Repeal and dissolution
(1) The National Tobacco Board (Incorporation) Act 1973 [Act 111] (the “repealed Act”) is repealed and the National Tobacco Board (the “dissolved Board”) is dissolved.
(2) All regulations, rules, directions and orders made or having effect under the law repealed by this section and in force or having effect on the appointed date shall, without prejudice to the power of the Minister to amend, revoke or withdraw the regulations, rules, directions or orders and subject to such modifications as may be necessary to bring the regulations, rules, directions and orders in conformity with this Act, continue to be in force and have effect as if they had been made under this Act, until otherwise provided for under this Act.
Transfer of powers, etc.
The powers, rights, privileges, liabilities, obligations and duties which immediately before the appointed date were those of the dissolved Board shall devolve on the Board established by this Act as from that date.
Transfer of property
(1) All lands which immediately before the appointed date were vested in, or reserved under any written law for the purposes of the dissolved Board shall, on that date, by virtue of this Act, be vested in or be deemed to be reserved for the purposes of the Board established by this Act.
(2) All property and assets other than land which immediately before the appointed date were vested in the dissolved Board or in any person on behalf of the dissolved Board, as the case may be, shall, on that date, vest in the Board established by this Act.
Existing contracts
All deeds, bonds, agreements, instruments and working arrangements subsisting immediately before the appointed date and affecting any of the property transferred under section 95 shall have full force and effect against or in favour of the Board established by this Act and shall be enforceable as fully and effectually as if, instead of the dissolved Board or any person acting on behalf of the dissolved Board, the Board established by this Act had been named therein or been a party thereto.
Transfer of moneys in funds
All moneys standing in or due to be paid to the funds of the dissolved Board shall, on the appointed date, be vested in the Board established by this Act, be transferred to and be deemed to be part of the Fund established under section 22.
Membership of dissolved Board
(1) Notwithstanding anything to the contrary, the members of the dissolved Board and the members of any committee appointed under the repealed Act who held office before the appointed date shall cease to hold office on that date.
(2) Nothing in subsection (1) shall affect the accountability of the outgoing members of the dissolved Board and as soon as practicable after the appointed date, the dissolved Board shall prepare and submit to the Minister a report including the financial statements required under the repealed Act, but the report shall be limited to the period from 1 January of the relevant year to the day before the appointed date.
Continuance of officers and servants
(1) The persons who immediately before the appointed date are employed as officers and servants of the dissolved Board shall, on the appointed date, be deemed to have been employed by the Board established by this Act.
(2) Every person who immediately before the appointed date was employed as an officer or servant of the dissolved Board shall, on the appointed date, be employed as an officer or servant of the Board established by this Act upon terms and conditions of service not less favourable than the terms and conditions of service to which he was entitled immediately before the appointed date.
(3) If changes are made on and after the appointed date with respect to the conditions of service of the officers and servants of the dissolved Board who are deemed under subsection (1) to have been employed by the Board established by this Act, they shall be given an option whether to continue to be subject to the existing conditions of service or to be subject to the new conditions of service.
Savings for licence and register
(1) Notwithstanding the repeal and dissolution under section 93 or any provision of this Act to the contrary, every person who, immediately before the appointed date holds a valid licence issued to him under the repealed Act shall on the appointed date be deemed to be licensed under this Act until the expiry of the license and shall be subject to the terms and conditions as the Board established by this Act may impose.
(2) The provisions of this Act relating to the revocation, suspension and renewal of licences shall apply to all persons deemed to be licensed under subsection (1).
(3) Any application for a licence under this Act by a person who is deemed to have been licensed by virtue of subsection (1) shall be treated as a fresh application and not an application for the renewal of the licence.
(4) All registers kept and maintained under the repealed Act shall on the appointed date be deemed to be registers kept and maintained under this Act and shall be deemed to form part thereof.
Activity to which a licence under this Act applies
(1) Subject to section 100, any person who, immediately before the appointed date, is undertaking an activity to which this Act applies shall, within six months from the appointed date, apply for a licence under section 40 and such application shall be treated as a fresh application and not as an application for the renewal of a licence.
(2) Upon receipt of an application under subsection (1) the Board shall issue an acknowledgement to such person.
(3) Pending the determination of such application, such person may continue to undertake the activity.
Continuance of pending applications, etc.
(1) All applications, approvals or decisions, on appeal or otherwise, pending before the dissolved Board under the repealed Act shall, on the appointed date, be dealt with by the Board in accordance with the provisions applying under this Act.
(2) All applications, approvals or decisions, on appeal, pending before the Minister under the repealed Act shall, on the appointed date be dealt with by the Minister under this Act.
(3) All instruments, certificates or documents lodged with the dissolved Board immediately before the appointed date shall, on the appointed date, be deemed to have been lodged with the Board.
Continuance of civil and criminal proceedings
(1) Neither the repeal under section 93 nor anything contained in this Act shall affect any person’s liability to be prosecuted or punished for offences committed under the repealed Act immediately before the appointed date, or any proceedings brought before that date in respect of such offences.
(2) Any proceedings, whether civil or criminal, or cause of action pending or existing immediately before the appointed date by or against the dissolved Board or any person acting on behalf of the dissolved Board may be continued or instituted by or against the Board established by this Act as it might have been by or against the dissolved Board or such person if this Act had not been enacted.
(3) Any appeal brought or any leave to appeal applied for on or after the appointed date against a decision given immediately before the appointed date in any legal proceedings to which the dissolved Board was a party may be brought by or against the Board established by this Act.
Reference in law or document to dissolved Board
A reference in any law or document in force immediately before the appointed date to the dissolved Board shall be construed as a reference to the Board established by this Act.
Continuance of use of name
Notwithstanding sections 93 and 104, the Board established by this Act may continue to use the name “National Tobacco Board” for the purpose of maintaining goodwill or for any purpose the Board deems fit.
Prevention of anomalies
(1) The Minister may, by order, make such modifications in the provisions of this Act as may appear to him to be necessary or expedient for the purpose of removing any difficulty occasioned by the coming into operation of this Act only as regards the performance of the functions and the exercise of the powers by the Board established under this Act.
(2) The Minister shall not exercise the powers conferred by subsection (1) after the expiration of three years from the appointed date.
(3) In this section, “modification” means amendments, additions, deletions and substitutions of any provision of this Act.
Schedule
[Subsection 3(5)]
Meetings
1. (1) The Board shall meet at least once in every three months at such time and place as may be appointed by the Chairman.
(2) The Director General shall on the instruction of the Chairman give a written notice to the members prior to the meeting.
(3) The Chairman shall preside at a meeting of the Board.
(4) Five members shall constitute a quorum at any meeting of the Board.
(5) Every member present at a meeting of the Board shall be entitled to one vote.
(6) If on a question to be determined by the Board there is an equality of votes, the Chairman shall have a casting vote.
Allowance
2. Members of the Board may be paid such allowances as the Minister may determine.
Board may invite others to meetings
3. (1) The Board may invite any person to attend a meeting or deliberation of the Board for the purpose of advising it on any matter under discussion, but that person shall not be entitled to vote at the meeting or deliberation.
(2) A person invited under subparagraph (1) may be paid such allowances as the Board may determine.
Common seal
4. (1) The Board shall have a common seal which shall bear such device as the Board shall approve and such seal may be broken, changed, altered or made anew as the Board deems fit.
(2) Until a seal is provided by the Board, a stamp bearing the words “National Kenaf and Tobacco Board” or “Lembaga Kenaf dan Tembakau Negara” may be used and shall be deemed to be the common seal of the Board.
(3) The common seal shall be kept in the custody of the Director General or such other person as may be authorized by the Board, and shall be authenticated by the Director General or such authorized person or by any officer authorized by the Director General in writing; and all deeds, documents and other instruments purporting to be sealed with the said seal, authenticated as aforesaid, shall, until the contrary is proved, be deemed to have been validly executed:
Provided that any document or instrument which if executed by a person not being a body corporate would not be required to be under seal may in like manner be executed by the Board; and any such document or instrument may be executed on behalf of the Board by any officer or servant of the Board generally or specially authorized by the Board in that behalf.
(4) The common seal of the Board shall be officially and judicially noticed.
Disclosure of interest
5. A member of the Board having, directly or indirectly, by himself or his partner, any interest in any company or undertaking with which the Board proposes to make any contract or having any interest in any such contract or in any matter under discussion by the Board shall disclose to the Board the fact of his interest and the nature thereof, and such disclosure shall be recorded in the minutes of the Board and, unless specifically authorized thereto by the Chairman, such member shall take no part in any deliberation or decision of the Board relating to the contract or matter.
Minutes
6. (1) The Board shall cause minutes of all its meetings to be maintained and kept in a proper form.
(2) Minutes made of meetings of the Board shall, if duly signed, be admissible in evidence in all legal proceedings without further proof.
(3) Every meeting of the Board in respect of the proceedings of which minutes have been so made shall be deemed to have been duly convened and held and all members thereat to have been duly qualified to act.
Validity of acts and proceedings
7. No act done or proceeding taken under this Act shall be questioned on the ground of—
(a) a vacancy in the membership of, or a defect in the constitution of, the Board;
(b) the contravention by any member of the Board of the provisions of paragraph 5; or
(c) an omission, a defect or an irregularity not affecting the merit of the case.
Procedure
8. Subject to this Act, the Board shall determine its own procedure.
Member of Board to devote time to business of Board
9. Every member of the Board shall devote such time to the business of the Board as may be necessary to discharge his duties effectively.
LAWS OF MALAYSIA
Source: Laws of Malaysia, Attorney General's Chambers of Malaysia (lom.agc.gov.my). Not a copy of the Gazette printed by the Government Printer (Interpretation Acts 1948 and 1967, s 61).
