e) Maintain and work any buildings, plant, machinery, or
appliances required for the treatment, transport, and
delivery of milk, and otherwise for the carrying out of
the functions of the Corporation :

(f) Exchange, lease, dispose of, turn to account, or otherwise
deal with any property, rights, or privileges of the
Corporation :

(g) Contract for the execution by any person of any work or
service authorized to be executed by the Corporation
in such manner and upon and subject to such terms and
conditions as the Corporation thinks fit.

15. Nothing in these regulations shall derogate from the
    provisions of the Milk Act, 1944, or of any other Act relating to the
    acquisition, treatment, handling, or sale of milk, or relieve the
    Corporation from compliance with the provisions of any such Act
    or any by-laws made thereunder.

16. (1) The Corporation may from time to time borrow from
    the Minister of Finance, upon and subject to such terms and
    conditions as the Minister of Finance thinks fit, such amounts as are,
    in the opinion of the Minister of Finance, required by the Corporation
    for working-capital, wages, or administration, or for any other purpose
    incidental to the effective performance of the Corporation’s functions.

(2) In addition to the power conferred by subclause (1) of this
regulation, the Corporation may from time to time with the consent
of the Minister of Finance borrow moneys from the Bank of New
Zealand.

(3) For the purpose of securing the repayment of any moneys
borrowed by it as aforesaid the Corporation may mortgage or charge
any of its real or personal property.

17. (1) The Corporation shall cause books to be provided and
    kept, and true and regular accounts to be entered therein of all sums
    of money received and paid, and of the several purposes for which
    such sums of money have been received and paid.

(2) The Corporation shall keep its accounts in such form as may
be required or approved by the Minister of Finance.

18. (1) The Corporation may, with the approval of the Minister
    of Finance, set aside out of its revenue such sums as it thinks proper
    as reserves for depreciation of assets, insurance, superannuation or
    retiring allowances for the staff of the Corporation, and other
    purposes.

(2) The Corporation may invest any of the moneys to the credit
of any reserve account either as provided in Regulation 19 hereof or,
except in the case of moneys set aside as reserves for superannuation
or retiring allowances for the staff of the Corporation, in the business
of the Corporation.

19. Any moneys belonging to the Corporation and available
    for investment may be invested in the manner following :—

(a) In the New Zealand Government securities ; or

(b) On deposit in the Bank of New Zealand ; or

(c) If the Minister of Finance so consents, and subject to any
conditions imposed by him, in the making of advances to
producers of milk for the purpose of enabling them to
improve the quality of the milk ; or

(d) In any other securities that may from time to time be
authorized by the Minister of Finance.

20. (1) On or before the last day of October in each year the
    Corporation shall cause to be prepared and sent to the Audit Office
    a yearly balance-sheet and a profit and loss account, together with
    such other statements of accounts as may be necessary, to show
    fully the financial position of the Corporation and the financial
    results of its operations during the preceding financial year ended
    the 31st day of August then last past.

(2) The yearly balance-sheet, account, and statements shall be
audited by the Audit Office, which for that purpose shall have and
may exercise all such powers as it has under the Public Revenues
Act, 1926, in respect of public moneys and public stores and the
audit of local authorities’ accounts.

(3) A copy of the yearly balance-sheet, profit and loss account,
and statements shall, when duly audited, be submitted by the
Corporation to the Minister accompanied by a report as to the
operations of the Corporation for the year ; and a copy of the
balance-sheet, account, statements, and report shall be laid before
Parliament.

W. O. HARVEY, Clerk of the Executive Council.