Clause 7

legal or equitable interest in real or personal property;

chose in action;

security;

money;

intellectual property;

infrastructure, plant and equipment;

records and information (including data) in any form; and

right;“AVA veterinary undertaking” means the departments of the transferor as follows:

the Community Animal Management Group;

the Corporate Development Group 2;

the Industry and Biosecurity Management Group;

the office of the Director‑General, Agri‑Food and Veterinary Services;

the Plant Science and Health Group;

the Professional and Scientific Services Group;

the Wildlife Management Group;“liability”, in relation to the transferor, means any liability, duty or obligation (whether actual or contingent, liquidated or unliquidated, and whether owed alone or jointly, or jointly and severally, with any other person) of the transferor on the eve of the transfer date;“records”, in relation to the transferor, means registers, papers, documents, minutes, receipts, books of account and other records, however compiled, recorded or stored, of that transferor existing on the eve of the transfer date;“right”, in relation to the transferor, means any right, power, privilege or immunity of the transferor on the eve of the transfer date;“transferor” means the Agri‑Food and Veterinary Authority;“transferring employee” means an employee of the transferor who, on the eve of the transfer date, is deployed in the AVA veterinary undertaking.Transfer of undertaking to Board24.—

On the transfer date, all assets and liabilities of the transferor that relate to the functions of the AVA veterinary undertaking are transferred to the Board.(2) When any assets or liabilities are transferred under subsection (1), the following provisions have effect:

the assets of the transferor that are the subject of the transfer vest in the Board by virtue of this section and without the need for any further conveyance, transfer, assignment or assurance;

the liabilities of the transferor that are the subject of the transfer become by virtue of this section the liabilities of the Board;

all legal or other proceedings relating to those assets or liabilities that are started before the transfer date by or against the transferor or a predecessor of the transferor and pending immediately before that date are taken to be proceedings pending by or against the Board;

any legal or other proceedings relating to those assets or liabilities which could have been started immediately before the transfer date by or against the transferor or a predecessor of the transferor may be started by or against the Board;

a judgment or order of a court or other tribunal obtained before the transfer date by or against the transferor or a predecessor of the transferor relating to those assets or liabilities may be enforced by or against the Board;

any document relating to legal or other proceedings relating to those assets or liabilities that has been served on or by the transferor or a predecessor of the transferor before the transfer date is taken, where appropriate, to have been served on or by the Board;

any act, matter or thing done or omitted to be done before the transfer date in relation to those assets or liabilities by, to or in respect of the transferor or a predecessor of the transferor is (to the extent to which that act, matter or thing has any force or effect) taken to have been done or omitted by, to or in respect of the Board;

a reference in any written law, in any instrument made under any Act, in any contract, agreement, arrangement or undertaking, or in any document of any kind to the transferor or a predecessor of the transferor, to the extent to which the reference relates to those assets or liabilities, is taken to be, or includes, a reference to the Board;

a reference in any written law, in any instrument made under any Act, in any contract, agreement, arrangement or undertaking, or in any document of any kind to an officer of the transferor, as regards anything falling to be done or capable of being done on or after the transfer date and to the extent to which the reference relates to those assets or liabilities, is taken to be, or includes, a reference to an officer of the Board whom the Board appoints for that purpose.(3) In particular —

all security deposits deposited with the transferor in relation to any asset or liability transferred under subsection (1) and not forfeited before the transfer date; and

the benefits of all indemnities, guarantees or warranties given to the transferor in relation to any asset or liability transferred under subsection (1) and not discharged before that date,are, without further assurance, transferred and deemed deposited with or given to the Board.(4) The operation of this section does not —

constitute a breach of, or default under, an Act or other law, or otherwise a civil wrong or criminal wrong;

constitute a breach of duty of confidence (whether arising by contract, in equity, by custom, or in any other way);

constitute a breach of any contractual provision prohibiting, restricting or regulating the assignment or transfer of assets or liabilities or the disclosure of any information;

terminate an agreement or obligation, or fulfil any condition that allows a person to terminate any agreement or obligation, or give rise to any right or remedy in respect of any agreement or obligation;

cause any contract or other instrument to be void or otherwise unenforceable;

frustrate any contract;

release a surety or other obligor or obligee wholly or in part from an obligation; or

constitute an event of breach of, or default under, any contract or other instrument.(5) No attornment to the Board by a lessee from the transferor is required for the purpose of this section.Transferring secondments and employees to Board25.—

On the transfer date, every transferring employee —

stops being an employee of the transferor; and

is each transferred to the service, and becomes an employee, of the Board on terms no less favourable than those enjoyed by the employee on the eve of the transfer date.(2) The transfer of a transferring employee to the Board —

does not interrupt continuity of service;

does not constitute a retrenchment or redundancy; and

does not entitle any employee so transferred to any payment or other benefit merely because he stops being employed by the transferor.(3) A certificate purporting to be signed by the Minister certifying that an individual named in the certificate was, with effect from the transfer date, employed by virtue of this section by the Board, is admissible in evidence in any proceedings as evidence of the matters stated in it.(4) Nothing in this section prevents —

any of the terms and conditions of employment of an individual transferred under this section from being altered by or under any law, award or agreement with effect from any time after the transfer date; and

an individual transferred under this section from resigning from the Board at any time after the transfer date, in accordance with the terms and conditions of his employment then applicable.(5) To avoid doubt, section 18A of the Employment Act (Cap. 91) does not apply to the transfer under this Part of any transferring employee to the Board.(6) On the transfer date, every public officer or employee of any other public authority whose services are made available (or is seconded) to any department in the AVA veterinary undertaking pursuant to an agreement or arrangement that —

is between the Government or that other public authority and the Agri‑Food and Veterinary Authority; and

is in force on the eve of the transfer date,continues on secondment to the Board.General preservation of employment terms26.—

The service with the transferor of an employee transferred under section 25 (called in this section a transferred employee) must be regarded for all purposes as having been continuous with the service of the employee with the Board immediately before the transfer date.(2) On the transfer date —

a transferred employee retains all accrued rights as if employment with the Board were a continuation of employment with the transferor;

the liabilities of the transferor relating to the transferred employee’s accrued rights to leave and superannuation become the liabilities of the Board; and

a reference to the transferor in the contract of employment that had effect in relation to the transferred employee immediately before the transfer date is taken to be, or includes, a reference to the Board.(3) For any conduct of a transferred employee when he was employed by the transferor which would have rendered the employee liable to be reprimanded, reduced in rank, retired, dismissed or punished by the transferor, the Board may —

start any disciplinary proceedings against the employee;

carry on and complete any disciplinary proceedings started by the transferor against the transferred employee if those proceedings are pending on the eve of the transfer date; and

reprimand, reduce in rank, retire, dismiss or otherwise punish a transferred employee, as if the employee were not transferred.(4) Where, on the eve of the transfer date, any matter about the conduct of a transferred employee during his employment with the transferor —

was in the course of being heard or investigated by a committee of the transferor acting under due authority; or

had been heard or investigated by a committee of the transferor acting under due authority but no order, ruling or direction had been made,that committee must complete the hearing or investigation and make such order, ruling or direction as it could have made under the authority vested in it before that date, and that order, ruling or direction is to be regarded as an order, ruling or direction of the Board.(5) Until such time as conditions of employment are drawn up by the Board for a transferred employee, the transferred employee is to be regarded as being employed by the Board on the same conditions of his employment with the transferor on the eve of the transfer date.(6) Any condition of employment relating to the length of service with the Board must recognise the length of service of the employees so transferred while in the employment of the transferor (including any previous service of the employee taken to be service with the transferor) to be service with the Board.(7) Nothing in section 25(6) —

breaks the continuity of service of the public officer or employee of another public authority whose secondment continues with the Board because of that provision; or

affects any rights, powers or immunities that such a public officer or an employee of a public authority has, or the extent to which such a public officer or an employee (as the case may be) is subject to obligations or liabilities in relation to discipline, by virtue of holding the office or position to which the officer or employee is seconded.Transfer of records26A. On the transfer date, every record, or part of any record, of the transferor that relates to —

any asset or liability transferred to the Board under section 24; or

any transferring employee,becomes the record of the Board.Confirmation of undertaking transferred26B.—

If any dispute arises —

as to whether an asset or a liability or a record is transferred under section 24 or 26A; or

as to whether any, or any part of any, contract or document relates to an asset or a liability, or a record, transferred under section 24 or 26A,the Minister for Finance may determine the matter and is to provide the concerned parties with written notice of that determination.(2) The determination of the Minister for Finance under subsection (1) is final and binding on the transferor and the Board.”.