Cold Storage Board of Zambia (Dissolution) Act, 1985

1. This Act may be cited as the Cold Storage Board of Zambia (Dissolution) A.ct, 1985, and shall come into operation on such date as the lVIinister may, by statutory instrument, appoint.

2. In this Act, unless the context otherwise requires- " appointed date " means such date as the Iinister shall appoint in pursuance of the provisions of section three; Euootmont Short titlo and oommenoe­ ment Interpre­ tation " Company " means Zambia Cold Storage Corporation Limited, a company registered under the Companies Act; " Board " means the Cold Stora-ge Board of Zambia established by section three of the Cold Storage Board of Zambia Act. Cap. 686 Cap.300 , 3. (1) From the commencement of this Act the Board shall exist only for the purpose of winding-up its affairs, and for no other purpose. (2) Notwithstanding anything to the contrary contained in the Cold Storage Board of Zambia Act, or in any other written law, the Board shall have, for the purpose of winding up its affairs, power to do anything which is necessary or e:-..-ped­ ient for tha.t purpose or which is incidental thereto, including Winding-up of affairs of Board and its dissolution Cap. 300 40 No. 12 of 1985] Cold Storage Board of Zambia (Dissolution) in particular, but without prejudice to the generality of that power, power to enter into and carry out agreements and arrange­ ments for the transfer of its property, rights, liabilities and oblig­ ations to any person or the Government. (3) When the Minister is sa.tisfied that all necessary agree­ ments and arrangements have been made for the winding-up of the affairs of the Board so that it may be dissolved, he shall, by statutory instrument, order that the Board shall be dissolved on such date as may be appointed in the statutory instrument. Vesting in Company of assets and liabilities of Board

4. (1) On the appointed date there shall be trasferred to, and vest in, the Company by virtue of this Act and without further a.ssure.nce- (a) the undertaking of the Board; and (b) subject to the provisions of this Act, all property, rights, liabilities and obligations which immediately before tho appointed date were property, rights, liabilities and obligations of the Board. (2) Subject to the approval of the Company and as herein­ after provided, every deed, bond and agreement (other than an agreement for personal service) to which the Board was a party immediately before the commencement of this Act, whether in writing 01· not, and whether or not of such a nature that rights, liabilities and obligations thereunder could be assigned. shall, unless its subject-matter or terms make it impossible that it should have effect as modified in tho manner provided by this subsection, have effect as from tho date of tho assignment thereof, as if- (a) tho Compauy had been a party thereto; (b) for any roforonce to the Board there were substituted, a.s respect.a anything falling to bo done on or after the commoncement of this Act, a reference to the Company; and (c} for any reference to an officer of the Board who is not a party thereto and beneficially interested therein there were substituted, as respects anything to be done on or after the commencement of this Act, a reference to such officer of the Company as the Company shall designate. (3) Subject to the provisions of subsection (2), documents, other than those referred to therein, which refer specifically or generally to the Board shall be construed in accordance with the said suhscction 8,l; far as applicablo. 41 Registration of property to be transferred by Boo.rd Transfer of service of employeoa Ool<J Storage Board of Zambia [No. 12 of 1985 (Dissol1uion)

5. Whenever in pursuance of this Act, any property, l'ights, liabilities or obligations of the Board aro deemed transferred in respect of transfer of which any written law provides for registration, the Board shall make an application in writing to the proper officer of the appropriate registration authority for the registration or such transfer, and such officer shall make such entries in the appropriate register as shall givo effect to such transfer and, where appropriate, issue to the transferee concerned a certificate of title in respect of the said property or make necessary amendments to the register, as tho caso may be, and if presented therefor, make endorsement on tho deeds relating to the title, right or obligation concerned; and no registration fees, stamp duty or other duties shall be payable i n respect thereof.

6. (1) Where any person who was in the service of the Board immediately before tho commencement of this Act volunta.rily transfers from that service to tho service of the Company, his terms and conditions of service with the Company shall be no less favourable than those he enjoyed while in the service of the Boa.rd, and his previous service with the Board shall be treated as service under the Company for the purposes of determining his rights to, or eligibility for, pension, gratuity, leave or other benefits. (2) A person to whom subsection (l) applies shall be deemed to have voluntarily transferred from the service of the Board to the service of tho Company unless within three months from tho commencement of this Act ho gives notice in writing to tho Board, with a copy thereof to the Company, stating bis intention not to tra.nsfer from the service of the Board to the service of the Company.

7. (1) Without prejudice to the other prov1s10ns of this Legal proceodings Act, where any right, liability or obligation vests in the Co- mpany by virtue of this Act, the Company and all other persons shnll, as from the commencement of this Act, have the same rights, powers a.nd remedies (and in particular the same rights as to the instituting or defending oflegal proceedings or the ma.king or resisting of applications to any authority) for ascertaining, perfecting or enforcing that right, liability or obligation as they would have had if it had at all times been a right, liability or obligation of the Company. (2) Any legal proceedings or application to any authority pending immediately before the commencement of this Act by or against the Board may be continued by or against the Company. (3) After the commencement of this Act, proceedings in respect of any right, liability or obligation which was vested in, held, enjoyed, incurred or suffered by the Board may be instituted by or against the Company. 42 Repee.l and sovings. Cu.p. 390 Cap. 390 No. 12 of 1985] Cold Stornge Boa,·d of Zambia (Dissolution)

8. (1) The Cold Storage Board of Zambia Act shall stand repealed on the appointed date. (2) Notwithstanding the provisions of subsection (1), the provisions of and powers contained in section el�v.;n of the Cold Storage Board of Zambia Act shall continue in force until such date as the Minister may, by statutory instrument. appoint.