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REPUBLIC OF NAMIBIA RO,30 WINDHOEK - 24 March 1992 No. 377

CONTENTS

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GOVERNMENT NOTICE

No. 29 Promulgation of New Era Publication Corporation Act, 1992 (Act 1 of 1992), of the National Assembly . 1

Government Notice

OFFICE OF THE PRIME MINISTER

No. 29 1992

PROMULGATION OF ACT OF THE NATIONAL ASSEMBLY

The following Act which has been passed by the National Assembly and signed by the President in terms of the Namibian Constitution is hereby published in terms of Article 56 of that Constitution.

No. 1 of 1992: New Era Publication Corporation Act, 1992.

2 Government Gazette 24 March 1992 No. 377

Act No. I, 1992 NEW ERA PUBLICATION CORPORATION ACT, 1992

( ACT

To provide for the establishment of a publication corporation for Namibia; to determine its powers, duties and functions; and to provide for matters incidental thereto.

(Signed by the President on 11March 1992)

BE IT ENACTED by the National Assembly of the Republic of Namibia, as follows:-

Definitions. 1. In this Act, unless the context indicates otherwise -

"board" means the board of directors referred to in section 5;

"member" means a member of the board appointed under section 5(1);

"Minister" means the Minister of Information and Broadcasting;

"the Corporation" means the New Era Publication Corporation incorporated in terms of section 2.

Incorporation of New Era Publication Corporation.

2. (1) There is hereby established a publication cor- poration to be known as the New Era Publication Corporation.

(2) The Corporation shall be a juristic person.

(3) The Registrar of Companies shall as soon as possible after the commencement of this Act enter the name of the Corporation in the registers kept by the Registrar.

No. 377 Government Gazette 24 March 1992 3 Act No.1, 1992

Objects of the Corpo- ration.

Powers, duties and func- tions of Corporation.

NEW ERA PUBLICATION CORPORATION ACT, 1992

3. The objects of the Corporation shall be -

(a) to provide an objective and factual information service by compiling and publishing a newspaper, the New Era, in the English language as well as in the different indigenous languages of Namibia;

(b) to lay special emphasis in the said newspaper and to report on -

(i) community-related issues, particularly such issues as may be of importance in the rural areas of Namibia;

(ii) issues of national interest; and

(iii) government related matters which may con- cern the community;

(c) to distribute the said newspaper nation-wide; and

(d) to manage the said Corporation according to general business principles.

4. For purposes of achieving its objects the Corpo- ration may, subject to the provisions of any other law -

(a) establish and control facilities and enter into agreements for the compilation, publication and distribution of the New Era;

(b) canvass advertisements and other notices and publish them at such tariffs as it may determine;

(c) buy, hire or otherwise acquire and sell, let or otherwise dispose of or hypothecate or pledge or otherwise deal with any movable property or, with the prior approval of the Minister, any immovable property or any right in or over immovable property;

(d) open banking accounts;

(e) with the approval of the Minister accept dona- tions and receive moneys due to it;

4 Government Gazette 24 March 1992 No. 377 Act No.1, 1992

Board of Corporation.

NEW ERA PUBLICATION CORPORATION ACT, 1992

(f) with the approval of the Minister raise or borrow money, with or without security, and issue de- bentures, bills of exchange or other negotiable instruments;

(g) apply its funds to the establishment of a reserve fund, or invest moneys not immediately required for its affairs with any financial institution approved by the Minister;

(h) act as agent or representative on behalf of any person for any purpose in connection with its objects or itself appoint agents or representatives for such a purpose.

(2) The Corporation may further do anything which is conducive to the attainment of its objects even though it is not expressly mentioned in subsection (1), and the generality of this provision shall not be limited by the paragraphs of subsection (1).

(3) Any act which the Corporation is empowered to perform in connection with the attainment of its objects, may be performed within or outside Namibia.

5. (I) The affairs of the Corporation shall be ma- naged and controlled by a board of directors of not more than twelve and not less than seven members, and who shall be appointed by the Minister.

(2) No person who is not aN amibian citizen or who is a member of Parliament shall be appointed as a member of the board under subsection (1).

(3) The Minister shall appoint the members of the board for their ability and experience in the administration or management of public affairs and the political, socio- economic and communication fields or their suitability otherwise as directors.

(4) The Minister shall designate one director as chairperson of the board and the members shall elect from amongst their number one other director as vice-chair- person of the board.

(5) Whenever the chairperson of the board is absent or unable to fulfil his or her duties, the vice-chairperson of the board shall act in his or her stead and, when so acting,

No. 377 Government Gazette 24 March 1992 5 Act No.1, 1992 NEW ERA PUBLICATION

CORPORATION ACT, 1992

the vice-chairperson may exercise any power and shall perform the duties and functions of the chairperson.

(6) Every appointment of a member shall be notified in the Gazette.

Tenure of office of direc- tors and filling of vacancy.

6. (1) A member shall, subject to the provisions of subsection (2), hold office for a period of 5 years but shall at the expiration of his or her term of office be eligible for reappointment.

(2) A member shall vacate his or her office if -

(a) his or her estate is sequestrated or he or she compromises with his or her creditors;

(b) he or she becomes of unsound mind;

(c) he or she is convicted of an offence and is sentenced to imprisonment without the option of a fine;

(d) he or she resigns as a member by giving not less than one months's notice in writing to the Mi- nister;

(e) he or she has been absent from three consecutive meetings of the board without the leave of the' chairperson of the board;

(f) he or she becomes subject to a disqualification referred to in section 5(2);

(g) he or she is removed from office under subsection (3).

\K (3) The Minister may remove a member from office- (a) on account of continued ill-health;

(b) on account of misconduct;

(c) on account of unfitness for the duties of his or her office or incapacity to carry them out efficiently;

(d) if, for reasons other than his or her own unfitness or incapacity, his or her removal will promote efficiency.

6 Government Gazette 24 March 1992 No. 377 Act No.1, 1992 NEW ERA PUBLICATION

CORPORATION ACT, 1992

(4) If a member ceases to hold office the Minister may, with due regard to the provisions of section 5(2) and (3), appoint any person to act in the place of such a member for the unexpired portion of his or her term of office.

Remuneration and other conditions of appoint- ment of members.

7. (1) A member who is not in the full-time employ- ment of the Corporation shall be paid from the funds of the Corporation such remuneration and allowances as may be determined by the Minister from time to time.

-"

(2) The remuneration and allowances determined under subsection (1)may differ according to the office held by the member concerned or the functions performed by him or her.

Meetings of Board. 8. (1) Subject to the provisions of subsection (2), a meeting of the board shall be held at such time and place as may be determined by the chairperson.

(2) The chairperson of the board shall at the request of the Minister or on the written request of at least one- third of the members of the board, convene a special meeting of the board.

(3) The majority of the members of the board shall form a quorum for a meeting of the board.

(4) If both the chairperson and the vice-chairperson of the board are absent from a meeting of the board, the directors present at such meeting shall from among their number elect a person to preside at that meeting.

(5) The decision of a majority of the members present at a meeting of the board shall constitute a decision of the board, and, in the event of an equality of votes on any matter, the person presiding at such meeting shall have a casting vote in addition to his or her deliberative vote.

(6) No decision taken by the board or act performed under the authority of the board shall be invalid by reason only of a vacancy on the board or of the fact that any person not entitled to sit as a member sat as such a member at the time when the decision was taken or the act was authorised, if the decision was taken or the act was authorised by the majority of the members who were present at the time and entitled to sit as members.

No. 377 Government Gazette 24 March 1992 7

Act No.1, 1992

Committees of board.

Executive officer and other employees of Cor- poration.

NEW ERA PUBLICATION CORPORATION ACT, 1992

9. (1) The board may establish such committees as it may deem necessary, which may, subject to the instruc- tions of the board perform such functions of the board as the board may determine.

(2) A committee referred to in subsection (1) may consist of one or more members or so many other persons or so many directors and other persons as the board deems necessary, and the board may at any time dissolve or reconstitute a committee.

(3) If a committee established under subsection (1) consists of more than one person, the board shall designate one of those persons as the chairperson thereof.

(4) A member of a committee who is not a member of the board or is not in the full-time employment of the Corporation shall be paid from the funds of the Cor- poration such allowances as may be determined by the board with the concurrence of the Minister.

10. (1) The board shall appoint a person as executive \\ lJ officer of the Corporation for the performance of the 'Y-- functions of the Corporation.

(2) The executive officer shall attend all the meetings of the board, unless the board determines otherwise, and shall be entitled to participate in the deliberations of the board, but shall not be entitled to exercise any vote at any meeting thereof.

(3) If the executive officer of the Corporation is for any reason unable to perform his or her functions, the chairperson of the board may designate any other person in the employment of the Corporation to act as executive officer until the executive officer can resume his or her functions.

(4) The board shall appoint such other persons as it may deem necessary to assist the executive officer in the performance of the functions of the Corporation.

(5) The board may determine the remuneration and other conditions of service of the executive officer and its other employees, and their service benefits, including the provision or supply of medical aid benefits, housing facilities or benefits, and the provision for and payment of gratuities and pensions.

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CORPORATION ACT, 1992

Financing of Corpora- tion.

11. (1) The funds of the Corporation shall consist of -

(a) moneys appropriated by Parliament to finance the functions of the Corporation;

(b) moneys received by virtue of the sale of the New Era and the publication of advertisements and other notices;

(c) moneys borrowed by the Corporation;

(d) interest received on moneys invested by the Corporation;

(e) donations or contributions received by the Cor- poration from any person, institution, govern- ment or any other source;

(f) moneys which may accrue to the Corporation from any other source.

(2) The Corporation shall utilize its funds for de- fraying expenses in connection with the performance of its functions under this Act, but shall utilize any donations or contributions referred to in subsection (l)(e) in accordance with the conditions, if any, imposed by the donor or contributor concerned.

Financial year and esti- mates of revenue and expenditure.

12. (I) The financial year of the Corporation shall end on 31 March in each year.

(2) The Corporation shall, for approval by the Mi- nister, submit annually, in the form and at the time determined by the Minister, its estimates of revenue and expenditure for the ensuing financial year and may also during the course of a financial year submit to the Minister for approval supplementary estimates of expenditure for that year.

(3) The Corporation shall, if the Minister so directs, amend its estimates of revenue and expenditure in accordance with such direction.

(4) The Corporation shall restrict its expenditure for any financial year to the amounts shown on its estimates of expenditure as approved by the Minister for that financial year.

No. 377 Government Gazette . 24 March 1992 9 Act No.1, 1992

Accounting responsibi- lity.

Auditing, furnishing of in- formation and annual reports.

Exemptions.

NEW ERA PUBLICATION CORPORATION ACT, 1992

13. (1) The executive officer shall be the accounting ~of the Corporation, and as such shall be charged with the responsibility of accounting for all moneys received, the utilization tllereof and the use and care of the property of the Corporation.

(2) The accounting officer shall cause such records of \..) account to be kept as are necessary to repr~ ~ state of affairs and business of the Corporation and to explain the transactions and financial position of the Corporation.

14. (1) The Auditor-General shall audit the books of account, accounting statements and annual financial statements of the Corporation and shall submit a copy-of his or her report on the audit of those statements to the Corporation.

(2) The Corporation shall furnish the Minister with such information as the Minister may call for from time to time in connection with the activities and financial po- sition of the Corporation and shall as soon as practicable after the end of each financial year submit to the Minister in respect of that financial year, copies of -

(a) the audited balance sheet and profit and loss accounts and the report of the Auditor-General; and

(b) a report by the Corporation on its activities during that financial year.

(3) The financial statements and reports submitted to the Minister in terms of subsection (l), shall be laid on the Table of the National Assembly by the Minister within 14 days after receipt thereof, if Parliament is then in ordinary session, or, if Parliament is not then in ordinary session, within 14 days after the commencement of its next ordinary session.

15. Notwithstanding anything to the contrary con- tained in any law -

(a) the income of the Corporation, shall be exempt from income tax;

10 Government Gazette 24 March 1992 No. 377 Act No.1, 1992 NEW ERA PUBLICATION

CORPORATION ACT, 1992

(b) no transfer duty, office fee or other moneys shall be payable in respect of the acquisition of im- movable property by the Corporation.

Limitation of liability. 16. No member or any person in the employment of the Corporation shall be liable in respect of anything done or omitted in good faith and not attributable to negligence in the exercise or performance of a power or duty in terms of this Act.

Liquidation of Corpo- ration.

17. The Corporation shall not be wound up except by or under the authority of an Act of Parliament.

Short title. 18. This Act shall be called the New Era Publication Corporation Act, 1992;