s 34 Dissolution of the Lembaga
(1) Upon this Act ceasing to be in operation the Lembaga shall stand dissolved. (2) The Minister shall, six months before the Act ceases to be in operation, give directions on the dissolution and winding up of the Lembaga, including directions with respect to the corporations and companies, if any, established under this Act. (3) Upon the dissolution of the Lembaga— (a) all powers, rights, privileges, duties, liabilities and obligations of the Lembaga shall devolve on the Government; (b) all land vested in the Lembaga shall vest— (i) in respect of land acquired pursuant to section 28, and land which has been purchased by the Lembaga, in the *Federal Lands Commissioner for the purpose of the Government; and (ii) in respect of State land which has been alienated to the lembaga by the State Authority, in the State Secretary, Kedah, for the purpose of the State, provided that an amount of compensation as may be agreed to between the Federal Government and the State Authority shall be paid to the Federal Government by the State Authority in respect of any development made by the Lembaga on the said land. (c) all property and assets, other than land, which were vested in the Lembaga or in any other person on its behalf shall vest in the Government; (d) any deed, bond, agreement or instrument to which the Lembaga was a party shall have effect as if the Government were substituted for the Lembaga as a party thereto and as if any reference therein to the Lembaga were a reference to the Government; (e) all civil proceedings or causes of action by or against the Lembaga or any person acting on its behalf may be continued or instituted by or against the Government. (4) Subject to subsection (3), the winding up of the Lembaga shall be conducted in such manner as may be determined by the Minister. (5) If any difficulty or anomaly arises in connection with the implementation of the provisions of subsection (3), the Minister may, by order, make such modifications therein as may appear to him to be necessary for removing such difficulty or anomaly. F IRST SCHEDULE [Subsection 5(2)] Appointment, revocation and resignation 1. (1) A member of the Lembaga, other than the Menteri Besar and the General Manager, shall, subject to such conditions as may be specified in his instrument of appointment, hold office for a term not exceeding three years and is eligible for reappointment. (2) The appointment of any member, other than the Menteri Besar and the General Manager, may at any time be revoked by the Prime Minister without assigning any reason therefor. (3) A member, other than the Menteri Besar and the General Manager, may at any time resign his office by letter addressed to the Prime Minister. (4) Every member shall devote such time to the business of the Lembaga as is necessary to discharge his duties effectively. Vacation of office 2. (1) The office of a member of the Lembaga, other than the Menteri Besar and the General Manager, shall be vacated— (a) if he dies; (b) if there has been proved against him, or he has been convicted on, a charge in respect of— (i) an offence involving fraud, dishonesty or moral turpitude; (ii) an offence under any law relating to corruption or under section 30; or (iii) any other offence punishable with imprisonment (in itself only or in addition to or in lieu of a fine) for more than two years; (c) if he becomes bankrupt; (d) if he is of unsound mind or is otherwise incapable of discharging his duties; (e) if he absents himself from three consecutive meetings without leave of the Lembaga; (f) in the event of his resignation being accepted by the Prime Minister; or (g) if his appointment is revoked by the Prime Minister. (2) Where any person ceases to be a member by reason of any of the provisions of this Act, another person shall be appointed in his place in accordance with the provisions applying. Remuneration or allowance 3. There may be paid to members of the Lembaga or any other person (not being an officer or servant of the Lembaga who is within the ambit of the provisions of this Act relating to the terms and conditions of service applicable to his case) such remuneration or allowance as the Minister may determine. Meetings 4. (1) The Lembaga shall meet at least once in every two months. (2) The quorum of the Lembaga shall be four. (3) Subject to the provisions of this Act, the Lembaga shall determine its own procedure. Lembaga may invite others to meetings 5. The Lembaga may request any person (not being a member of the Lembaga) to attend any meeting or deliberation of the Lembaga for the purpose of advising it on any matter under discussion, but any person so attending shall have no right to vote at the said meeting or deliberation. Common seal 6. (1) The Lembaga shall have a common seal which shall bear such device as the Lembaga shall approve and such seal may from time to time be broken, changed, altered or made anew as the Lembaga may think fit. (2) Until a seal is provided by the Lembaga, a stamp bearing the words “Lembaga Pembangunan Langkawi” may be used and shall be deemed to be the common seal of the Lembaga. (3) The common seal shall be kept in the custody of either of the Joint Chairman or such other person as may be authorized by the Lembaga, and shall be authenticated by the Joint Chairman or such authorized person or by any officer authorized by either of them 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 Lembaga; and any such document or instrument may be executed on behalf of the Lembaga by any officer or servant of the Lembaga generally or specially authorized by the Lembaga in that behalf. (4) The common seal of the Lembaga shall be officially and judicially noticed. Disclosure of interest 7. A member of the Lembaga having, directly or indirectly, by himself or his partner, any interest in any company or undertaking with which the Lembaga proposes to make any contract or having any interest in any such contract or in any matter under discussion by the Lembaga shall disclose to the Lembaga the fact of his interest and the nature thereof, and such disclosure shall be recorded in the minutes of the Lembaga and, unless specifically authorized thereto by the Chairman, such member shall take no part in any deliberation or decision of the Lembaga relating to the contract or matter. Minutes 8. (1) The Lembaga shall cause minutes of all its meetings to be maintained and kept in a proper form. (2) Any minutes made of meetings of the Lembaga shall, if duly signed, be admissible in evidence in all legal proceedings without further proof and every meeting of the Lembaga 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 9. No act done or proceeding taken under this Act shall be questioned on the ground of— (a) any vacancy in the membership of, or of any defect in the constitution of, the Lembaga; (b) the contravention by any member of the Lembaga of the provisions of paragraph 7; or (c) any omission, defect or irregularity not affecting the merits of the case. *NOTE—The title of the office of the Federal Lands Commissioner is now known as the Director General of Land and Mines (Federal)–see P.U. (B) 324/1970.