Minerals Exploration and Marketing Corporation [House Bill 11-2015]

Memorandum

This Bill will repeal and replace the MMCZ Act [Chapter 2I:04]. The major change in this Bill is the expansion of duties of the corporation to include exploration and prospecting for minerals.
Clause 1
This clause sets out the tsill's short titie and date of commencement.
Clause 2
This clause contains definitions of words and phrases used throughout the Bill.
Clause 3
This clause establishes the Comoration.
Clauses 4 and 5
These clauses set out the functions of, the corporation.
Clause 6
This clause sets out the powers of the corporation.
Clause 7
This clause constitutes the board of the corporation and sets out the terms and conditions of service formembers of theboardexpanded in ttreFirstSchedutre tothe Bill.
Clause 8
This clause empowers the Minister to give policy direction to the Board.
Clauses 9. 10 and 11
These clauses deal with the share capital of the corporation. Clause 9 provides that the share capital of the corporation shall be 36 million dollars divided into 36 million shares. This clause also provides that this share capital can only be increased by the Board after approval by the minister and by the minister responsible for finance. Clause 10 allots a third of the share holding to the state and leaves the rcmaining two thirds to be dealt with as the board determines, however the minister and the minister of finance still have to approve. Clause 11 provides that a shareholder's liability shall be limited to the amount, if any, unpaid on the share.
Clause 12
The Corporation may issue debentures, which may be taken up in such circumstances and under such terms and conditions as the Boald may determine. Debentures may also be issued to the State in respect of any loan previously granted by the State to the Corporation. Debentlres taken up by the State shall be paid for out of moneys appropriated for the pulpose by Act of Parliament. The Corporation's debentures may be transferred subject to such terms and conditions as may be detersrined by the Board.
Clause 13
This clause enjoins the board to run the corporation on sound cornmercial principles, that is ensure at any given year it has sufficient resources to meet its operational and statutory costs and liabilities.
Clauses 14 and 15
Clause 14 provides for the capitalisation of the corporation and Clause 15 provides the income of the corporation and sha1l include moneys that accrue to it in the course of its operations.
Clause 16
This clause provides for investment of moneys not imrnediately required by the corporation.
Clause 17
This clause provides for the establishrnent and operation of General Reserve to which may be appropriated from a surplus of income over expenditure at the end of its financial year such sums as the Minister may approve.
Clause 18
This clause provides fol the sharing of dividends where the corporation posts a post tax profit.
Clause 21
This clause requires the corporation to establish and administer a Purchasing Fund, which shall consist of and into which shall be paid moneys appropriated for the purpose by Act of Parliament; and the proceeds of the sale of any minerals purchased by the Corporation.
Clause 22
This clause provides that the Financial year of Corporation shall be a 12 month period ending on the 31st of December or at any date as rnay be prescribed.
Clauses 23, 24 and 25
Clause 23 deals with accounting principles, clause 24 with auditing of the books of accounts and clause 25 outlining the powers of auditors.
Clause 26
Empowers the rninister to request and receive annual reports from the board and where necessary to table such reporls before Parliament. Also leaves roorn for the board to submit reports which they think the rninister rnay need even without the minister requesting the sarne.
Clause 27
This clause provides that the corporation may acquire its own ground on its own or in partnership with another person for purposes of carrying out prospecting and exploration activities subject to the provisions of the Mines and Minerals Act. This clause further provides that the Minister may instruct the Corporation to do exploration for a particular mineral or within a specified reserved area.
Clause 28
This clause provides that the Corporation may carry exploration work on State owned mining properties subject to approval by the Minister and also on properties belonging to other State-owned institutions subject to prior consent of the relevant institutions, which consent shall not be unreasonably denied.
Clauses 29 and 30
These clauses relate to geological reports and geological inJbrmation obtained from prospecting and exploration activities. Clause 29 enjoins the corporation to comply with all the reporting requirements in all its prospecting and exploralion activities as is required in terms of the Mines and Minerals Act, Clause 30 provides that geological information obtained during prospecting and exploration activities by the Corporation be passed on to the State through the Minister and sold to the public with the Government having the first right of refusal.
Clauses 31
This clause prohibits sale or export of minerals otherwise than through Corporation,
Clause 32
This clause provides that all sale and export ofrninerals should be done through Corporation.
Clause 33
This clause provides for conditions under which Corporation may negotiate or approve contracts.
Clause 34
The negotiation or authorisation of any contract for the sale of any mineral in terms of this Act shall not render the Corporation liable under the contract as if it were a party thereto, save to the extent that the contract concerned provides to the contrary.
Clause 35
Any authority granted by the Corporation in terrns of section 34 for the export of any minerals shall be valid for a period not exceeding twelve months, or as the Corporation may fix.