Local Authorities Act, 1992
Joint Business Venture Regulations, 2007
Government Notice 114 of 2007
- Published in Government Gazette 3864 on 27 June 2007
- Commenced on 27 June 2007
- [This is the version of this document at 15 November 2017.]
- [Note: The version of this legislation as at 15 November 2017 was revised and consolidated by the Legal Assistance Centre and the Government of the Republic of Namibia. All subsequent amendments have been researched and applied by Laws.Africa for NamibLII.]
1. DefinitionsIn these regulations, unless the context otherwise indicates, any word or expression defined in the Act has a corresponding meaning, and-“director” means a director of the board of directors of a joint business venture company or a director nominated by and representing a local authority council who may be a staff member of the local authority council or any other person with appropriate and relevant knowledge, expertise and experience;“Government” includes a Ministry, a regional council, a local authority, a parastatal and a non-governmental organisation;“joint business venture” means a joint business venture entered into in accordance with regulation 2;“joint business venture company” means a joint business venture established under regulation 2, which takes the form of a company in terms of regulation 3(a);“joint business venture trust” means a joint business venture established under regulation 2 and which takes the form of a trust in terms of regulation 3(b);“pool” means the contribution made at any time by a local authority council to a joint business venture by way of-(a)the provision of labour or other services free of charge;(b)the supply of materials or equipment;(c)a disposal of assets, subject to section 30(1)(s) and (t) of the Act;(d)the assignment of incorporeal rights, real rights and personal rights;(e)the transfer of all necessary and relevant permits, authorisations, consents and licences;(f)the making of a cash payment;(g)the provision of a loan;(h)the entering into a lease agreement; and(i)the furnishing of a guarantee in terms of section 30(1)(x) of the Act;“the Act” means the Local Authorities Act, 1992 (Act No. 23 of 1992).
2. Entering into joint business venture by local authority council
3. Form of joint business ventureA local authority council, when entering into a joint business venture under regulation 2 may-
4. Alienation, encumbrance or disposal of shares and assets, and pooling of resources, services and propertyA local authority council-
5. Acquisition of shares or other interest in joint business venture by staff members of local authority councilNo member or staff member of a local authority council or any person referred to in section 94A(1)(c)(iv) of the Act, may buy, accept, receive or otherwise acquire any shares or other interest in a joint business venture, excluding payments relating to director's fees, or payment for services rendered with the written approval of the local authority council.
6. Representation of local authority council on board of directors or board of trusteesThe representation of a local authority council on the board of directors of a joint business venture company, or on the board of trustees of a joint business venture trust, in relation to the total representation on the board concerned, must be commensurate to the ratio of the number of shares held by a local authority or local authorities co-jointly to the total number of shares issued in the joint business venture.
7. Amendment or alteration of articles of association and memorandum, trust deed, share or interest structure or nature of operation of joint business ventureThe memorandum and articles of association of a joint business venture company or the trust deed of a joint business venture trust must provide that, irrespective of the voting power of the local authority council as a shareholder at a general meeting of such company or at any meeting of the trustees of such a trust, as the case may be, the memorandum or articles of association or the trust deed may not be amended and the share or interest structure altered, including the transfer of ownership in shares, or the nature of the operations of the relevant joint business venture changed, including the risks pertaining thereto, without-
8. Audit of accounting records and financial statements of joint business venture
9. Staff members of local authority council not to be employed by joint business venture
10. GeneralNothing in these regulations prevents a local authority council from entering into a joint business venture under regulation 2 for the purposes of conducting a joint business venture with objectives, powers, functions or purposes which are identical or similar to, or which are in competition or in conflict with, the objectives, powers, functions or purposes of any of the local authority council's own operations, if the joint business venture may serve to improve the efficiency or effectiveness of any of the own operations of the local authority council.
11. Transitional provisions
History of this document
15 November 2017 this version
27 June 2007