Research, Science, Innovation, and Technology Bill

Research, Science, Innovation, and Technology Bill EXPLANATORY NOTE GENERAL POLICY STATEMENT The Research, Science, Innovation, and Technology Bill (the Bill ) is an omnibus Bill that amends more than 1 Act and is introduced under Standing Order 267(1)(a) because the amendments deal with an interrelated topic that can be regarded as implementing a single broad policy. Taken together, the provisions of the Bill implement a co-ordinated set of changes that are directed at a single broad policy of reforming the research, science, innovation, and technology system through aligned governance, funding, and institutional arrangements. The purpose of the Bill is— to establish a research, science, innovation, and technology advisory council to advise on government policies and priorities for research, science, innovation, and technology in New Zealand; and to provide for a funding board to make decisions on the allocation of funding appropriated for the purposes of research, science, innovation, or technology (or related activities); and to specify the Crown entity companies that are public research organisations and to provide for their objective, functions, operating principles, and operation; and to rename Callaghan Innovation as Gracefield Innovation Quarter Holdings and to provide for its functions and operation; and to disestablish the Health Research Council of New Zealand and to provide for ethical and scientific review of research proposals; and to repeal the Callaghan Innovation Act 2012, the Crown Research Institutes Act 1992, the Health Research Council Act 1990, and the Research, Science, and Technology Act 2010. The Bill establishes a revised legislative framework for New Zealand’s research, science, innovation, and technology system. The Bill responds to the complexity and fragmentation of the current system, which has developed through multiple statutes, institutions, and funding arrangements over time. These settings have made it difficult to clearly align government priorities with funding decisions, institutional roles, and system oversight. The Bill implements a single integrated reform programme to establish a simpler and more cohesive research, science, innovation, and technology system. It does this by clarifying roles and responsibilities across the system, streamlining funding decision-making arrangements, and updating the institutional framework through which public research and innovation activity is delivered. REGULATORY IMPACT STATEMENT The Ministry of Business, Innovation, and Employment prepared regulatory impact statements on 3 April 2025 and 6 November 2025 to help inform the main policy decisions taken by the Government relating to the contents of this Bill. Copies of the regulatory impact statements can be found at— https://www.mbie.govt.nz/dmsdocument/31282-regulatory-impact-statement-driving-economic-growth-through-science-innovation-and-technology-proactiverelease-pdf https://www.mbie.govt.nz/dmsdocument/31939-ris-future-of-health-research-funding-decision-making-and-allocation-proactiverelease-pdf https://www.regulation.govt.nz/publications-and-resources/regulatory-analysis-summaries/ CONSISTENCY WITH PRINCIPLES OF RESPONSIBLE REGULATION The Ministry of Business, Innovation, and Employment provided the following documents relating to its review of this Bill, and its process for developing it, for consistency with the principles of responsible regulation under the Regulatory Standards Act 2025: a consistency accountability statement on 21 August 2026: a summary of underpinning analysis on 21 August 2026. Copies of these documents can be found at— https://www.mbie.govt.nz/dmsdocument/32435-consistency-accountability-statement-research-science-innovation-and-technology-bill https://www.mbie.govt.nz/dmsdocument/32436-summary-of-underpinning-analysis-research-science-innovation-and-technology-bill The Ministry of Business, Innovation, and Employment considers that a statement from the responsible Minister under section 11(b) of the Regulatory Standards Act 2025 is not required for this Bill. CLAUSE BY CLAUSE ANALYSIS Clause 1 is the Title clause. Clause 2 provides for most of the Bill to come into force on 1 July 2027. The exceptions are that— clause 20 (which relates to the allocation of research, science, innovation, and technology ( RSI&T ) funding for research involving certain activities), subpart 1 of Part 5 (which relates to the disestablishment of the Health Research Council of New Zealand), and clause 104 (which relates to the repeal of the Health Research Council Act 1990) come into force on a date or dates set by Order in Council, or on 1 July 2028 if they have not come into force before then. The reason for commencement of these provisions by Order in Council is to allow time for agencies and affected parties to prepare for implementation and to manage organisational transitions; and subpart 2 of Part 4 (which relates to the disestablishment of Gracefield Innovation Quarter Holdings) comes into force on a date set by Order in Council, which must not be a date before the Minister is notified that the sale or transfer of the Gracefield Innovation Quarter property (the GIQ property ) is completed. If an Order in Council is not made before 1 July 2037, subpart 2 of Part 4 is repealed. The reason for commencement of this subpart by Order in Council is to allow time to explore and implement options for the future ownership and management of the GIQ property. PRELIMINARY PROVISIONS Clause 3 sets out the purpose of the Bill. Clause 4 defines terms used in the Bill. Clause 5 provides that the transitional, savings, and related provisions in Schedule 1 apply. Clause 6 provides that the Bill binds the Crown. PRIORITIES AND FUNDING FOR RESEARCH, SCIENCE, INNOVATION, AND TECHNOLOGY ADVISORY COUNCIL Clause 7 provides for the establishment by the Prime Minister of a research, science, innovation, and technology advisory council (the advisory council ) on the recommendation of the Minister. Clauses 8 to 10 relate to the work of the advisory council. Clause 8 provides that the functions of the advisory council are to provide advice to the Minister on government priorities and policies for RSI&T and any other matters set out in the terms of reference. Clause 9 enables the Minister to determine the advisory council’s terms of reference, including setting the conditions of membership and meeting requirements. Clause 10 requires the Minister to consider any advice provided by the advisory council and consult the advisory council regarding any proposed actions arising from that advice. GOVERNMENT PRIORITY AND POLICY STATEMENTS Clauses 11 and 12 relate to Government priority and policy statements ( GPPS ). Clause 11 enables the Minister to issue GPPS at any time that state the government priorities and policies for RSI&T that may be the subject of a ministerial direction and that public research organisations must respond to under the operating principle set out in clause 34(3)(b) . Clause 12 provides that the Minister may issue, amend, replace, or revoke GPPS at any time and must give public notice that this has been done as soon as practicable. FUNDING FOR RESEARCH, SCIENCE, INNOVATION, AND TECHNOLOGY Clause 13 provides that the Minister may establish a funding board and appoint a chairperson and members to the board following consultation with any other Minister who the Minister believes has a relevant interest in the allocation of RSI&T funding. Clauses 14 and 15 set out the functions of the funding board and how the funding board must act in performing its functions. Clause 14 provides that the functions of the board are making decisions on RSI&T funding allocation proposals, providing related advice to the Minister, and providing feedback when consulted on matters relating to the board’s functions. Clause 15 requires the funding board to provide the chief executive with a written record of any decision made in the performance of its functions. Clause 16 provides that the funding board may, with the approval of the Minister, delegate its functions to the chief executive of any of the State services or any other approved person. The funding board must only make a delegation if satisfied that doing so will result in a more efficient and effective decision-making process. Clause 17 enables the Minister to disestablish a funding board by public notice at any time. Clauses 18 to 20 relate to the allocation of funding. Clause 18 enables the Minister to specify the funds available for allocation by the funding board and clause 19 provides that RSI&T funding is for the purpose of research, science, innovation, or technology activities for the benefit of New Zealand. Clause 20 provides that RSI&T funding must not be allocated for activities that involve certain types of research, including research with human participants, unless the board is satisfied that the activities comply with national ethical standards. Clause 21 requires the Minister to set criteria for the allocation of RSI&T funding to specify how individuals and organisations can become eligible for funding. The funding board must make funding decisions based on the criteria set by the Minister. Clause 22 provides that the chief executive must refer all proposals relating to the allocation of RSI&T funding to the funding board and supply any information the funding board requires to make its decision. Clause 23 provides that the department must implement any decision of the funding board unless the Minister gives approval for another department to implement the decision. Clauses 24 to 27 set out the powers of the Minister in relation to the funding board. Clauses 24 and 25 provide that the Minister may direct the funding board and must consult the funding board before directing it. Clause 26 enables the Minister to request advice from the funding board regarding RSI&T matters and consult it on matters related to its functions. Clause 27 provides that the Minister must not give a direction relating to the production of outputs by a particular person or direct the allocation of funds for the benefit of a particular person. Schedule 2 contains provisions relating to the administration of funding boards, including appointment and removal of members, procedural matters, duties of members, immunities and insurance for members, and fees and allowances for members. PUBLIC RESEARCH ORGANISATIONS Clause 28 provides an outline of this Part, which relates to public research organisations. FORMATION AND ESTABLISHMENT Clauses 29 to 31 provide for the formation and establishment of public research organisations. Clause 29 provides that a public research organisation is established when a Crown entity company is formed under section 79 of the Crown Entities Act 2004 and the Crown entity company is added to Schedule 3 . Clause 30 enables the name of a Crown entity company to be added or removed from Schedule 3 by Order in Council. Clause 31 provides that public research organisations are Crown entities for the purposes of section 7 of the Crown Entities Act 2004 and the provisions of that Act apply unless expressly excluded. OBJECTIVE, FUNCTIONS, AND RELATED GOVERNANCE MATTERS Clauses 32 to 45 relate to the objectives of public research organisations, their functions, and related governance matters. Clauses 32 and 33 set out the objective and functions of public research organisations. The functions include undertaking research that provides long-term benefits for New Zealand, providing public good research and science services, and encouraging commercialisation of research carried out and technologies created. Clauses 34 to 36 set out how public research organisations must operate. The board of a public research organisation must ensure that the company acts consistently with the operating principles set out in clause 34 , which include pursuing opportunities that drive innovation and commercial outcomes and responding to matters set out in GPPS. Clause 35 requires public research organisations to operate in a financially responsible manner, including by maintaining their long-term viability. Clause 36 requires public research organisations to act in a manner that is consistent with Treaty settlement obligations. Clauses 37 and 38 describe the roles of shareholding Ministers and directors of public research organisations. Clause 37 provides that the shareholding Ministers have the role in section 88 of the Crown Entities Act 2004 and must act consistently with the objectives, functions, operating principles, and any statement of purpose that applies to a public research organisation. Clause 38 provides that the shareholding Ministers must appoint the directors of a public research organisation in accordance with section 89 of the Crown Entities Act 2004, provided that the Ministers consider the persons (either individually or collectively) will bring a range of the skills specified in that clause to the role. Clause 39 enables the Minister to determine the amount of dividend payable by a public research organisation after consulting the organisation. Clause 40 provides that chief executives of public research organisations are appointed for a term of up to 5 years and may be reappointed. Clause 41 relates to Crown entity subsidiaries of public research organisations and the application of the Crown Entities Act 2004 to those subsidiaries. Clauses 42 to 45 provide for the appointment of advisers to the board of a public research organisation. Clause 42 provides that, after consulting the board, shareholding Ministers may appoint a Crown adviser ( clause 44 ) or an independent adviser ( clause 45 ) to provide advice to the board on any matter relevant to the organisation’s objective, functions, scope of activities, strategy, operations, or affairs. Clause 43 provides that advisers are not members of the board or members of committees of the board and must not give directions or seek to influence their decisions, but they may attend meetings of the board or any committees of the board. STATEMENTS OF PURPOSE Clauses 46 to 49 relate to statements of purpose for public research organisations. Clause 46 requires the Minister to make a statement of purpose for a public research organisation after consulting the board of the public research organisation. The Minister must ensure that the statement of purpose contains the matters set out in clause 47 , which include the organisation’s purpose, intended outcomes, and scope of activities. Clause 48 requires the board of a public research organisation to ensure that the organisation acts consistently with the statement of purpose and clause 49 requires the Minister to review statements of purpose every 5 years. GOVERNMENT DIRECTIONS Clauses 50 to 53 provide for the Government to direct public research organisations. Clause 50 requires public research organisations to give effect to the Minister’s directions on matters relating to GPPS and clause 51 requires them to comply with directions that the Minister gives during a state of emergency. Clause 52 provides that the Crown has discretion to provide compensation to a public research organisation for complying with a direction under clause 50 or 51 . Clause 53 requires public research organisations to have regard to a direction to support a whole of government approach given under section 107 of the Crown Entities Act 2004 (rather than being obliged to give effect to it). MONITORING AND ACCOUNTABILITY Clauses 54 to 57 relate to the information that public research organisations must provide for monitoring and accountability purposes. Those clauses specify information that must be included in the statement of intent ( clause 54 ), statement of performance expectations ( clause 55 ), and annual report ( clause 56 ) in addition to what is required under the Crown Entities Act 2004. Clause 57 provides that nothing in the Bill requires information to be included in the monitoring and accountability documents that could be withheld if a request were made for it under the Official Information Act 1982. Clause 58 allows the shareholding Ministers to delegate the power in section 133 of the Crown Entities Act 2004 to request information to certain persons, and clause 59 sets out requirements that apply to that delegation. TRANSFER OF ACTIVITIES Clause 60 enables the Minister to transfer activities from 1 public research organisation to another after consulting specified groups and meeting other procedural requirements. Clause 61 provides that all information, rights, liabilities, contracts, entitlements and engagements relating to, and property owned for the purpose of, the transferred activity will transfer to the recipient public research organisation, unless the parties to the transfer agree otherwise. Clause 62 provides that employees of the transferring public research organisation must be offered equivalent employment by the recipient public research organisation if their duties are closely connected with the transferred activity and their positions will cease to exist following the transfer. Clause 63 provides that an employee who is transferred is to be treated as having continuous employment and clause 64 requires the chief executive of the transferring public research organisation to notify the transferring employees that information relating to them will also be transferred. MISCELLANEOUS MATTERS Clauses 65 to 77 address miscellaneous matters relating to public research organisations. Those clauses provide that— a public research organisation must not provide goods or services to any person at the request of the department unless it has entered into a written agreement with that department and the department has considered whether there is adequate funding for the request ( clause 65 ): a public research organisation’s failure to comply with the provisions of the Bill does not invalidate any agreement it has entered into ( clause 66 ): a director or an employee of a public research organisation or its Crown entity subsidiary is protected from civil liability for any advice they provide or omit to provide in performance in good faith of their role that relates to a hazardous event, or any act or omission in performance in good faith of a direction given by the Minister under clause 51 during an emergency ( clause 67 ): Schedule 4 applies, which enables the Crown to transfer assets and liabilities of the Crown to public research organisations in accordance with the schedule and despite any other law or agreement to the contrary. The schedule does not override obligations arising under Treaty settlements and includes procedural requirements that the Minister must comply with before transferring land or assets ( clause 68 ): the acquisition of particular assets or shares by a public research organisation may be exempted by Order in Council from section 47 of the Commerce Act 1986, which prohibits acquisitions that substantially lessen market competition ( clause 69 ): sections 40 to 42 of the Public Works Act 1981, which relate to the disposal of land that is not required for public work, do not apply to public work land that is transferred to a public research organisation ( clause 70 ): the chief executive of Land Information New Zealand must lodge a caveat under section 138 of the Land Transfer Act 2017 against dealings in relation to land that is transferred to a public research organisation in the circumstances described in clause 70 ( clause 71 ): requirements in the Resource Management Act 1991 restricting the subdivision of land do not apply in relation to a transfer of land to a public research organisation from the Crown or from another public research organisation as part of a transfer of activities ( clause 72 ): employees of departments may be transferred to public research organisations if the chief executive of a department finds that the duties of those employees are to be carried out by a public research organisation ( clause 73 ): an employee who is transferred to a public research organisation under clause 73 is not entitled to a redundancy payment ( clause 74 ), must be employed on terms and conditions that are based on those in their previous role ( clause 75 ), and their employment is to be treated as being continuous ( clause 76 ): certain entities are to be treated as the same person for the purposes of the Inland Revenue Acts (as defined in section 3(1) of the Tax Administration Act 1994) in the case of a transfer of activities between, or a qualifying amalgamation of, public research organisations ( clause 77 ). GRACEFIELD INNOVATION QUARTER HOLDINGS Clause 78 provides an outline of this Part, which relates to Gracefield Innovation Quarter Holdings. CALLAGHAN INNOVATION CONTINUED AND RENAMED Clauses 79 and 80 continue and rename Callaghan Innovation as Gracefield Innovation Quarter Holdings and preserve its status as a Crown entity. Clause 81 sets out the functions of Gracefield Innovation Quarter Holdings. Those functions consist primarily of owning and managing the GIQ property, and reporting to the Minister on options for its future ownership, and operating and managing GlycoSyn Technologies (with a view to ultimately selling or transferring it or, in the alternative, winding it down). Clauses 82 and 83 relate to the process for any sale or transfer of the GIQ property. Clause 82 prevents Gracefield Innovation Quarter Holdings from implementing a sale or transfer without the Minister’s consent, while clause 83 provides for a formal notification process to the Minister in the event that the GIQ property is completely sold or transferred. In that scenario, the notice given to the Minister advising of the completion of the sale or transfer enables an Order in Council to be made commencing subpart 2 of Part 4 (which disestablishes Gracefield Innovation Quarter Holdings). Clause 84 provides for any residual matters relating to GlycoSyn Technologies that remain with Gracefield Innovation Quarter Holdings following a sale or transfer of GlycoSyn Technologies (or following its winding-down, as the case may be) to be transferred to the department. Clauses 85 and 86 relate to the board of Gracefield Innovation Quarter Holdings. Clause 85 provides that the board must have at least 3 members (and no more than 9). Clause 86 sets out the powers of the board that are not able to be delegated (for example, the power to borrow or lend money). Clause 87 provides that any directions under the Crown Entities Act 2004 to Callaghan Innovation are deemed to be directions to Gracefield Innovation Quarter Holdings. Clauses 88 and 89 relate to the ability of the Minister to appoint the chief executive of the department as a special adviser to the board of Gracefield Innovation Quarter Holdings. Clause 88 sets up the power of appointment and clause 89 provides for how such an appointment would work (for example, in relation to the capacity in which the special adviser can attend meetings and the information to which they must be given access). Clause 90 provides for 2 alternative outcomes, each of which relate to the ability to make an Order in Council under clause 2(4) commencing subpart 2 of Part 4 . Subpart 2 of Part 4 disestablishes Gracefield Innovation Quarter Holdings. If an Order in Council is not made before 1 July 2037, clause 90(1) repeals subpart 2 of Part 4 . That means Gracefield Innovation Quarter Holdings would not be disestablished. If an Order in Council is made before 1 July 2037, clause 90(2) repeals clause 90 altogether. Subpart 2 of Part 4 would come into force and Gracefield Innovation Quarter Holdings would be disestablished. GRACEFIELD INNOVATION QUARTER HOLDINGS DISESTABLISHED Subpart 2 of Part 4 relates to the disestablishment of Gracefield Innovation Quarter Holdings and comes into force only if an Order in Council is made under clause 2(4) . Clause 91 disestablishes Gracefield Innovation Quarter Holdings ( GIQH ). Clauses 92 and 93 provide for how various matters arising from the disestablishment of GIQH are to be dealt with. Clause 92 provides, for example, that all information held by GIQH immediately before the disestablishment date is transferred to the department, while clause 93 provides that any proceedings or other matters that have not been completed as at the disestablishment date are to be determined or completed as if the department were GIQH. Clause 94 provides that, after the disestablishment of GIQH, a reference to that entity must be read as a reference to the department. Clause 95 relates to employment and appointment positions at GIQH on disestablishment. It provides that all such positions are terminated and that any liability or responsibility of GIQH relating to an employment or appointment matter becomes the liability or responsibility of the department. Clause 96 provides that the related amendments set out in Schedule 5 have effect as set out in that schedule. HEALTH RESEARCH COUNCIL DISESTABLISHED AND AMENDMENTS TO AND REPEALS OF OTHER LEGISLATION HEALTH RESEARCH COUNCIL DISESTABLISHED Clauses 97 to 99 relate to the disestablishment of the Health Research Council of New Zealand. Those clauses provide that amendments related to the disestablishment are set out in Schedule 6 and provide for the application of the Health Sector (Transfers) Act 1993 following the disestablishment. AMENDMENTS TO AND REPEAL OF OTHER LEGISLATION Clause 100 provides that the amendments set out in Schedule 7 have effect as set out in that schedule. Clauses 101 to 104 repeal the Research, Science, and Technology Act 2010, the Callaghan Innovation Act 2012, the Crown Research Institutes Act 1992, and the Health Research Council Act 1990. The Parliament of New Zealand enacts as follows: 1 Title This Act is the Research, Science, Innovation, and Technology Act 2026 . 2 Commencement This Act comes into force on 1 July 2027, with some exceptions. The following provisions come into force on a date or dates set by Order in Council: a section 20 (which relates to the allocation of RSI&T funding for research involving certain activities): b subpart 1 of Part 5 (which relates to the disestablishment of the Health Research Council of New Zealand): c section 104 (which relates to the repeal of the Health Research Council Act 1990). Any of the provisions referred to in subsection (2) that have not come into force by 1 July 2028 come into force then. Subpart 2 of Part 4 (which relates to the disestablishment of Gracefield Innovation Quarter Holdings) comes into force on a date set by Order in Council, which must not be before the date on which the Minister receives a notice under section 83(2)(b) . An Order in Council made under this section is secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements). 3 Purpose The purpose of this Act is to— a establish a research, science, innovation, and technology advisory council to advise on government priorities and policies for research, science, innovation, and technology in New Zealand; and b provide for a funding board to make decisions on the allocation of funding appropriated for the purposes of research, science, innovation, or technology (or related activities); and c specify the Crown entity companies that are public research organisations and provide for their objective, functions, operating principles, and operation; and d continue Callaghan Innovation and rename it Gracefield Innovation Quarter Holdings and specify the functions of Gracefield Innovation Quarter Holdings; and e disestablish the Health Research Council of New Zealand and to provide for ethical and scientific review of research proposals; and f repeal the Callaghan Innovation Act 2012, the Crown Research Institutes Act 1992, the Health Research Council Act 1990, and the Research, Science, and Technology Act 2010. 4 Interpretation In this Act, unless the context otherwise requires,— advisory council or research, science, innovation, and technology advisory council means the advisory council that may be established by the Prime Minister under section 7 advisory group means an advisory group established by the funding board under clause 17 of Schedule 2 assets includes real or personal property of any description, whether tangible or intangible (for example, intellectual property, money, rights, or interests) board , in relation to a public research organisation or a Crown entity subsidiary of a public research organisation, has the same meaning as in section 127 of the Companies Act 1993 Callaghan Innovation means the Crown entity established by section 7 of the Callaghan Innovation Act 2012 chief executive means the chief executive of the department commencement date means the date on which this Act (other than the provisions referred to in section 2(2) and subpart 2 of Part 4 ) comes into force constitution , in relation to a public research organisation, means the constitution of the public research organisation under section 29 of the Companies Act 1993 Crown entity company has the same meaning as in section 10(1) of the Crown Entities Act 2004 Crown entity subsidiary has the same meaning as in section 10(1) of the Crown Entities Act 2004 Crown Research Institute means a company established as a Crown Research Institute under section 11 of the Crown Research Institutes Act 1992 disestablishment date means the date on which subpart 2 of Part 4 comes into force ( see section 2(4) ) employment agreement has the same meaning as in section 5 of the Employment Relations Act 2000 funding board means any board established by the Minister under section 13 generally accepted accounting practice has the same meaning as in section 8 of the Financial Reporting Act 2013 GIQ property means the property located at 69 Gracefield Road, Lower Hutt, Wellington and described in Lot 2 DP 76980 (being all the land comprised in record of title WN43D/5) and Lot 1 DP 76930 (being all the land comprised in record of title WN43D/4) GlycoSyn Technologies means— a the business unit within GIQH known as GlycoSyn Technologies; and b GlycoSyn Technologies Limited government priorities and policies for RSI&T means government priorities and policies for research, science, innovation, and technology (or related activities), and includes priorities and policies in relation to the following matters: a government funding: b investment strategies: c capabilities: d infrastructure: e international connections: f national security Government priority and policy statement or GPPS means a Government priority and policy statement issued under section 11 Gracefield Innovation Quarter Holdings or GIQH means the entity— a established by section 7 of the Callaghan Innovation Act 2012 (and known until the commencement date as Callaghan Innovation); and b continued by section 79 of this Act (and known from the commencement date as Gracefield Innovation Quarter Holdings) liabilities includes— a liabilities and obligations under any Act or agreement; and b deposits and other debt securities within the meaning of the Financial Markets Conduct Act 2013 ; and c contingent liabilities post-settlement governance entity — a means a body corporate or the trustees of a trust established, for the purpose of receiving redress in the Treaty settlement of a claimant group,— i by that group; or ii by or under legislation or order of a court; and b includes— i an entity established to represent a collective or combination of claimant groups; and ii an entity controlled by an entity referred to in paragraph (a) ; and iii an entity controlled by a hapū to which redress has been transferred by an entity referred to in paragraph (a) public research organisation means a company named in Schedule 3 recipient public research organisation means a public research organisation to which activities are transferred by a notice made under section 60 referring chief executive has the meaning set out in section 14(1)(b)(ii) referring Minister has the meaning set out in section 14(1)(b)(i) research means scientific research, including scientific development and related services RSI&T funding means money contained in funds or categories of funds specified by the Minister under section 18 science includes physical sciences, biological sciences, social sciences, and technology (and scientific has a corresponding meaning) shareholding Ministers has the same meaning as in section 10(1) of the Crown Entities Act 2004 specified date means the date on which a notice made under section 60 comes into effect statement of purpose , in relation to a public research organisation, means a statement made under section 46 State services has the same meaning as in section 5 of the Public Service Act 2020 transferred activity means an activity that is transferred to a recipient public research organisation and described in a notice made under section 60 transferred employee means a person referred to in section 62 who has been offered and has accepted employment in a recipient public research organisation transferring public research organisation means a public research organisation from which activities are transferred by a notice made under section 60 Treaty settlement means— a a Treaty settlement Act; or b a Treaty settlement deed Treaty settlement Act means— a an Act listed in Schedule 3 of the Treaty of Waitangi Act 1975; or b any other Act that provides redress for Treaty of Waitangi claims, including Acts that provide collective redress or participation arrangements for claimant groups whose claims are, or are to be, settled by another Act, including— i the Maori Commercial Aquaculture Claims Settlement Act 2004: ii the Ngā Mana Whenua o Tāmaki Makaurau Collective Redress Act 2014: iii the Nga Wai o Maniapoto (Waipa River) Act 2012: iv the Ngati Tuwharetoa, Raukawa, and Te Arawa River Iwi Waikato River Act 2010: v the Treaty of Waitangi (Fisheries Claims) Settlement Act 1992 and secondary legislation that gives effect to section 10 of that Act and is made under Part 9 of the Fisheries Act 1996 Treaty settlement deed — a means a deed or other agreement that— i has been signed by or on behalf of a Minister of the Crown and representatives of a group of Māori; and ii is in settlement of the claims of that group or in express anticipation, or on account, of that settlement; and b to avoid doubt, includes a deed or other agreement of the kind described in paragraph (a) that relates to the claims of a collective or combination of Māori groups; but c does not include an agreement in principle or any document that is preliminary to a signed and ratified deed Treaty settlement entity means any of the following: a a post-settlement governance entity: b a board, trust, committee, authority, or other body, incorporated or unincorporated, that is recognised in or established under any Treaty settlement Act: c an entity or a person that is authorised by a Treaty settlement Act to act for a natural feature with legal personhood: d Te Ohu Kai Moana or a mandated iwi organisation (as those terms are defined in section 5(1) of the Maori Fisheries Act 2004): e an iwi aquaculture organisation (as defined in section 4 of the Maori Commercial Aquaculture Claims Settlement Act 2004). 5 Transitional, savings, and related provisions The transitional, savings, and related provisions set out in Schedule 1 have effect according to their terms. 6 Act binds the Crown This Act binds the Crown. 7 Establishment of research, science, innovation, and technology advisory council The Prime Minister may, by written notice and on the recommendation of the Minister, establish a research, science, innovation, and technology advisory council. Before establishing the advisory council, the Prime Minister may, if they consider it appropriate, consult any interested persons about the advisory council. An advisory council established under this section may, subject to any terms of reference determined by the Minister under section 9 , regulate its procedure in any manner that the advisory council thinks fit. The department must give public notice of any advisory council established under this section. The Minister may appoint— a persons to be members of the advisory council; and b a chairperson and deputy chairperson of the advisory council from among its members. 8 Functions of advisory council The functions of the advisory council are to— a provide advice to the Minister, on request, on matters relating to government priorities and policies for RSI&T; and b advise the Minister on any other matters set out in any terms of reference. 9 Minister may determine terms of reference The Minister may determine terms of reference for the advisory council, which may include any or all of the following: a any additional functions of the advisory council: b the process for terminating members: c the conditions of membership, including term: d the minimum and maximum number of members: e any meeting requirements and procedure, including quorum: f the remuneration of members: g any arrangements to avoid or manage conflicts of interest: h any arrangements for administrative support for the advisory council: i any other matter that the Minister considers appropriate. The department must, as soon as practicable after any terms of reference are determined or amended by the Minister, give public notice of the terms of reference (or amended terms of reference). 10 Minister to consider advisory council advice The Minister must— a consider any written advice received from the advisory council; and b consult the advisory council regarding any actions the Minister proposes to take as a result of the advice. 11 Minister may issue Government priority and policy statements The Minister may, at any time, issue 1 or more Government priority and policy statements. The purpose of a GPPS is to state the government priorities and policies for RSI&T— a that may be the subject of a ministerial direction under section 24(1) or 50(1) ; and b that public research organisations must respond to under the operating principle set out in section 34(3)(b) . 12 Issuing and changing GPPS The Minister must give public notice of a GPPS issued under section 11 as soon as practicable after it is issued. The Minister may amend, replace, or revoke a GPPS at any time. If a GPPS is amended, replaced, or revoked, the Minister must give public notice as soon as practicable. 13 Establishment of funding board The Minister may— a establish, by public notice, a funding board; and b appoint members to that board; and c appoint a member of the board as the chairperson. Before establishing a funding board, the Minister must consult any other Minister whose area of responsibility, in the Minister’s opinion, includes an interest in the allocation of funding for research, science, innovation, and technology. The department must supply all secretarial and administrative services required to enable the funding board to carry out its functions. Schedule 2 applies to the funding board and to the members and chairperson of that board. 14 Functions of funding board The functions of the funding board are to— a make decisions on proposals for the allocation of RSI&T funding that are referred to it by the chief executive ( see section 22 ); and b with the prior approval of the Minister, make decisions on proposals for the allocation of RSI&T funding that are referred to it— i by any other Minister (a referring Minister ); or ii by the chief executive (or equivalent) of any of the State services (a referring chief executive ); and c provide advice to the Minister, on request, relating to the matters set out in section 26(a) ; and d provide feedback to the Minister when consulted under section 26(b) on matters relating to the board’s functions; and e provide advice to any other Minister, department, agency, or body, on request, on matters relating to the board’s functions; and f carry out any additional function that the Minister may direct under section 24(1)(b) . In performing its functions, the funding board must act— a in an independent, fair, and transparent manner; and b in relation to its function under subsection (1)(a) , in accordance with— i the purposes for which RSI&T funding may be allocated ( see section 19 ); and ii the criteria set by the Minister under section 21(1) ; and iii any directions given by the Minister under section 24 ; and c in relation to its function under subsection (1)(b) , in accordance with any criteria specified by the referring Minister or referring chief executive (as the case may be) under section 21(5) ; and d only on information presented to the board by the chief executive, or, in relation to its function under subsection (1)(b) , the referring Minister or referring chief executive (as the case may be). A decision under subsection (1)(a) or (b) must include decisions on the following matters: a the person that is to be allocated funding: b the amount of the funding: c the duration of the funding: d the purpose for which the funding may be used: e any other conditions relating to the allocation of the funding. 15 Record of funding decisions The funding board must record any decision made in the performance of its functions in writing and provide that decision to the chief executive or (if applicable) the referring Minister or referring chief executive (as the case may be). 16 Funding board may delegate functions With the approval of, and within any limits set by, the Minister, the funding board may, either generally or particularly and by resolution, delegate its functions under section 14 to— a the chief executive (or equivalent) of any of the State services; or b any other person (not being an employee of any of the State services) approved by the Minister. If the funding board delegates functions to a chief executive (or equivalent) under subsection (1)(a) ,— a the chief executive (or equivalent) is not responsible to the Minister for the performance of those functions but must act independently; and b the chief executive (or equivalent) may, in accordance with clauses 2 and 3 of Schedule 6 of the Public Service Act 2020 , delegate those functions to employees or holders of specified offices in the department. A person to whom functions are delegated under subsection (1) or (2)(b) must perform them in accordance with sections 14(2) and 15 and those provisions apply with all necessary modifications as if references to the funding board were references to that person. A delegation under subsection (1) or (2)(b) does not affect or prevent the performance of a function or the exercise of a power by the funding board or affect the responsibility of the funding board for the actions of a person acting under the delegation. The funding board must not make a delegation under this section unless satisfied that,— a given the nature of the decision to be made by the delegate and the level of funding involved, the delegation will result in a more efficient and effective decision-making process than if the board had made the decision; and b if necessary, conditions are imposed upon the delegation that will enable the board to verify that the delegate has complied with the requirements of sections 14(2) and 15 . 17 Disestablishment of funding board The Minister may disestablish a funding board at any time in the same way as the Minister may establish one (and section 13(2) applies accordingly, with any necessary modifications). 18 Minister to specify research, science, innovation, and technology funds The Minister may, at any time that the Minister thinks fit, specify by public notice the funds or categories of funds— a that contain money appropriated for the purposes of research, science, innovation, or technology (or related activities); and b in relation to which the funding board must make allocation decisions ( see section 14(1)(a) and (b) ). 19 Purposes for which RSI&T funding may be allocated RSI&T funding may be allocated for research, science, innovation, or technology activities (or related activities) for the benefit of New Zealand. The activities referred to in subsection (1) include any activity that— a is likely to contribute to economic growth, improved health outcomes, or improved environmental outcomes for New Zealand; or b is likely to increase knowledge or understanding of the physical, biological, or social environment; or c is likely to develop, maintain, or increase skills or scientific or technological expertise that is of particular importance to New Zealand; or d is unlikely to be funded, or adequately funded, from non-governmental sources; or e facilitates research, science, innovation, or technology, or related activities; or f promotes or facilitates the application of research, science, innovation, or technology, or related activities. 20 Allocation of RSI&T funding for research involving certain activities The funding board must not allocate RSI&T funding for an activity that will or may involve research of any 1 or more of the following types unless the board is satisfied that the research complies with the national ethical standards for human research determined and made publicly available by the national advisory committee on health services ethics under section 92(2A) of the Healthy Futures (Pae Ora) Act 2022: a research conducted with human participants: b research conducted on, or using, human tissue: c research that uses personal information (including personal information of deceased natural persons). In this section, personal information has the same meaning as in section 7(1) of the Privacy Act 2020 . 21 Criteria for allocation of RSI&T funding The Minister must set criteria— a that specify eligibility and assessment requirements for RSI&T funding (in relation to both individuals and organisations); and b against which the funding board must make allocation decisions on proposals that are referred to it under section 14(1)(a) ( see section 14(2)(b)(ii) ). The Minister may set different criteria in relation to different funds or categories of funds specified under section 18 . The Minister must give public notice of the criteria set under subsection (1) as soon as practicable after the criteria are set. The Minister may amend, replace, or revoke criteria set under this section by— a giving public notice of the amended, replaced, or revoked criteria; and b giving written notice to the funding board. A referring Minister or referring chief executive may set criteria— a of the kind referred to in subsection (1)(a) ; and b against which the funding board must make allocation decisions on proposals that are referred to it under section 14(1)(b) ( see section 14(2)(c) ); and c that are different to the criteria set by the Minister under this section. If a referring Minister or referring chief executive sets criteria under subsection (5) , subsections (2) to (4) apply with all necessary modifications. 22 Chief executive to refer proposals to funding board The chief executive must, on any occasion when a decision is to be made on the allocation of RSI&T funding, refer the proposal concerned to the funding board. The funding board must make any decision required accordingly. The funding board may, for the purpose of making its decision, request that the chief executive provide the board with all information, or any specified information, that relates to the proposal. If the department holds the information requested, the chief executive must provide that information to the board. In this section, information includes— a independent advice received by the department; and b confirmation of whether the proposal has been independently reviewed. 23 Department to implement funding decisions The department must implement any funding decisions made by the funding board under section 14(1)(a) or (b) , including by— a entering into contracts with a person that is to be allocated funding; and b setting any terms and conditions of those contracts as may be appropriate (having regard to the decisions made by the board referred to in section 14(3) ). If the Minister gives written approval, another department may perform the role described in subsection (1) . In this section, another department means a department (within the meaning of section 5 of the Public Service Act 2020 ) other than the department that, with the authority of the Prime Minister, is responsible for the administration of this Act. 24 Minister may direct funding board The Minister may, by notice in writing, direct the funding board— a on matters relating to a Government priority and policy statement; and b to undertake any function related to research, science, innovation, or technology (or related matters) in addition to the functions set out in section 14(1)(a) to (e) . A direction under subsection (1)(a) may require the board to take particular actions in the performance of its functions (for example, reporting on the performance of its investments and reporting on how its decisions align with the Government priority and policy statement). The funding board must give effect to any direction given to it under this section. Nothing in this section requires the funding board to act contrary to the requirements in section 14(2)(a) to (d) . 25 Procedure for directions on Government policy The Minister must consult the funding board before giving a direction under section 24 . The Minister must give public notice of a direction under section 24 as soon as practicable after it is given. The direction may be amended, replaced, or revoked in the same way as it may be given. 26 Minister may consult or request advice The Minister may— a request advice from the funding board regarding— i government priorities and policies for RSI&T; or ii any other matter relating to research, science, innovation, or technology (or any related activities); and b consult the funding board on matters relating to the board’s functions. 27 Limitations on Minister’s powers Nothing in this Part authorises the Minister to— a give a direction in respect of the production, by a particular person, of outputs relating to research, science, innovation, or technology, or related activities; or b direct the funding board to allocate funds to or for the benefit of a particular person. 28 Outline of this Part Subpart 1 provides for the formation of Crown entity companies and their establishment as public research organisations. Subpart 2 — a sets out the objective, functions, and operating principles that apply to all public research organisations; and b imposes requirements on public research organisations, including in relation to the responsible management of their assets and liabilities and in relation to existing Treaty settlements; and c describes the role of shareholding Ministers and directors of public research organisations and deals with other governance matters; and d enables the shareholding Ministers to appoint advisers to the boards of public research organisations. Subpart 3 requires the Minister to make (and periodically review) statements of purpose for public research organisations and imposes a duty on the board of a public research organisation to ensure that the company acts consistently with its statement of purpose. Subpart 4 relates to the directions that may be given to public research organisations and outlines the circumstances in which compensation may be payable as a result. Subpart 5 — a provides for what public research organisations must include in their statements of intent, statements of performance expectations, and annual reports; and b requires the board of a public research organisation to supply certain information to the shareholding Ministers, if requested. Subpart 6 relates to the ability of the Minister to transfer activities between public research organisations and provides for the consequences of such a transfer (including, for example, in relation to employees). Subpart 7 — a provides for the process to be followed if a department makes a request for a public research organisation to provide goods or services to any person; and b provides for immunity from civil liability in certain circumstances for directors and employees of public research organisations or Crown entities subsidiaries of public research organisations; and c sets out certain procedural matters relating to transfers of assets, liabilities, and employees from the Crown to a public research organisation; and d enables the Governor-General, on the recommendation of the Minister, to disapply section 47 of the Commerce Act 1986 for certain acquisitions of assets or shares that may occur in connection with a transfer under subpart 6 or Schedule 4 ; and e deals with taxation consequences arising from a transfer of activities between, or an amalgamation of, public research organisations. 29 Establishment of public research organisations A Crown entity company may be formed under section 79 of the Crown Entities Act 2004 for the purpose of establishing a public research organisation. The Companies Act 1993 applies to a public research organisation as provided in section 85 of the Crown Entities Act 2004 , or as otherwise modified by this Act. See section 30 in relation to adding a Crown entity company to Schedule 3 (which has the effect of making it a public research organisation). 30 Power to amend Schedule 3 The Governor-General may, by Order in Council made on the recommendation of the Minister, amend Schedule 3 to do any 1 or more of the following: a add the name of a Crown entity company: b remove the name of a Crown entity company and substitute another name in recognition of a change in the company’s name: c remove the name of a Crown entity company. The Minister may recommend that an Order in Council be made to add the name of a Crown entity company only if they— a have complied with subsection (6) ; and b are satisfied that it is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole that the relevant company be established as a public research organisation. The Minister may recommend that an Order in Council be made to remove the name of a Crown entity company and substitute another name only if they have complied with subsection (6) . The Minister may recommend that an Order in Council be made to remove the name of a Crown entity company only if they— a have complied with subsection (6) ; and b are satisfied that it is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole that the relevant company cease to be a public research organisation. However, the Minister is not required to comply with subsection (6) before recommending that an Order in Council be made to remove the name of a Crown entity company if they make the recommendation as a result of a review carried out under section 49 . Before making a recommendation under this section, the Minister— a must consult the board of the Crown entity company to which the recommendation relates; and b may also consult— i the advisory council; and ii any other person who the Minister considers is likely to have an interest in the recommendation. An order under this section is secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements). 31 Application of Crown Entities Act 2004 to public research organisations A public research organisation is a Crown entity for the purposes of section 7 of the Crown Entities Act 2004 . The Crown Entities Act 2004 applies to a public research organisation except to the extent that this Act expressly provides otherwise. The following sections of the Crown Entities Act 2004 do not apply to public research organisations or to their boards, board members, or employees: a section 93, to the extent that it relates to section 97: b section 97: c section 107, except as applied by section 53(1) of this Act. 32 Objective of public research organisations The objective of every public research organisation is to undertake, or arrange for another person to undertake, research that supports economic growth and positions New Zealand for the future. 33 Functions of public research organisations The functions of every public research organisation are to— a undertake, or arrange for another person to undertake, research that provides long-term benefits for New Zealand (including economic, environmental, and health benefits); and b provide public good research and science services needed in order to— i inform key regulatory and policy decisions; and ii support the resilience of the economy, environment, and public of New Zealand; and c drive internationally competitive innovation in New Zealand; and d encourage commercialisation and practical use of the research carried out and technologies created; and e carry out any additional function that the shareholding Ministers may direct under section 112 of the Crown Entities Act 2004 . 34 Operating principles The board of a public research organisation must ensure that the company acts in a manner consistent with the operating principles set out in this section. The duty in subsection (1) — a applies in addition to the duties of the board under section 92 of the Crown Entities Act 2004 ; and b is a collective duty owed to the shareholding Ministers for the purposes of section 94 of the Crown Entities Act 2004 . The operating principles of each public research organisation are to— a pursue opportunities that drive innovation and commercial outcomes to grow the New Zealand economy, including by— i partnering, where appropriate, with Māori, investors, innovators, and other appropriate persons, both locally and internationally, in relation to science and commercialisation; and ii redirecting any investment in less promising ventures to high-potential opportunities; and b respond to matters set out in Government priority and policy statements; and c pursue excellence in science; and d develop, attract, and retain critical skills and capability for the New Zealand research, science, innovation, and technology sector; and e support research that contributes to the public good; and f exercise stewardship over any data or collections it holds and any infrastructure it owns, operates, or controls; and g collaborate, where appropriate, with other public research organisations and other research organisations generally (whether in New Zealand or internationally); and h use resources efficiently; and i protect the integrity and security of sensitive research and technology; and j meet any applicable ethical standards for research. 35 Requirement to operate in financially responsible manner Each public research organisation must ensure that it operates in a financially responsible manner. In particular, a public research organisation must ensure that it— a prudently manages its assets and liabilities; and b endeavours to maintain its long-term financial viability. For the purposes of this section, a public research organisation is financially viable if— a its activities generate, on the basis of generally accepted accounting practice, an adequate rate of return on shareholders’ funds; and b it is operating as a successful going concern. 36 Obligation relating to Treaty settlements In performing and exercising its functions, duties, and powers under this Act, a public research organisation must act in a manner that is consistent with obligations arising under existing Treaty settlements. In this section, existing Treaty settlements means Treaty settlements that exist at the time the relevant function, power, or duty is performed or exercised (rather than only those that exist at the commencement of this Act). 37 Shareholding Ministers and their role The shareholding Ministers have the role in section 88 of the Crown Entities Act 2004 . The shareholding Ministers must perform or exercise the functions, duties, and powers conferred or imposed on them with respect to a public research organisation in a manner that is consistent with— a the objective of a public research organisation (as expressed in section 32 ); and b the functions of a public research organisation (as expressed in section 33 ); and c the operating principles set out in section 34 ; and d any statement of purpose that applies to a public research organisation (made under subpart 3 of this Part). 38 Directors and their role The shareholding Ministers must appoint the directors of a public research organisation in accordance with section 89 of the Crown Entities Act 2004 . The shareholding Ministers must appoint one of the directors of a public research organisation to be chairperson of the board, in accordance with the criteria (if any) in the constitution of the public research organisation. Subsection (2) applies despite anything in any other legislation. The directors of a public research organisation must be persons who, in the opinion of the shareholding Ministers, will bring (either individually or collectively) a wide range of skills to the board of the public research organisation, including— a the skills necessary to ensure the sound management of the public research organisation, both financially and generally; and b knowledge of, or experience in, any of the following (including in an international context): i the carrying out of research: ii the commercialisation of research: iii the management of research; and c experience in scientific fields relevant to the public research organisation’s activities; and d knowledge of, or experience in, the application, by the productive sector, of research and technology; and e an understanding of, and the skills necessary to promote, the actual and potential linkages between the activities of the public research organisation and the activities of— i the private sector; and ii other persons or bodies that are able, or may be able, to utilise the research undertaken by the public research organisation or collaborate with the public research organisation in that research. No director of a public research organisation may be appointed to represent a particular interest group. The board of a public research organisation must be accountable to the shareholding Ministers in the manner set out in the constitution of the public research organisation. Subsection (6) does not limit any provisions of the Crown Entities Act 2004 that apply to the board of a public research organisation. 39 Power of Minister to determine amount of dividend payable Despite any other provision of this Act or the constitution of any public research organisation, the Minister may, by written notice to the board of a public research organisation, determine the amount of dividend payable by the public research organisation in respect of any financial year or years. The Minister must— a consult the public research organisation before making a determination under this section; and b give public notice of a determination made under this section as soon as is reasonably practicable after it is made. This section does not limit the need for a public research organisation to comply with the provisions of the Companies Act 1993 (or its constitution, if relevant) relating to distributions. 40 Employment of chief executive A chief executive of a public research organisation is appointed for a term of not more than 5 years, but may be reappointed. The terms and conditions of employment of a chief executive of a public research organisation appointed by its board must be determined by agreement between the board and the chief executive. 41 Crown entity subsidiaries of public research organisations A public research organisation or Crown entity subsidiary of a public research organisation may form or acquire shares in a Crown entity subsidiary in accordance with section 96 of the Crown Entities Act 2004 . Each Crown entity subsidiary of a public research organisation is a Crown entity for the purposes of the Crown Entities Act 2004. The Crown Entities Act 2004 applies to a Crown entity subsidiary of a public research organisation except to the extent that this Act expressly provides otherwise. Section 97 of the Crown Entities Act 2004 does not apply to a Crown entity subsidiary of a public research organisation. 42 Shareholding Ministers may appoint advisers to board of public research organisation The shareholding Ministers may appoint 1 or more advisers to the board of a public research organisation. An adviser may be appointed as— a a Crown adviser ( see section 44 ); or b an independent adviser ( see section 45 ). An adviser may provide advice to the board of a public research organisation on any matter relevant to the public research organisation’s objective, functions, scope of activities, strategy, operations, or affairs. Before appointing more than 1 adviser to a board, the shareholding Ministers must consider whether any practical issues may arise from the appointment. If more than 1 adviser is appointed to a board, the advisers must perform their advisory functions independently. 43 Status of advisers to boards of public research organisations An adviser appointed under section 42 is not a member of the board of the public research organisation, but may attend the meetings of the board. The adviser may also attend meetings of any committees of the board, but is not a member of a committee. The adviser must not give directions or seek to influence decisions of the board or a committee of the board. For the purposes of subsections (1) and (2) , the adviser must be given— a reasonable notice of the time and place of every meeting of the board and its committees; and b any written material or documents that relate to matters to be considered at a meeting. The notices and material or documents required by subsection (4) must be provided to the adviser,— a in the case of meetings of the board, by the chairperson or deputy chairperson (if there is one), or the member or members calling the meeting; and b in the case of meetings of a committee, by the member or members calling the meeting. Nothing in this section requires the board or a committee of a public research organisation to supply to an adviser any information that the board or committee considers it necessary to withhold— a to protect the privacy of a person (whether or not a natural person or a deceased person); or b to manage any conflict of interest. 44 Appointment of Crown adviser The shareholding Ministers may appoint a chief executive of a department, or a chief executive’s nominated appointee, as a Crown adviser to the board of 1 or more public research organisations. The purpose of the appointment is to facilitate the exchange of information between the shareholding Ministers, departments, and the board on matters of Government policy relevant to the board in performing its functions and exercising its powers under this Act. The shareholding Ministers must consult the board before appointing a Crown adviser. In this section, department has the same meaning as in section 2(1) of the Public Finance Act 1989 . 45 Appointment of independent adviser The shareholding Ministers may appoint any person as an independent adviser to the board of 1 or more public research organisations. The purpose of the appointment is to provide the board with information and advice to assist the board’s decision-making. The shareholding Ministers must consult the board before appointing an independent adviser. The shareholding Ministers must, for each appointment,— a develop draft terms of reference that set out— i the topics or subject areas on which the independent adviser may advise the board; and ii the processes for managing information, confidentiality, and conflicts of interest; and b consult the board on the draft terms of reference; and c finalise the terms of reference (which must include the matters specified in paragraph (a) ); and d give public notice of the final terms of reference. 46 Minister to make statements of purpose The Minister must, by public notice, make a statement of purpose for a public research organisation as soon as practicable after the organisation is added to Schedule 3 . Before making a statement of purpose, the Minister must— a ensure that it contains the matters set out in section 47 ; and b consult the board of the public research organisation to which the statement relates; and c be satisfied that the statement— i is consistent with the objective, functions, and operating principles of public research organisations; and ii is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole. The Minister may also consult the following before making a statement of purpose: a the advisory council: b any other person that the Minister considers is likely to have an interest in the statement. Subsection (1) does not prevent the Minister from making a statement of purpose for a company that is not named in Schedule 3 if the company has been formed with the intention of becoming a public research organisation (and in that case, subsection (2)(b) applies in relation to the board of that company). 47 Matters covered by statements of purpose Each statement of purpose must include— a a description of the purpose of the public research organisation to which it relates; and b the intended outcomes that the public research organisation is expected to work towards; and c the scope of the public research organisation’s activities (including the areas of research that the organisation is expected to lead and the areas of research in which it is expected that the organisation will collaborate with other entities); and d a description of how the public research organisation will achieve its purpose; and e any other matter that the Minister considers appropriate. A statement of purpose must not contain anything that is inconsistent with this Act. 48 Duty to act consistently with statement of purpose The board of a public research organisation must ensure that the company acts in a manner consistent with its statement of purpose. The duty in subsection (1) — a applies in addition to the duties in section 92 of the Crown Entities Act 2004 ; and b is a collective duty owed to the shareholding Ministers for the purposes of section 94 of the Crown Entities Act 2004 . 49 Reviews of statements of purpose The Minister must review a statement of purpose no later than 5 years after it is made and, after that, at intervals of no more than 5 years. In carrying out a review, the Minister— a must consult the board of the public research organisation to which the review relates; and b may also consult— i the advisory council; and ii any other person that the Minister considers is likely to have an interest in the review. If, following a review, the Minister considers that a statement of purpose should be amended, revoked, or replaced, the Minister may amend, revoke, or replace the statement accordingly. If, following a review, the Minister considers that no action is required, the Minister must give public notice that— a the statement of purpose has been reviewed; and b no changes to it are proposed. If a statement of purpose is made in reliance on section 46(4) ,— a this section applies only once the company is a public research organisation; and b for the purposes of subsection (1) , the statement of purpose must be treated as having been made on the date the company was added to Schedule 3 . 50 Minister may direct public research organisations The Minister may, by notice in writing, direct a public research organisation or a group of public research organisations on matters relating to a Government priority and policy statement. A public research organisation must give effect to a direction given by the Minister under this section. The following sections of the Crown Entities Act 2004 apply to a direction given by the Minister under this section: a section 113: b section 114: c section 115, except subsection (2)(b) (which requires that a copy of a direction be presented to the House of Representatives): d section 115A. 51 Minister may direct public research organisations during emergency This section applies if there is in force a state of emergency declared under the Civil Defence Emergency Management Act 2002 . The Minister may give a direction to the board of a public research organisation— a with respect to the operations of the public research organisation; and b that the Minister considers necessary in the circumstances. A direction under subsection (2) — a must be given by notice in writing after consultation with the other shareholding Ministers; and b may be given despite anything to the contrary in this Act, the Crown Entities Act 2004 , the Companies Act 1993 , and any rule of law or the constitution of any public research organisation. If the Minister gives notice of a direction to a public research organisation, the board of the public research organisation must ensure that the direction is complied with. Section 115 of the Crown Entities Act 2004 applies in relation to a direction given under this section, except subsection (2)(b) (which requires that a copy of a direction be presented to the House of Representatives). Section 113 of the Crown Entities Act 2004 does not apply to a direction given under this section. 52 Compensation may be paid to public research organisations If a direction is given to a public research organisation under section 50 or 51 , the Crown may, in the Crown’s absolute discretion, pay to the public research organisation any amount that the Crown thinks fit for the purpose of compensating the public research organisation for anything it is, might be, or has been required to do to comply with the direction. Any money required for the purposes of this section must be paid out of money appropriated by Parliament for the purpose. 53 Directions to support whole of government approach The board of a public research organisation, in exercising or performing the functions, duties, and powers conferred or imposed on them with respect to the public research organisation, must have regard to any direction given under section 107 of the Crown Entities Act 2004 that relates to Crown entity companies. Sections 110 and 114(1)(b) of that Act do not apply to the extent that they require a public research organisation to give effect to the direction. 54 Content of statement of intent A statement of intent for a public research organisation must, for the period to which it relates,— a explain how the public research organisation’s strategic intentions will give effect to the operating principles set out in section 34 : b explain how the public research organisation intends to meet the expectations set out in its statement of purpose (with particular emphasis on the outcomes set out in the statement). Subsection (1) applies in addition to section 141 of the Crown Entities Act 2004 . In subsection (1) , strategic intentions has the meaning set out in section 141(1) of the Crown Entities Act 2004 . 55 Content of statement of performance expectations A statement of performance expectations for a public research organisation must, in relation to a financial year,— a include a statement of the principles adopted in determining the annual dividend (if any) together with an estimate of the amount or proportion of annual tax paid on earnings (from both capital and revenue sources) that is intended to be distributed to the Crown; and b specify any activities for which the board seeks compensation from the Crown (whether or not the Crown has agreed to provide compensation); and c specify the performance targets and other measures by which the performance of the group comprising the public research organisation and its Crown entity subsidiaries (if any) may be judged in relation to its objectives. Subsection (1) applies in addition to section 149E of the Crown Entities Act 2004 . 56 Content of annual report An annual report for a public research organisation must, in relation to a financial year,— a state the dividend (if any) paid to the Crown by the public research organisation for the financial year; and b contain information about the following: i the impacts of any transfer of activities to or from the public research organisation under subpart 6 of this Part during the financial year: ii the impacts of any transfer of assets or liabilities to the public research organisation under Schedule 4 during the financial year. Subsection (1) applies in addition to the requirements in section 151(1) of the Crown Entities Act 2004 . 57 Protection from disclosure of sensitive information Nothing in this Act requires the inclusion in any statement of intent, statement of performance expectations, annual report, or financial statements of any information that could be properly withheld if a request for that information were made under the Official Information Act 1982 . 58 Delegation of power to request information This section applies despite section 88(4) and (5) of the Crown Entities Act 2004. The shareholding Ministers may delegate the power in section 133 of the Crown Entities Act 2004 to request information to— a the chief executive of a department: b an adviser appointed under section 42 : c the Commissioner of Police or the Chief of Defence Force. Before delegating to a person under subsection (2)(b) or (c) , the shareholding Ministers must consult the board of the public research organisation. The Minister must not delegate the power to delegate under this section. A chief executive of a department may subdelegate the power in accordance with clause 2 of Schedule 6 of the Public Service Act 2020. 59 Additional provisions relating to delegation under section 58 This section applies to a delegation under section 58 . The delegation must be in writing. Subject to any general or special directions given or conditions imposed by the Minister, the delegatee may exercise the delegated power in the same manner, subject to the same restrictions, and with the same effect as if it had been conferred on them directly. A person acting under a delegation must, in the absence of proof to the contrary, be presumed to be acting within the terms of the delegation. A delegation does not affect or prevent the performance of a function or the exercise of a power by the Minister or affect the Minister’s responsibility for the actions of a person acting under the delegation. This section does not limit clause 5 of Schedule 6 of the Public Service Act 2020. 60 Minister may transfer activities between public research organisations The Minister may, by public notice, transfer 1 or more of the activities of a public research organisation to another public research organisation. The notice must state— a that it is made under this section; and b the activities to be transferred; and c the names of the public research organisations affected (and, in each case, whether activities are being transferred from or to the organisation); and d the date on which it comes into effect (the specified date ). Before giving a notice under this section, the Minister must— a consult each public research organisation that will be affected by the notice; and b provide sufficient time for the chief executives of the public research organisations to consult in accordance with subsection (5) ; and c be satisfied that the transfer of activities— i will promote the objective of public research organisations under section 32 ; and ii is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole; and d consult iwi, hapū, and other Māori groups that have an interest in the activities being transferred; and e consult the Minister for Treaty of Waitangi Negotiations and the Minister for Māori Crown Relations: Te Arawhiti; and f take into account any interests that iwi, hapū, or other Māori groups have in the activities being transferred and how those interests may be provided for. Before giving a notice under this section, the Minister may also consult— a the advisory council; and b any other person that the Minister considers is likely to have an interest in the notice. The chief executive of a public research organisation consulted under subsection (3)(a) must consult all of its employees who will be affected by the notice. 61 Consequences of transfer of activities On and after the specified date,— a all information that relates to a transferred activity, including any information relating to a transferred employee, is held by the recipient public research organisation; and b subject to subsections (3) and (5) , all rights, liabilities, contracts, entitlements, and engagements of a transferring public research organisation in relation to a transferred activity become the rights, liabilities, contracts, entitlements, and engagements of the recipient public research organisation; and c anything done, or omitted to be done, or that is to be done, in relation to a transferred activity by, or in relation to, a transferring public research organisation is to be treated as having been done, or having been omitted to be done, or to be done, by, or in relation to, the recipient public research organisation; and d a matter or thing relating to a transferred activity that would, but for this section, have been completed by the transferring public research organisation may be completed by the recipient public research organisation. On and after the specified date (and subject to subsection (3) ), any property identified by a transferring public research organisation as being owned by that organisation solely or principally for the purposes of a transferred activity is vested in the recipient public research organisation. The chief executives of a transferring public research organisation and a recipient public research organisation may, acting in good faith, agree any 1 or more of the following: a that any rights, liabilities, contracts, entitlements, and engagements of the transferring public research organisation will not become the rights, liabilities, contracts, entitlements, and engagements of the recipient public research organisation: b that any property of the transferring public research organisation will not vest in the recipient public research organisation: c that any direction to a transferring public research organisation will, on and after the specified date, become a direction to the recipient public research organisation. The holding of information by a recipient public research organisation under subsection (1)(a) does not— a constitute an action that is an interference with the privacy of an individual under section 69 of the Privacy Act 2020 ; or b prevent the transferring public research organisation from continuing to hold and use any of the information for the purpose of performing its functions. Subsection (1)(b) does not apply to any contract of the transferring public research organisation that is not governed by New Zealand law. An employee of the transferring public research organisation does not become an employee of a recipient public research organisation under this section (but see sections 62 and 63 , which relate to employees of a transferring public research organisation who are offered employment in a recipient public research organisation). If the chief executives of a transferring public research organisation and a recipient public research organisation agree to transfer a direction under subsection (3)(c) , the Minister must give public notice of the transfer of that direction as soon as is reasonably practicable after the transfer has occurred. 62 Transfer of employees between public research organisations The chief executive of a transferring public research organisation and the chief executive of a recipient public research organisation must identify the employees of the transferring public research organisation— a whose duties are, overall, more closely connected with a transferred activity than with the remaining activities of the transferring public research organisation; and b whose positions will, as a result of a transfer of an activity from the transferring public research organisation to the recipient public research organisation, cease to exist within the transferring public research organisation. An employee who is identified under subsection (1) must be offered equivalent employment by the recipient public research organisation. An employee of the transferring public research organisation is not entitled to receive any payment or other benefit on the ground that the position held by the employee in the transferring public research organisation has ceased to exist if— a the position ceases to exist as a result of a transfer of an activity from the transferring public research organisation to a recipient public research organisation; and b in connection with the transfer of the activity, the employee is offered equivalent employment in the recipient public research organisation (whether or not the employee accepts the offer). In this section, equivalent employment , in relation to the employee’s employment in the transferring public research organisation, means employment in the recipient public research organisation that is— a in substantially the same position; and b in the same general locality; and c on terms and conditions of employment that are no less favourable than those that applied to the employee immediately before the transfer of the activity (including any service-related, redundancy, and superannuation conditions). This section— a overrides Part 6A of the Employment Relations Act 2000 ; and b applies despite any restraint of trade provision in an employment agreement. 63 Employment of transferred employee to be treated as continuous employment The employment of a transferred employee by a recipient public research organisation is to be treated as continuous employment for the purposes of any legislation. 64 Chief executive must notify transferred employee of transfer of information The chief executive of a transferring public research organisation must notify each transferred employee that information relating to the employee will be transferred to the recipient public research organisation. 65 Requests for public research organisations to provide goods or services This section applies if a department makes a request for a public research organisation to provide goods or services to any person. The public research organisation must not provide the goods or services unless— a it has entered into a written agreement for the provision of the goods or services with the department that has made the request; and b the department that has made the request has complied with subsection (3) . The department that makes the request must— a consider whether the public research organisation has adequate funding available to enable it to deliver the goods or services; and b consult the public research organisation regarding the matter in paragraph (a) ; and c if the public research organisation does not have adequate funding available, ensure that the agreement referred to in subsection (2)(a) provides for the department to arrange adequate funding accordingly. Nothing in this section prevents a public research organisation from declining to provide any goods or services. In this section, department has the same meaning as in section 2(1) of the Public Finance Act 1989 . 66 Saving of certain transactions A failure by a public research organisation to comply with any provision of this Act does not affect the validity or enforceability of any deed, agreement, right, or obligation entered into, obtained, or incurred by the public research organisation. 67 Immunity from civil liability This section applies to the following persons: a a director or an employee of a public research organisation: b a director or an employee of a Crown entity subsidiary of a public research organisation. The person is protected from liability in civil proceedings for— a any advice or information that the person provides or omits to provide in the performance or intended performance in good faith of the person’s role or duties that relates to— i the likelihood, impact, or consequences of a hazardous event; or ii the effect of intervention measures on the likelihood, impact, or consequences of a hazardous event; or b an act or omission in the performance or intended performance in good faith of a direction given under section 51 . Subsection (2) does not apply in the case of any liability of the director to the public research organisation (or the Crown entity subsidiary of a public research organisation) if the act or omission is also a breach of an individual duty under any of— a sections 131 and 133 to 137 of the Companies Act 1993 : b in the case of a director of a public research organisation only, section 95 of the Crown Entities Act 2004. Nothing in this section affects— a the making of an order under section 170 of the Companies Act 1993: b the liability of any person that is not a civil liability: c the right of any person to apply, in accordance with the law, for judicial review. In this section,— director includes a person who was a director at any time after the commencement of this Act but who is no longer a director employee includes a person who was an employee at any time after the commencement of this Act but who is no longer an employee hazardous event includes, without limitation,— a an explosion: b volcanic activity: c an earthquake or land movement: d a tsunami or flood: e a storm, tornado, or cyclone: f a serious fire: g a leakage or spillage of any dangerous gas or substance: h technological failure: i an infestation, plague, or pandemic: j a major transport incident: k a failure of, or disruption to, an emergency service or essential infrastructure: l an actual or imminent attack or warlike act. 68 Transfers of Crown assets and liabilities to public research organisations The provisions of Schedule 4 apply as set out in that schedule. 69 Power to disapply section 47 of Commerce Act 1986 The Governor-General may, by Order in Council made on the recommendation of the Minister, provide that section 47 of the Commerce Act 1986 does not apply in relation to an acquisition by a public research organisation of particular assets or shares. An Order in Council made under this section must— a state the name of the public research organisation affected; and b describe the acquisition to which it relates (for example, the nature of the relevant assets or shares). The Minister must not make a recommendation for the purposes of subsection (1) unless— a the acquisition is as a result of— i a transfer of activities that is the subject of a notice made under section 60 ; or ii a transfer of assets or liabilities under Schedule 4 ; and b they have consulted the Minister of Commerce and Consumer Affairs; and c they are satisfied that it is in the public interest. In this section, public research organisation includes a Crown entity subsidiary of a public research organisation. An order made under this section is secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements). 70 Application of Public Works Act 1981 This section applies if— a land is transferred to a public research organisation— i from the Crown under Schedule 4 ; or ii from another public research organisation (including as a result of a transfer of activities between public research organisations under subpart 6 of this Part); and b immediately before the transfer, the land was held for a public work; and c the land is required for the purpose of carrying out the objective and functions of a public research organisation. Nothing in sections 40 to 42 of the Public Works Act 1981 applies in relation to the transfer. However, if the land is no longer required for the purpose of carrying out the objective and functions of a public research organisation, sections 40 and 41 of the Public Works Act 1981 apply in relation to that land as if the public research organisation were the Crown and the transfer had not taken place. If, in relation to land that has been transferred to a public research organisation, an offer made by the chief executive under section 40(2) of the Public Works Act 1981 is not accepted within the time frame specified in subsection (5) and the parties have not agreed on other terms for the sale of the land, the public research organisation may sell or otherwise dispose of the land to any person and on such terms and conditions as it thinks fit. The time frame referred to in subsection (4) is the later of the following: a 40 working days after the offer is made or such further period as the chief executive considers reasonable: b if an application has been made to the Land Valuation Tribunal under section 40(2A) of the Public Works Act 1981 , 20 working days after the determination of the Tribunal. In this section and in section 71 ,— chief executive has the same meaning as in section 4 of the Cadastral Survey Act 2002 land has the same meaning as in section 2 of the Public Works Act 1981 public research organisation includes a Crown entity subsidiary of a public research organisation public work has the same meaning as in section 2 of the Public Works Act 1981 working day has the same meaning as in section 2 of the Public Works Act 1981. 71 Requirement to lodge caveat This section applies if land is transferred to a public research organisation in the circumstances described in section 70(1) . The chief executive must lodge a caveat under section 138 of the Land Transfer Act 2017 against dealings in relation to the land to protect any interests of persons to have that land offered to them under section 40(2) of the Public Works Act 1981 . For the purposes of this section,— a the rights of persons referred to in subsection (2) are an interest in land for the purposes of section 138 of the Land Transfer Act 2017 ; and b in stating that interest, it is sufficient for the caveat to refer to sections 40 to 42 of the Public Works Act 1981 and this section. 72 Transfer of land does not constitute subdivision This section applies if land or interests in land are transferred to a public research organisation from the Crown under Schedule 4 or from another public research organisation (including as a result of a transfer of activities between public research organisations under subpart 6 of this Part). Section 11 and Part 10 of the Resource Management Act 1991 do not apply in relation to the transfer. In this section, public research organisation includes a Crown entity subsidiary of a public research organisation. 73 Transfer of employees from departments This section applies if the chief executive of a department finds, in respect of any duties being carried out by the department, that those duties— a are no longer to be carried out by the department; and b are to be carried out (in whole or in part) by a public research organisation. The chief executive of the department and the chief executive of that public research organisation may agree to the transfer, from that department to that public research organisation, of all or any of the employees of that department who are carrying out those duties. Before transferring an employee, the chief executives of the department and the public research organisation must consult the employee about the proposed transfer. The power conferred by this section to transfer any employee is subject to the employment agreement applying to that employee. In this section and in sections 74 to 76 , department has the same meaning as in section 2(1) of the Public Finance Act 1989 . 74 No redundancy payment for employee transferred under section 73 An employee of a department who is transferred to a public research organisation under section 73 is not entitled to a redundancy payment. In this section, redundancy payment includes any payment or other benefit provided on the ground of a person’s position being disestablished. 75 Protection of conditions of employment upon transfer This section applies if an employee of a department is transferred to a public research organisation under section 73 to do substantially the same work as the person was doing before the transfer. The public research organisation must employ the person on terms and conditions that are based on those that applied to the person immediately before the transfer date. Subsection (2) continues to apply to the employee until any of the terms and conditions of employment that apply under the employment agreement applying to that employee at the date of the transfer are varied. On the date of that variation, the terms and conditions of employment of the employee must be determined in accordance with the employment agreement applying to that employee in the public research organisation in which the employee is then employed. Nothing in subsection (2) continues to apply to an employee who receives any subsequent appointment within the public research organisation to which the employee was transferred. 76 Employment of transferred employees treated as continuous An employee of a department who is transferred to a public research organisation under section 73 — a becomes an employee of the public research organisation on the date of the transfer; but b for the purposes of any legislation, rule of law, determination, contract, or agreement relating to the employment of the employee— i the employee’s employment is to be treated as continuous employment; and ii the employee’s period of service with the department, and every other period of service of the employee that is recognised by the department as continuous service, is to be treated as a period of service with the public research organisation. 77 Consequences of transfer or amalgamation for purposes of Inland Revenue Acts For the purposes of the Inland Revenue Acts (as defined in section 3(1) of the Tax Administration Act 1994), the following entities are treated as the same person: a in the case of a transfer under subpart 6 of this Part , the transferring public research organisation and the recipient public research organisation to the extent of the transfer: b in the case of a qualifying amalgamation of 2 or more public research organisations, each amalgamating public research organisation and the resulting amalgamated public research organisation. An amalgamation is a qualifying amalgamation if,— a before the amalgamation, the Minister indicates in writing to the relevant public research organisations that the Minister considers the amalgamation is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole or is otherwise consistent with the government priorities and policies for RSI&T; and b the amalgamation is in accordance with Part 13 of the Companies Act 1993. To avoid doubt, nothing in subsection (1) treats 2 or more public research organisations as the same person at any time, except to the extent provided in that subsection. For the purposes of sections IA 5, IC 3, IE 2, IE 3, and OA 8 of the Income Tax Act 2007, and any other provision of that Act that depends on interests measured under subpart YC of that Act, the following changes are ignored if they arise solely because of a transfer or an amalgamation referred to in subsection (1)(a) or (b) : a a change to the identity of a shareholder: b a change to the measurement of a voting interest, market value interest, or option under subpart YC. 78 Outline of this Part Subpart 1 of this Part— a continues Callaghan Innovation as a Crown entity and renames it Gracefield Innovation Quarter Holdings; and b specifies the functions of Gracefield Innovation Quarter Holdings; and c provides for— i the process for any sale or transfer of the GIQ property; and ii the size and operation of the board of Gracefield Innovation Quarter Holdings; and iii related matters; and d repeals subpart 2 of this Part if an Order in Council has not been made under section 2(4) before 1 July 2037. Subpart 2 of this Part disestablishes Gracefield Innovation Quarter Holdings and provides for the consequences of disestablishment, as well as the consequential amendments required (however, see section 2(4) ). 79 Callaghan Innovation continued and renamed Gracefield Innovation Quarter Holdings Callaghan Innovation is continued and renamed Gracefield Innovation Quarter Holdings. 80 Gracefield Innovation Quarter Holdings is Crown entity Gracefield Innovation Quarter Holdings is a Crown entity for the purposes of section 7 of the Crown Entities Act 2004. The Crown Entities Act 2004 applies to Gracefield Innovation Quarter Holdings except to the extent that this Act expressly provides otherwise. 81 Functions of Gracefield Innovation Quarter Holdings The functions of Gracefield Innovation Quarter Holdings are to— a own and manage the GIQ property; and b explore options for the future ownership and management of the GIQ property; and c report to the Minister on possible options for the future ownership and management of the GIQ property; and d implement any of the options that have been identified and approved by the Minister, including any options that may involve the sale or transfer of the GIQ property, whether in whole or in part ( see section 82 ); and e operate and manage GlycoSyn Technologies; and f explore options for the sale or transfer of GlycoSyn Technologies, whether in whole or in part, and implement any suitable sale or transfer that has been identified; and g wind down GlycoSyn Technologies (or any part of it that remains after a partial sale or transfer) by 30 June 2028; and h carry out any additional function that the Minister may direct in accordance with section 112 of the Crown Entities Act 2004 . The functions referred to in subsection (1)(a) to (d) cease to apply if the GIQ property is sold or otherwise transferred to another entity (or if part of the GIQ property is sold or otherwise transferred, the functions in subsection (1)(a) to (d) cease to apply in respect of that part). However, subsection (2) does not prevent Gracefield Innovation Quarter Holdings from continuing to manage any part of the GIQ property under a transitional arrangement entered into as part of any sale or transfer of the GIQ property (in whole or in part) to another entity. The functions in subsection (1)(e) and (f) cease to apply— a if GlycoSyn Technologies is sold or otherwise transferred to another entity (or if part of GlycoSyn Technologies is sold or otherwise transferred, the functions in subsection (1)(e) and (f) cease to apply in respect of that part); and b in any event, on 1 February 2028. The function in subsection (1)(g) applies only if— a GlycoSyn Technologies has not been sold or transferred before 1 February 2028; or b only part of GlycoSyn Technologies has been sold or transferred before 1 February 2028. In subsection (1)(f) and (g) , and in subsections (4) and (5) , a reference to a sale or transfer of GlycoSyn Technologies means a sale or transfer of any of the following: a assets and liabilities: b shares: c a mix of assets, liabilities, and shares. In this section, wind down means to cease in an orderly manner all activities relating to GlycoSyn Technologies, including by doing the following: a concluding any outstanding contractual obligations: b carrying out any arrangements necessary to conclude management of any staff, assets, liabilities, intellectual property, or any other thing associated with the activities: c disestablishing GlycoSyn Technologies Limited. 82 Minister to approve sale or transfer of GIQ property Gracefield Innovation Quarter Holdings must not sell or transfer the GIQ property (whether in whole or in part) without the written consent of the Minister. 83 Board must notify Minister of sale or transfer of GIQ property This section applies if— a Gracefield Innovation Quarter Holdings sells or otherwise transfers the GIQ property (in whole or in part) to another entity; and b the effect of the sale or transfer will be that Gracefield Innovation Quarter Holdings no longer owns any part of the GIQ property. The board of Gracefield Innovation Quarter Holdings must notify the Minister in writing as soon as practicable after— a the sale or transfer is agreed; and b the sale or transfer is completed. Guidance note The notice given to the Minister under subsection (2)(b) enables an Order in Council to be made commencing subpart 2 of Part 4 (which relates to the disestablishment of Gracefield Innovation Quarter Holdings). See section 2(4) . 84 Transfer of residual matters relating to GlycoSyn Technologies This section applies if, following the sale or transfer of GlycoSyn Technologies (or following its winding-down, as the case may be), the board of Gracefield Innovation Quarter Holdings considers that any residual matters relating to GlycoSyn Technologies remain with Gracefield Innovation Quarter Holdings. The board of Gracefield Innovation Quarter Holdings must notify the Minister that this section applies as soon as practicable after the relevant sale or transfer (or, if applicable, the winding-down process) is completed. As soon as practicable after receiving the notice, the Minister must give public notice that the residual matters relating to GlycoSyn Technologies will transfer from Gracefield Innovation Quarter Holdings to the department. The notice given by the Minister must— a state that it is made under this section; and b specify the date on which the residual matters will transfer. On the date specified under subsection (4)(b) ,— a all residual matters are transferred to the department; and b all information that relates to a residual matter is held by the department; and c anything done, or omitted to be done, or that is to be done, in relation to a residual matter by, or in relation to, Gracefield Innovation Quarter Holdings is to be treated as having been done, or having been omitted to be done, or to be done, by, or in relation to, the department; and d a matter or thing that would, but for this section, have been completed by Gracefield Innovation Quarter Holdings may be completed by the department. The holding of information by the department under subsection (5)(b) does not constitute an action that is an interference with the privacy of an individual under section 69 of the Privacy Act 2020. In this section, residual matters — a means any residual assets, liabilities, agreements, leases, and licence arrangements relating to GlycoSyn Technologies; but b does not include any contract that is not governed by New Zealand law. 85 Board of Gracefield Innovation Quarter Holdings The board of Gracefield Innovation Quarter Holdings must consist of not fewer than 3, and not more than 9, members. 86 Board must not delegate certain powers The board of Gracefield Innovation Quarter Holdings must not delegate the power of Gracefield Innovation Quarter Holdings or the board to— a borrow or lend money: b acquire or dispose of real property: c acquire or dispose of securities: d set up a subsidiary: e appoint a chief executive of Gracefield Innovation Quarter Holdings. 87 Directions under the Crown Entities Act 2004 continue Any direction given to Callaghan Innovation under the Crown Entities Act 2004 before the commencement date (and in force immediately before the commencement date) is deemed to be a direction to Gracefield Innovation Quarter Holdings. 88 Power of Minister to appoint special adviser to Board The Minister may appoint the chief executive as a special adviser to the board of Gracefield Innovation Quarter Holdings. The function of the special adviser is to assist the board to align its strategies and activities with Government policy. The special adviser must not give directions to, or seek to influence decisions of, the board. 89 Status of special adviser The special adviser appointed under section 88 (if any) cannot be a member of the board, but may attend the meetings of the board. The special adviser may also attend meetings of any committees of the board, but is not a member of a committee. For the purposes of subsections (1) and (2) , the special adviser must be given— a reasonable notice of the time and place of every meeting of the board and of its committees; and b any written material or documents that relate to matters to be considered at a meeting. The notices and material or documents required by subsection (3) must be provided to the special adviser,— a in the case of meetings of the board, by the chairperson or deputy chairperson (if there is one), or the member or members calling the meeting; and b in the case of meetings of a committee, by the member or members calling the meeting. 90 Subpart 2 of Part 4 repealed If an Order in Council is not made under section 2(4) before 1 July 2037, subpart 2 of Part 4 is repealed on 1 July 2037. If an Order in Council is made under section 2(4) before 1 July 2037, this section is repealed on 1 July 2037. 91 Gracefield Innovation Quarter Holdings disestablished Gracefield Innovation Quarter Holdings is disestablished. 92 Transfers on disestablishment of Gracefield Innovation Quarter Holdings All residual assets, liabilities, agreements, leases, and licence arrangements of Gracefield Innovation Quarter Holdings in existence immediately before the disestablishment date are vested in the Crown as assets or liabilities of the department. All information held by Gracefield Innovation Quarter Holdings immediately before the disestablishment date is transferred to the department. All money payable to or by Gracefield Innovation Quarter Holdings immediately before the disestablishment date becomes payable to or by the department. Unless the context otherwise requires, anything done, omitted to be done, or to be done by, or in relation to, Gracefield Innovation Quarter Holdings is to be treated as having been done, having been omitted to be done, or having to be done by, or in relation to, the department. However, despite subsections (1) and (4) and section 93(1) , the department is not under any obligation to complete any of the reports or other work being undertaken by Gracefield Innovation Quarter Holdings before the disestablishment date. 93 Proceedings and effect of disestablishment All proceedings or any other matters involving Gracefield Innovation Quarter Holdings that are yet to be determined or completed at the disestablishment date are to be determined or completed by the department as if the department were Gracefield Innovation Quarter Holdings. Nothing done or authorised by this subpart— a places Gracefield Innovation Quarter Holdings, the department, or any other person in breach of contract or confidence, or makes any of them liable for a civil wrong; or b entitles a person to terminate or cancel an agreement, lease, or arrangement, or to accelerate the performance of an obligation, or to impose a penalty or an increased charge; or c places Gracefield Innovation Quarter Holdings, the department, or any other person in breach of legislation, a rule of law, or a provision of an agreement, lease, or arrangement that prohibits, restricts, or regulates the assignment or transfer of property or the disclosure of information; or d invalidates or discharges an agreement, lease, or arrangement. 94 References to Gracefield Innovation Quarter Holdings This section applies to— a things that are in force or existing immediately before the disestablishment date; and b references in any thing, including (without limitation) legislation, deeds, agreements, leases, licence arrangements, proceedings, instruments, documents, and notices. After its disestablishment, unless the context otherwise requires, a reference to Gracefield Innovation Quarter Holdings in any thing specified in subsection (1) is to be read as a reference to the department. 95 Employment and appointments Sections 92 , 93 , and 94 do not apply to employment agreements or appointments. All employment positions and appointment positions with Gracefield Innovation Quarter Holdings are terminated. To avoid doubt, any liability or responsibility of Gracefield Innovation Quarter Holdings in relation to an employment or appointment matter becomes, on the disestablishment of Gracefield Innovation Quarter Holdings, the liability or responsibility of the department. In this section, appointment positions includes positions on the board of Gracefield Innovation Quarter Holdings. 96 Amendments related to disestablishment of Gracefield Innovation Quarter Holdings Amend the Acts specified in Schedule 5 as set out in that schedule. 97 Health Research Council disestablished The Health Research Council of New Zealand is disestablished. 98 Amendments related to disestablishment of Health Research Council Amend the Acts specified in Schedule 6 as set out in that schedule. 99 Application of Health Sector (Transfers) Act 1993 The Health Sector (Transfers) Act 1993 applies to the Health Research Council of New Zealand with the following (and any other necessary) modifications: a as if the Health Research Council of New Zealand were a transferor within the meaning of section 2(1) of that Act; and b as if the funding board were a transferee within the meaning of section 2(1) of that Act; and c as if the definition of transferring Ministers in section 2(1) of that Act meant the Minister responsible for the administration of this Act and the Minister of Health. 100 Amendments to other legislation Amend the Acts specified in Part 1 of Schedule 7 as set out in that schedule. Amend the secondary legislation specified in Part 2 of Schedule 7 as set out in that schedule. 101 Research, Science, and Technology Act 2010 repealed The Research, Science, and Technology Act 2010 (2010 No 131) is repealed. 102 Callaghan Innovation Act 2012 repealed The Callaghan Innovation Act 2012 (2012 No 94) is repealed. 103 Crown Research Institutes Act 1992 repealed The Crown Research Institutes Act 1992 (1992 No 47) is repealed. 104 Health Research Council Act 1990 repealed The Health Research Council Act 1990 (1990 No 68) is repealed. 1 Transitional, savings, and related provisions Any board established under section 10 of the Research, Science, and Technology Act 2010 and in operation immediately before the commencement date— a is continued; and b is deemed to be a funding board established by the Minister under section 13 . If a board is continued by clause 1 ,— a any decision of the board made under the Research, Science, and Technology Act 2010 is deemed to be a decision made under subpart 3 of Part 2 of this Act; and b any criteria set under section 8(1) of the Research, Science, and Technology Act 2010 in relation to a proposal to be considered by the board are deemed to be criteria set by the Minister under section 21 of this Act; and c any delegations made by the board under section 11 of the Research, Science, and Technology Act 2010 are deemed to be delegations made under section 16 of this Act; and d any subcommittee established by the board under clause 16 of Schedule 1 of the Research, Science, and Technology Act 2010 is deemed to be a subcommittee established under clause 16 of Schedule 2 of this Act; and e all members of the board (and the chairperson) must be treated as having been appointed under Schedule 2 of this Act. For the purposes of clause 5 of Schedule 2 , the term of office for a member of a board continued under clause 1 must be treated as having begun on the date on which the member was most recently appointed or reappointed under the Research, Science, and Technology Act 2010 (even though that date is earlier than the commencement date). This clause applies in relation to any specified RS&T funding that, immediately before the commencement date,— a had been allocated by a board continued under clause 1 ; or b was in the process of being allocated by such a board. The specified RS&T funding is deemed to be RSI&T funding for the purposes of this Act. In this clause, specified RS&T funding has the same meaning as in section 5(1) of the Research, Science, and Technology Act 2010. In relation to a company that is named in Schedule 3 on the commencement date, the Minister must comply with section 46(1) as if the company had been added to Schedule 3 on that date. The Minister may make a statement of purpose for a company described in subclause (1) without complying with section 46(2) if,— a as at the commencement date, the company had already published a statement of purpose (an interim statement ); and b the Minister is satisfied that the interim statement— i contains the matters in section 47 ; and ii is consistent with the objective and functions of public research organisations; and iii is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole; and c the statement of purpose the Minister makes is the same in all material respects as the interim statement. This clause applies in relation to a person who— a immediately before the commencement date is the chief executive of a Crown Research Institute or the New Zealand Institute for Advanced Technology Limited; and b on the commencement date is the chief executive of a public research organisation. For the purposes of section 40(1) , the term of office of the chief executive must be treated as having begun on the date on which the person was most recently appointed or reappointed as chief executive (even though that date is earlier than the commencement date). In this clause and clauses 8 to 18 , unless the context otherwise requires,— recipient entity means one of the following: a the New Zealand Institute for Earth Science Limited (or a Crown entity subsidiary of the New Zealand Institute for Earth Science Limited): b the New Zealand Institute for Bioeconomy Science Limited (or a Crown entity subsidiary of the New Zealand Institute for Bioeconomy Science Limited): c the New Zealand Institute for Advanced Technology Limited (or a Crown entity subsidiary of the New Zealand Institute for Advanced Technology Limited): d a public research organisation (or Crown entity subsidiary of a public research organisation): e the department residual activity means an activity that was carried out by Gracefield Innovation Quarter Holdings (immediately before the specified date) and that— a does not relate to a transferred activity; and b does not relate to the functions of Gracefield Innovation Quarter Holdings as specified in section 81 (and is not required for the purpose of carrying out those functions) specified date means— a the date on which activities will be transferred to a recipient entity under a notice given under clause 9 ; or b if no notice is given under clause 9 , the date, specified in a notice given under clause 10 , on which any residual activities transfer to the department support service means a service that is ancillary to, or that supports, a transferred activity (for example, the provision of a specific IT platform to support a transferred activity, or marketing that relates to a transferred activity) transfer , in relation to an activity that was carried out by Gracefield Innovation Quarter Holdings (immediately before the specified date), means the ceasing of the activity by Gracefield Innovation Quarter Holdings and the commencement of the activity by a recipient entity transferred activity means an activity that is transferred from Gracefield Innovation Quarter Holdings to a recipient entity and is described in a notice given under clause 9 transferred employee means, as the case may be,— a a person referred to in clause 13 who has been offered and has accepted employment in a recipient entity; or b a person referred to in clause 17 who has been offered and has accepted employment in the department. It is a function of Gracefield Innovation Quarter Holdings to perform or exercise any functions, powers, or duties of Callaghan Innovation that,— a immediately before the commencement date, could be performed or exercised by Callaghan Innovation under any legislation; or b are necessary or desirable for it to perform or exercise for the purpose of effectively managing the following: i the transfer of any activities from Gracefield Innovation Quarter Holdings to a recipient entity: ii any transitional matters relating to activities that were, before the commencement date, transferred from Callaghan Innovation to a recipient entity: iii any other related matters. This clause applies— a in addition to section 81 (which specifies the functions of Gracefield Innovation Quarter Holdings); and b despite section 102 (which repeals the Callaghan Innovation Act 2012). This clause ceases to apply,— a in relation to subclause (1)(a) , on the specified date; and b in relation to subclause (1)(b) , on the date that is 1 year after the specified date. In subclause (1)(b)(ii) , transferred , in relation to an activity, means the activity has been ceased by Callaghan Innovation and commenced by a recipient entity. The Minister must, no later than 6 months after the commencement date, give public notice of the activities of Gracefield Innovation Quarter Holdings that are, after the date of the notice, to be transferred to a recipient entity. The notice must state— a that it is made under this clause; and b the activities to be transferred; and c in relation to each activity to be transferred, the name of the relevant recipient entity; and d the date on which the activities will be transferred to the relevant recipient entity. However, if clause 10 applies, the Minister is not required to give any notice under this clause. The date specified under subclause (2)(d) must be the same date in relation to all activities to be transferred. This clause does not require the Minister to give public notice of the transfer of any residual activities. This clause applies if,— a on the commencement date, certain activities of Callaghan Innovation have already been transferred to recipient entities; and b as a result, no activities of Gracefield Innovation Quarter Holdings (other than residual activities) are to be transferred to a recipient entity after the commencement date. The Minister must, no later than 3 months after the commencement date, give public notice— a stating that no activities of Gracefield Innovation Quarter Holdings (other than residual activities) are to be transferred to a recipient entity; and b describing the activities of Callaghan Innovation that, before the commencement date, were transferred to a recipient entity. The notice must state— a that it is made under this clause; and b the activities that were transferred; and c in relation to each activity that was transferred before the commencement date, the name of the relevant recipient entity; and d the date on which any residual activities will transfer to the department under clause 14 . In subclauses (2)(b) and (3)(b) and (c) , transferred , in relation to an activity, means the activity has been ceased by Callaghan Innovation and commenced by a recipient entity. If clause 10 applies, clauses 12 and 13 do not apply. On and after the specified date,— a all information that relates to a transferred activity, including any information relating to a transferred employee, is held by the recipient entity; and b all rights, liabilities, contracts, entitlements, and engagements of Gracefield Innovation Quarter Holdings in relation to a transferred activity become the rights, liabilities, contracts, entitlements, and engagements of the recipient entity; and c the direction to Callaghan Innovation in relation to maintaining a measurement standards laboratory (given under section 103 of the Crown Entities Act 2004 and dated 27 April 2017) must be treated as a direction to the New Zealand Institute for Earth Science Limited; and d any other direction to Callaghan Innovation or to Gracefield Innovation Quarter Holdings is revoked; and e anything done, or omitted to be done, or that is to be done, in relation to a transferred activity by, or in relation to, Gracefield Innovation Quarter Holdings is to be treated as having been done, or having been omitted to be done, or to be done, by, or in relation to, the recipient entity; and f a matter or thing relating to a transferred activity that would, but for this clause, have been completed by Gracefield Innovation Quarter Holdings may be completed by the recipient entity. Despite subclause (1)(b) , the chief executives of Gracefield Innovation Quarter Holdings and a recipient entity may, before the specified date, agree that any contract that relates to the provision of a support service in connection with a transferred activity will not become the contract of the recipient entity. On and after the specified date, any property identified by Gracefield Innovation Quarter Holdings as being owned by Gracefield Innovation Quarter Holdings solely or principally for the purpose of a transferred activity is vested in the recipient entity. Subclause (3) does not apply in relation to any part of the GIQ property. The holding of information by a recipient entity under subclause (1)(a) does not constitute an action that is an interference with the privacy of an individual under section 69 of the Privacy Act 2020 . Subclause (1)(b) does not apply to any contract of Gracefield Innovation Quarter Holdings that is not governed by New Zealand law. An employee of Gracefield Innovation Quarter Holdings does not become an employee of a recipient entity under this clause (but see clauses 13 and 17 , which relate to employees of Gracefield Innovation Quarter Holdings who are offered employment in a recipient entity). The chief executive of Gracefield Innovation Quarter Holdings and the chief executive of a recipient entity must identify the employees of Gracefield Innovation Quarter Holdings— a whose duties are, overall, more closely connected with a transferred activity than with the functions of Gracefield Innovation Quarter Holdings; and b whose positions will, as a result of a transfer of an activity from Gracefield Innovation Quarter Holdings to the recipient entity, cease to exist within Gracefield Innovation Quarter Holdings. An employee who is identified under subclause (1) must be offered equivalent employment by the recipient entity. An employee of Gracefield Innovation Quarter Holdings is not entitled to receive any payment or other benefit on the ground that the position held by the employee in Gracefield Innovation Quarter Holdings has ceased to exist if— a the position ceases to exist as a result of a transfer of an activity from Gracefield Innovation Quarter Holdings to a recipient entity; and b in connection with the transfer of the activity, the employee is offered equivalent employment in the recipient entity (whether or not the employee accepts the offer). In this clause, equivalent employment , in relation to the employee’s employment in Gracefield Innovation Quarter Holdings, means employment in a recipient entity that is— a in substantially the same position; and b in the same general locality; and c on terms and conditions of employment that are no less favourable than those that applied to the employee immediately before the transfer of the activity (including any service-related, redundancy, and superannuation conditions). This clause— a overrides Part 6A of the Employment Relations Act 2000 ; and b applies despite any restraint of trade provision in an employment agreement. On and after the specified date,— a all residual activities transfer to the department; and b clause 15 applies accordingly. However, this clause and clause 15 are subject to clause 16 . On and after the specified date,— a all information that relates to a residual activity is held by the department; and b all rights, liabilities, contracts, entitlements, and engagements of Gracefield Innovation Quarter Holdings in relation to a residual activity become the rights, liabilities, contracts, entitlements, and engagements of the department; and c anything done, or omitted to be done, or that is to be done, in relation to a residual activity by, or in relation to, Gracefield Innovation Quarter Holdings is to be treated as having been done, or having been omitted to be done, or to be done, by, or in relation to, the department; and d a matter or thing relating to a residual activity that would, but for this clause, have been completed by Gracefield Innovation Quarter Holdings may be completed by the department. On and after the specified date, any property identified by Gracefield Innovation Quarter Holdings as being owned by Gracefield Innovation Quarter Holdings solely or principally for the purposes of a residual activity is vested in the department. Subclause (2) does not apply in relation to any land or buildings that form part of GIQ property. The holding of information by the department under subclause (1)(a) does not constitute an action that is an interference with the privacy of an individual under section 69 of the Privacy Act 2020. Subclause (1)(b) does not apply to any contract of Gracefield Innovation Quarter Holdings that is not governed by New Zealand law. An employee of Gracefield Innovation Quarter Holdings does not become an employee of the department under this clause (but see clauses 17 and 18 , which relate to employees of Gracefield Innovation Quarter Holdings who are offered employment in the department). Nothing in this clause applies in relation to a residual activity that the chief executives of Gracefield Innovation Quarter Holdings and the department have agreed under clause 16(1) will not transfer to the department. Despite clause 14 , the chief executives of Gracefield Innovation Quarter Holdings and the department may agree, before the specified date, that a residual activity will not transfer to the department. If the chief executives reach such an agreement, clause 15 does not apply in relation to the activity that is the subject of that agreement. Despite clause 15 , the chief executives of Gracefield Innovation Quarter Holdings and the department may, before the specified date, agree to any 1 or more of the following in relation to a residual activity that is to be transferred to the department under clause 14 : a that any information that relates to the activity will continue to be held by Gracefield Innovation Quarter Holdings: b that any rights, liabilities, contracts, entitlements, and engagements of Gracefield Innovation Quarter Holdings in relation to the activity will continue to be the rights, liabilities, contracts, entitlements, and engagements of Gracefield Innovation Quarter Holdings: c that any property identified by Gracefield Innovation Quarter Holdings as being owned by Gracefield Innovation Quarter Holdings solely or principally for the purposes of the activity will continue to be owned by Gracefield Innovation Quarter Holdings. Clause 15(1)(c) and (d) does not apply in relation to anything that is the subject of an agreement reached under subclause (3) . The chief executive of Gracefield Innovation Quarter Holdings and the department must identify the employees of Gracefield Innovation Quarter Holdings— a whose duties are, overall, more closely connected with a residual activity than with the functions of Gracefield Innovation Quarter Holdings; and b whose positions will, as a result of the transfer of a residual activity under clause 14 , cease to exist within Gracefield Innovation Quarter Holdings. An employee who is identified under subclause (1) must be offered equivalent employment by the department. An employee of Gracefield Innovation Quarter Holdings is not entitled to receive any payment or other benefit on the ground that the position held by the employee in Gracefield Innovation Quarter Holdings has ceased to exist if— a the position ceases to exist as a result of the transfer of a residual activity under clause 14 ; and b in connection with the transfer of the activity, the employee is offered equivalent employment in the department (whether or not the employee accepts the offer). In this clause, equivalent employment , in relation to the employee’s employment in Gracefield Innovation Quarter Holdings, means employment in the department that is— a in substantially the same position; and b in the same general locality; and c on terms and conditions of employment that are no less favourable than those that applied to the employee immediately before the transfer of the activity (including any service-related, redundancy, and superannuation conditions). This clause— a overrides Part 6A of the Employment Relations Act 2000 ; and b applies despite any restraint of trade provision in an employment agreement. The employment of a transferred employee by a recipient entity (under clause 13 ) or by the department (under clause 17 ) is to be treated as continuous employment for the purposes of any legislation. This clause applies if— a land or an interest in land was transferred to a Crown Research Institute on a date no later than 30 June 1994; and b section 30 of the Crown Research Institutes Act 1992 applied in relation to the transfer; and c on the commencement date, the land or interest in land is held by a public research organisation that is the successor entity to the Crown Research Institute to which the land or interest in land was initially transferred. Section 30 of the Crown Research Institutes Act 1992 continues to apply in relation to the land or interest in land as if— a the public research organisation referred to in subclause (1)(c) were the Crown Research Institute to which the land or interest in land was initially transferred; and b references in section 30(2) of the Crown Research Institutes Act 1992 to the purposes of a Crown Research Institute were references to the purposes of carrying out the objective and functions of a public research organisation under this Act. This clause applies if— a land or an interest in land was transferred to a Crown Research Institute by the Crown or another Crown Research Institute on a date no later than 30 June 1994; and b the Crown or transferring Crown Research Institute (as the case may be) lodged a caveat in relation to the land under the Land Transfer Act 2017 in accordance with section 31(1) of the Crown Research Institutes Act 1992 ; and c on the commencement date, the land or interest in land is held by a public research organisation that is the successor entity to the Crown Research Institute to which the land or interest in land was initially transferred. Section 31 of the Crown Research Institutes Act 1992 continues to apply in relation to the land or interest in land as if references to the Crown Research Institute to which the land was transferred were references to the public research organisation referred to in subclause (1)(c) . Any caveat lodged in relation to the land or interest in land is unaffected by the repeal of the Crown Research Institutes Act 1992 . 2 Funding board The Minister appoints or reappoints a member of the funding board, and a chairperson of that board, by giving written notice to the member concerned. A notice under subclause (1) must— a state the date on which the appointment takes effect, which must not be earlier than the date on which the notice is received; and b in the case of the appointment of a member, state the term of the appointment. The Minister must, as soon as is reasonably practicable after an appointment is made, give public notice of the following: a the name of the appointee: b the date on which the appointment takes effect: c the term of the appointment. The funding board may have any number of members that the Minister in their discretion decides. The Minister may only appoint as a member a person who,— a in the Minister’s opinion, has the appropriate knowledge, skills, and experience to assist the board to perform its functions; and b is not disqualified by this clause from being a member. The following persons are disqualified from being members: a a person who is an undischarged bankrupt: b a person who is prohibited from being a director or promoter of, or being concerned or taking part in the management of, an incorporated or unincorporated body under the Companies Act 1993 , the Financial Markets Conduct Act 2013 , or the Takeovers Act 1993 : c a person who is subject to a property order under the Protection of Personal and Property Rights Act 1988 : d a person in respect of whom a personal order has been made under that Act that reflects adversely on the person’s— i competence to manage their own affairs in relation to their property; or ii capacity to make or to communicate decisions relating to any particular aspect or aspects of their personal care and welfare: e a person who has been convicted of an offence punishable by imprisonment for a term of 2 years or more, or who has been sentenced to imprisonment for any other offence, unless the person has obtained a pardon, served the sentence, or otherwise suffered the penalty imposed on the person: f a member of Parliament: g a person who is disqualified under another Act. However, subclause (3)(f) does not disqualify a person who is elected (rather than appointed) to office as a member under any other Act. The acts of a person as a member or chairperson of the funding board are valid even though— a a defect existed in the appointment of the person; or b the occasion for the person acting, or for their appointment, had not arisen or had ended. The appointment of a person as a member or chairperson of the funding board is not invalid only because a defect existed in the appointment of the person. This clause does not apply to a defect in the qualifications for appointment of a member. A member of the funding board holds office for 3 years or any shorter period stated in the notice of appointment. A member may be reappointed. A member continues in office despite the expiry of their term of office until— a the member is reappointed; or b the member’s successor is appointed; or c the Minister informs the member by written notice (with a copy to the board) that the member is not to be reappointed and no successor is to be appointed at that time. The Minister may at any time, in accordance with clause 19(2) or 26(2) or entirely at their discretion, remove a member of the funding board from office. However, the Minister may not remove a member unless the Minister has— a consulted the chairperson; and b properly considered the matter and complied with the principles of natural justice. The removal must be made by written notice to the member (with a copy to the board). The notice must state the date on which the removal takes effect, which must not be earlier than the date on which the notice is received. A member of the funding board may resign from office by written notice to the Minister (with a copy to the board) signed by the member. The resignation is effective on the date on which the Minister receives the notice or at any later date specified in the notice. A member of the funding board ceases to hold office if they become disqualified from being a member under any of paragraphs (a) to (g) of clause 2(3) . However, if a property order is made in respect of a member under section 30 of the Protection of Personal and Property Rights Act 1988 (which relates to temporary orders),— a subclause (1) does not apply to the member owing only to the making of that order; but b while the order remains in force, the member— i is to be treated as having been granted leave of absence by the board; and ii is not capable of acting as a member during that period; and iii does not count for the purposes of a quorum under clause 15 . The chairperson of the funding board holds that office until— a they resign; or b they are removed by the Minister; or c they cease to hold office as a member; or d the term of office that may have been specified on appointment expires, unless the chairperson is reappointed for a further term. The chairperson of the funding board may, without resigning as a member, resign that office by written notice to the Minister (with a copy to the board). The notice of resignation must state the date on which the resignation takes effect. The Minister may, after consulting the person concerned, remove a chairperson of the funding board from that office with or without also removing the person as a member by written notice to the person (with a copy to the board). However, the Minister may not remove a chairperson unless the Minister has properly considered the matter and complied with the principles of natural justice. The notice of removal must state the date on which the removal takes effect. A member or chairperson of the funding board is not entitled to any compensation or other payment or benefit relating to their ceasing, for any reason, to hold office as a member or chairperson (as the case may be). The funding board may regulate its own procedure, including— a the times and places of meetings; and b how meetings will be run; and c any requirements for written resolutions. The department must give public notice of any decisions of the board on proposals for the allocation of RSI&T funding referred to it, and any amendments to those decisions. The chairperson must preside at a meeting if the chairperson is present and not interested (as defined in clause 25(5) ) in the matter. If the chairperson is not present, or is interested in the matter, the board must appoint one of its members to preside. No business may be transacted at a meeting of the funding board if a quorum is not present. For the purposes of subclause (3) , quorum means— a half the number of members (if the board has an even number of members); or b a majority of the members (if the board has an odd number of members); or c both members (if the board has only 2 members). The funding board may, by resolution, appoint subcommittees comprising 1 or more of its members— a to advise it on any matters relating to the board’s functions that are referred to a subcommittee by the board; or b to perform any of the board’s functions that are delegated to a subcommittee. A subcommittee is subject in all things to the control of the funding board, and must carry out all general or special directions given to it by the board. The funding board may, by resolution, discharge or reconstitute any subcommittee that the board appoints. A subcommittee to which the funding board delegates its functions under subclause (1)(b) may perform those functions in the same manner and to the same effect as if the funding board had performed them. The funding board may establish 1 or more advisory groups and appoint members of an advisory group, subject to the requirements in subclause (3) . The function of an advisory group is to provide advice to the funding board on any matters relating to the board’s functions that are referred to the advisory group by the board. Before establishing an advisory group or appointing a member of an advisory group, the funding board must— a consult the department, and any other person or agency that the Minister advises; and b obtain the written approval of the Minister. The funding board must— a prepare draft terms of reference for each advisory group that the board establishes; and b submit the draft terms of reference to the Minister for approval. The Minister must— a approve the draft terms of reference; or b refer the draft terms of reference back to the board for reconsideration, together with the Minister’s reasons for the referral. The funding board must, on receiving a referral under subclause (2)(b) ,— a reconsider the draft terms of reference; and b prepare revised draft terms of reference and submit the revised draft terms of reference to the Minister for approval. The funding board must submit any amended terms of reference to the Minister for approval, but may make minor or technical amendments to the terms of reference for an advisory group without the need for the Minister’s approval. The terms of reference for an advisory group may include terms relating to any 1 or more of the following: a the purpose of the group: b the required skills for the members of the group: c the minimum and maximum number of members of the group: d remuneration of members: e the scope of advice sought from the group: f arrangements for secretarial and administrative services to be provided to the group (including services relating to the appointment of members). The department must give public notice of the terms of reference for an advisory group as soon as practicable after the terms are approved by the Minister or otherwise amended. The duties of the funding board and the members of the board under sections 14 and 15 are owed to the Minister. If the members of the board do not comply with any of their collective duties, all or any of the members may be removed from office. However, subclause (2) does not apply to a member if— a they did not know and could not reasonably be expected to have known that the duty was to be or was being breached; or b they took all reasonable steps in the circumstances to prevent the breach of duty. A member is not liable for a breach of a duty under sections 14 and 15 , except for being removed from office as provided for in subclause (2) . This clause does not affect any other ground for removing a member from office. A member of the funding board must not contravene, or cause the contravention of, or agree to the board contravening, sections 14 and 15 or this schedule. A member of the funding board must, when acting as a member, act with honesty and integrity. A member of the funding board must, when acting as a member, act in good faith. A member of the funding board must, when acting as a member, exercise the care, diligence, and skill that a reasonable person would exercise in the same circumstances, taking into account (without limitation)— a the nature of the board; and b the nature of the action; and c the position of the member and the nature of the responsibilities they have undertaken. A member of the funding board who has information in their capacity as a member that would not otherwise be available to them must not disclose that information to any person, or make use of, or act on, that information, except— a in the performance of the board’s functions; or b as required or permitted by law; or c in accordance with subclause (2) ; or d in complying with the requirement for members to disclose interests. A member may disclose, make use of, or act on the information if— a the member is first authorised to do so by the board or by the Minister; and b the disclosure, use, or act in question will not, or will be unlikely to, prejudice the board. A member of the funding board who is interested in a matter relating to the board must disclose details of the nature and extent of the interest (including any monetary value of the interest)— a to the chairperson of the board; and b in an interests register kept by the board. Disclosure under subclause (1) must be made as soon as practicable after the member becomes aware that they are interested. A member who is interested in a matter relating to the board must not vote or take part in any discussion or decision of the board relating to the matter. In this clause, matter means the board’s performance of its functions under section 14 . For the purposes of this clause, a person is interested in a matter if they— a may derive a financial benefit from the matter; or b are the spouse, civil union partner, de facto partner, child, or parent of a person who may derive a financial benefit from the matter; or c may have a financial interest in a person to whom the matter relates; or d are a partner, director, officer, board member, or trustee of a person who may have a financial interest in a person to whom the matter relates; or e are otherwise directly or indirectly interested in the matter. However, a person is not interested in a matter— a because they receive insurance cover, remuneration, or other benefits authorised under this Act; or b if their interest is so remote or insignificant that it cannot reasonably be regarded as likely to influence them in carrying out their responsibilities under this Act. The duties of the members of the funding board under clauses 20 to 25 ( individual duties ) are duties owed to the Minister. If a member does not comply with their individual duties, the member may be removed from office. Except as provided in subclause (2) , a member is not liable for a breach of an individual duty under this Act. This clause does not affect any other ground for removing a member from office. Subclause (3) does not affect anything else for which the member may be liable under any other Act or rule of law arising from the act or omission that constitutes the breach. A member of the funding board is not liable, in respect of an excluded act or omission,— a to the Minister, unless it is also a breach of an individual duty under any of clauses 20 to 25 : b to any other person. Nothing in this clause affects— a the liability of any person that is not a civil liability: b the right of any person to apply, in accordance with the law, for judicial review. The chief executive may effect insurance cover for a member of the funding board in relation to the member’s acts or omissions, except an act done or omission made that is— a in bad faith: b not in the performance or intended performance of the funding board’s functions. A member of the funding board who is insured by the chief executive in breach of this Act must repay to the chief executive the cost of providing or effecting that insurance cover, to the extent that the insurance cover exceeds that which could have been provided or effected under this Act. The chief executive may recover the amount as a debt due in a court of competent jurisdiction. In clauses 27 to 29 ,— effect insurance includes to pay, whether directly or indirectly, the costs of the insurance excluded act or omission means an act or omission by the member in good faith and in the performance or intended performance of the board’s functions member includes a person who was a member at any time after the commencement of this Act but who is no longer a member. The members of a funding board are entitled to be paid, in accordance with the fees framework,— a fees as determined by the Minister; and b reimbursing allowances or actual and reasonable expenses incurred in undertaking the functions and duties of the board. In subclause (1) , fees framework means the framework determined by the Government from time to time for the classification and remuneration of statutory and other bodies in which the Crown has an interest. 3 Public research organisations New Zealand Institute for Public Health and Forensic Science Limited New Zealand Institute for Earth Science Limited New Zealand Institute for Bioeconomy Science Limited New Zealand Institute for Advanced Technology Limited 4 Transfers of Crown assets and liabilities to public research organisations In this schedule, unless the context otherwise requires,— Crown land has the same meaning as in section 2 of the Land Act 1948 existing Treaty settlements means Treaty settlements that exist at the time of the relevant transfer (rather than only those that exist at the commencement of this Act) public research organisation includes a Crown entity subsidiary of a public research organisation. In this schedule, unless the context otherwise requires,— a a reference to transfer, authorise, or grant includes to enter into an agreement to transfer, authorise, or grant, as the case may be; and b a reference to transfer of assets and liabilities includes any of the things referred to in clause 3(1)(a) to (c) . This schedule has effect, and assets and liabilities may be transferred in accordance with this schedule, despite any restriction, prohibition, or other provision contained in any Act, rule of law, or agreement that would otherwise apply. However, this schedule does not override obligations arising under existing Treaty settlements. Nothing in this schedule limits any powers or rights that the Crown or a Minister has other than in accordance with this Act. The Minister may, on behalf of the Crown and on any terms and conditions the Minister agrees with the public research organisation, do any 1 or more of the following: a transfer to a public research organisation assets and liabilities of the Crown: b authorise the public research organisation to act on behalf of the Crown in providing goods or services, or in managing assets or liabilities of the Crown: c grant to a public research organisation leases, licences, easements, permits, or rights of any kind in respect of any assets or liabilities of the Crown. Before doing any of the things referred to in subclause (1) , the Minister must— a consult the Commissioner of Crown Lands if the transfer is of land or interests in land; and b consult the relevant public research organisation; and c be satisfied that the transfer— i will promote the objective of public research organisations under section 32 ; and ii is in the interests of New Zealand’s research, science, innovation, and technology sector as a whole; and d consult iwi, hapū, and other Māori groups that have an interest in the assets or liabilities being transferred; and e consult the Minister for Treaty of Waitangi Negotiations and the Minister for Māori Crown Relations: Te Arawhiti; and f take into account any interests that iwi, hapū, or other Māori groups have in the assets or liabilities being transferred and how those interests may be provided for. The Minister must present any contract or other document entered into under subclause (1) to the House of Representatives within 12 sitting days after the date of the contract or document. Assets that are fixed to, or are under or over, any land may be transferred to a public research organisation under clause 3 whether or not any interest in the land is also transferred but, if the asset is transferred, the asset and the land must be treated as separate assets each capable of separate ownership. An asset or a liability of the Crown may be transferred to a public research organisation under clause 3 whether or not any Act or agreement relating to the asset or liability permits the transfer or requires any consent to the transfer. The following apply to a transfer under clause 3 : a the transfer does not entitle any person to terminate, alter, or in any way affect the rights or liabilities of the Crown, or the public research organisation, under any Act or agreement: b if the transfer is registrable, the person responsible for keeping the register must register the transfer as soon as practicable after they receive written notice of the transfer from any person authorised for that purpose by the Minister: c the presentation to the House of Representatives of any contract or other document relating to the transfer must be treated as notice of the transfer, and any third party must after the date of the contract or document deal with the public research organisation in place of the Crown: d the Crown remains liable to any third party as if the asset or liability had not been transferred but must be indemnified by the public research organisation in respect of any liability to any third party unless the Minister agrees that an indemnity is not required: e any satisfaction or performance by the public research organisation in respect of the asset or liability must also be treated as being satisfaction or performance by the Crown: f any satisfaction or performance in respect of the asset or liability by any third party to the benefit of the public research organisation must also be treated as being to the benefit of the Crown. The following provisions of any agreement are of no effect in respect of any agreement or transfer entered into or made under clause 3 : a a provision limiting the Crown’s right to sell any assets to third parties: b a provision determining the consideration for the sale of any assets to third parties: c a provision obliging the Crown to account to any person for the whole or part of the proceeds of sale by the Crown of any assets to third parties: d a provision obliging the Crown to pay a greater price than otherwise by reason of or as a consequence of the sale of any assets to third parties. Subclause (2) applies if— a the Crown transfers to a public research organisation assets that the Crown acquires or is entitled to acquire from another person for the purpose of carrying on any activity; and b the assets are acquired by the Crown, or the Crown’s rights to acquire the assets arise, under an agreement with that person that contains a provision specifying or limiting the Crown’s rights to recover compensation or damages; and c the public research organisation carries on that activity or part of that activity whether or not it also carries on any other activity. Despite the transfer of the assets to the public research organisation, the provision referred to in subclause (1)(b) continues in force in favour of the Crown as if— a the public research organisation were part of the Crown; and b the Crown continued to carry on the activity; and c any loss suffered by the public research organisation were a loss suffered by the Crown and not, by reason only of having been suffered by the public research organisation, an indirect or a consequential loss or a loss suffered by a third party. Subclause (4) applies if— a the Crown transfers to a public research organisation assets that the Crown acquires or is entitled to acquire from another person for the purpose of carrying on any activity; and b the assets are acquired by the Crown, or the Crown’s rights to acquire the assets arise, under an agreement with that person that contains a provision relieving the Crown from performing any obligation imposed on it, or relieving the Crown from any claim or cause of action based on the failure by the Crown to perform any such obligation, as a result of any particular event; and c the public research organisation carries on that activity or part of that activity whether or not it also carries on any other activity. Despite the transfer of the assets to the public research organisation, the provision referred to in subclause (3)(b) continues in force in favour of the Crown as if— a the public research organisation were part of the Crown; and b the Crown continued to carry on the activity; and c the occurrence of any event referred to in the provision in relation to the public research organisation were the occurrence of the event in relation to the Crown. Subclause (2) applies if— a rights or obligations to provide goods or services to third parties are transferred to a public research organisation under this Act; and b those goods or services have previously been provided by the Crown on terms and conditions wholly or partly prescribed in any Act; and c the Governor-General declares by Order in Council that subclause (2) must apply in relation to those goods or services. From the date of the transfer, and to the extent that the terms and conditions referred to in subclause (1)(b) are not already contained in contracts between the Crown and third parties,— a the goods or services must be treated as being provided in accordance with contracts between the public research organisation and the third parties (whether or not the Act prescribing the terms and conditions is repealed); and b each contract must be treated as including the terms and conditions prescribed in that Act (with all necessary modifications) that are specified in the Order in Council. Subclause (4) applies if— a land is transferred to a public research organisation under this Act; and b the land is subject to any lease, licence, permit, or right created on terms and conditions wholly or partly prescribed in any Act; and c the Governor-General declares by Order in Council that subclause (4) must apply in relation to the land and the lease, licence, permit, or right. The provisions of that Act that are specified in the Order in Council continue to apply in relation to the land and the lease, licence, permit, or right— a with all necessary modifications; and b subject to any agreement, made between the owner of the land and the holder of the lease, licence, permit, or right, to— i amend or revoke any term or condition; or ii revoke any term or condition and substitute another term or condition for it. An order under this clause is secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements). Crown land and any lands of the Crown other than lands registered under the Land Transfer Act 2017 that are to be transferred to a public research organisation must— a be identified by an adequate legal description, or on plans lodged in the office of the Chief Surveyor for the land district in which the land is situated (being plans certified as correct for the purposes of this clause by that Chief Surveyor); and b vest in the public research organisation in accordance with and on a date specified in— i an Order in Council made for the purposes of this clause; or ii a date specified in a notice in the Gazette given for the purposes of this clause by the Minister or by a person authorised in writing by the Minister. A notice given under subclause (1)(b)(ii) may be given on the terms and conditions that the Minister or a person authorised in writing by the Minister thinks fit, and has effect according to its terms. Despite any other provision of this Act, no land held, managed, or administered under the Conservation Act 1987 or under any legislation specified in Schedule 1 of that Act may be transferred to a public research organisation under clause 3(1)(a) . However, subclause (3) does not prevent the granting, to a public research organisation, of a licence to occupy any land to which that subclause applies if the Minister of Conservation consents to the granting of the licence. All land that is subject to the Land Act 1948 or the Forests Act 1949 and that is transferred to a public research organisation under clause 3 must cease to be subject to the Land Act 1948 or the Forests Act 1949 from the date of the transfer, unless otherwise expressly provided by this Act or any other Act. Nothing in this schedule limits or affects sections 10 and 11 of the Crown Minerals Act 1991 . The Registrar-General of Land must, on written application by any person authorised by the Minister and on payment of the prescribed fee,— a register a public research organisation as the owner, replacing the Crown, of the estate or the interest of the Crown in any land for which a record of title has been issued and that is transferred to the public research organisation under this Act; and b make the entries in the register and on any outstanding documents of title and generally do all the things required to give effect to this clause. The powers conferred by subclause (1) may be exercised in respect of an estate or interest that is incorporated in the register due to a lease or licence that has expired or has been determined. The Registrar-General of Land must, on written application by any person authorised by the Minister and on payment of the prescribed fee, issue a record of title for land vested in a public research organisation under clause 8(1) . As soon as the land is registered in accordance with subclause (1) or a record of title is issued in accordance with subclause (3) , the public research organisation must, unless the interest acquired is either an easement in gross or an estate as lessee or mortgagee, be treated as being seized of an estate in fee simple in possession in respect of the land. Applications in accordance with subclauses (1) and (3) must specify the name of the public research organisation and the date of the agreement, together with a description of the land sufficient to identify it and, in the case of applications under subclause (3) , a certificate by the Chief Surveyor for the district concerned as to the correctness of the description. Before the Registrar-General of Land issues a record of title in respect of any land vested in a public research organisation in accordance with clause 8(1) , the Registrar-General of Land must either receive or request from the Surveyor-General a certificate in the form set out in Schedule 2 of the Land Act 1948 as to the legal description of the land, any trusts, reservations, or restrictions affecting the land, and any other matters that the Registrar-General of Land considers appropriate. The certificate must be accepted by the Registrar-General of Land. Subclause (2) applies if— a land is vested in a public research organisation under clause 8(1) subject to the reservation of or together with any easement; and b the easement has not been previously registered under the Land Transfer Act 2017 . The chief executive of Land Information New Zealand or the Surveyor-General must include in the certificate given under clause 10(1) a sufficient description of the easement and particulars as to the rights and powers, terms, covenants, conditions, or restrictions attaching to it. The Registrar-General of Land must register the easement on the relevant record of title by reference to the certificate in which it is described as if that certificate were the instrument creating the easement. If an easement is registered under subclause (3) , it must be treated for all purposes, including all subsequent dealings, as if it had been created under the Land Transfer Act 2017 . For the purpose of facilitating the transfer of assets and liabilities to a public research organisation under clause 3 , the Governor-General may, by Order in Council, do any 1 or more of the following: a vest in or impose on a public research organisation any asset or liability (other than land to which clause 8(1) applies), or any class of asset or liability, that is to be transferred to the public research organisation: b vest land in a public research organisation for the purposes of clause 8(1) : c declare that a reference to the Crown or a Minister, officer, employee, department, or instrument of the Crown in any or all regulations, orders, notices, or documents is to be treated as being, or including, a reference to a public research organisation specified in the order: d declare that a public research organisation assumes or continues to have the rights and obligations of the Crown or a Minister, officer, employee, department, or instrument of the Crown in respect of applications for rights, objections, or proceedings before any court, authority, or other person, being rights and obligations that the public research organisation has agreed to assume: e declare, in respect of any assets or liabilities transferred to a public research organisation under clause 3 , that the public research organisation is to be treated as having specified rights or obligations in respect of those assets or liabilities, being rights or obligations that are required in respect of those assets or liabilities as a result of the change of ownership or responsibility from the Crown to the public research organisation: f declare that any order made under this clause is to be treated as being notice to all persons, and that specific notice need not be given to any authority or other person: g direct any authority or other person to register or record the vesting or declaration. An order made under this clause may be made on the terms and conditions that the Governor-General thinks fit, and has effect according to its terms. An order made under this clause is secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements). 5 Amendments related to disestablishment of Gracefield Innovation Quarter Holdings In Schedule 1, Part 1, repeal the item relating to Gracefield Innovation Quarter Holdings. In Schedule 1, Part 2, repeal the item relating to Gracefield Innovation Quarter Holdings. 6 Amendments related to disestablishment of Health Research Council Replace section 32(6)(b) with: b the ethics committee was approved by the Director-General of Health at the time it gave its approval. In Schedule 1, Part 1, repeal the item relating to Health Research Council of New Zealand. Repeal section 73(2)(d). In section 8(1), replace he thinks fit to advise him with they think fit to advise the Minister or the Director-General . In section 30(1), delete on the recommendation of the Health Research Council of New Zealand . In Schedule 1, repeal the item relating to Health Research Council of New Zealand. In Schedule 1, Part 2, repeal the item relating to Health Research Council of New Zealand. In section 50(4)(b), replace the Health Research Council with any funding board established under section 13 of the Research, Science, Innovation, and Technology Act 2026 . After section 92(2), insert: 2A The committee must determine and make publicly available national ethical standards for human research. Replace section 92(3) with: 3 The Minister may, by written notice, appoint 1 or more ministerial committees for 1 or more of the following purposes: a to obtain advice on specific ethical issues of national, regional, or public significance in respect of any health and disability matters: b to carry out ethical reviews of research proposals against the national ethical standards referred to in subsection (2A) . After section 102, insert: 102A Regulations relating to fees 1 The Governor-General may, by Order in Council, make regulations prescribing the fees payable in connection with the review of research proposals against a national ethical standard by a committee appointed under section 92(3) (the committee ), and the manner in which those fees are to be ascertained. 2 Regulations may authorise the committee to refund, or waive, in whole or in part and on any conditions as may be prescribed, payment of the fee in relation to any person or class of persons. 3 If the regulations authorise the committee to grant a refund or waiver,— a the instrument granting the refund or waiver is secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements), unless it applies only to 1 or more named persons; and b the regulations must contain a statement to that effect. 4 The committee may refuse to perform or exercise a function, power, or duty until the prescribed fee is paid. 5 The committee may recover in any court of competent jurisdiction as a debt due any fee that is payable to it under the regulations. 6 Regulations made under this section are secondary legislation ( see Part 3 of the Legislation Act 2019 for publication requirements). 7 Amendments to other legislation In section 2(1), definition of Minister of Research, Science, and Technology , replace Research, Science, and Technology Act 2010 with Research, Science, Innovation, and Technology Act 2026 . In section 2, definition of chief executive , delete (within the meaning of the Research, Science, and Technology Act 2010) . In section 36(1)(c), replace Crown Research Institute (within the meaning of the Crown Research Institutes Act 1992) with public research organisation (within the meaning of the Research, Science, Innovation, and Technology Act 2026 ) . Replace section 50(1)(b)(ii) with: ii a public research organisation within the meaning of the Research, Science, Innovation, and Technology Act 2026 : In section 24(7A), replace Crown Research Institute pursuant to the Crown Research Institutes Act 1992 with public research organisation under the Research, Science, Innovation, and Technology Act 2026 . In Schedule 1, Part 1, repeal the item relating to Callaghan Innovation. In Schedule 1, Part 1, insert in its appropriate alphabetical order: The following table is small in size and has 6 columns. This table is an amendment to the table in Part 1 of Schedule 1 of the Crown Entities Act 2004 and should be read with that table to provide understanding of the context. Name Exemption from acquisition of financial products, borrowing, guarantee, and derivative rules Exemption from section 165 (net surplus payable to Crown) s 161 s 162 s 163 s 164 Gracefield Innovation Quarter Holdings ✓ ✓ ✓ ✓ ✓ In Schedule 2, repeal the item relating to Crown Research Institutes. In Schedule 2, repeal the item relating to the New Zealand Institute for Advanced Technology Limited. In Schedule 2, insert in its appropriate alphabetical order: The following table is small in size and has 6 columns. This table is an amendment to the table in Part 1 of Schedule 1 of the Crown Entities Act 2004 and should be read with that table to provide understanding of the context. Name Exemption from acquisition of financial products, borrowing, guarantee, and derivative rules Exemption from section 165 (net surplus payable to Crown) s 161 s 162 s 163 s 164 Public research organisations ✓ ✓ ✓ ✓ ✓ In section 11(2), replace Crown Research Institute within the meaning of the Crown Research Institutes Act 1992 with public research organisation within the meaning of the Research, Science, Innovation, and Technology Act 2026 . In section 2(1), definition of controlling authority , paragraphs (eb) and (ec), replace Crown Research Institute with public research organisation in each place. Replace section 2B with: 2B Application to certain employees of public research organisations 1 This section applies to any person— a who becomes an employee of a public research organisation, or of any Crown entity subsidiary of a public research organisation,— i at the date of establishment of the public research organisation; or ii in connection with a transfer of an activity to the public research organisation (or to the relevant subsidiary); or iii as a result of a transfer from a department under section 73 of the Research, Science, Innovation, and Technology Act 2026 ; and b who was, immediately before becoming such an employee, a contributor under this Act. 2 For the purposes of this Act,— a the person is deemed to be employed in the Government service as long as the person continues to be employed by any public research organisation or any Crown entity subsidiary of a public research organisation; and b this Act applies to the person in all respects as if the person’s service as an employee with any public research organisation or Crown entity subsidiary of a public research organisation were Government service. 3 This section does not entitle a person to become a contributor if the person has ceased to be a contributor. 4 Subsection (3) is subject to subsection (6) . 5 Subsection (6) applies in relation to a person who became an employee of a recipient entity in connection with a transfer of an activity from Callaghan Innovation to the relevant recipient entity if the transfer occurred before 1 July 2027 . 6 This section must be treated as applying to the person on the date on which they became an employee of the recipient entity as if this section were already in force on that date. 7 In this section,— Callaghan Innovation means the Crown entity established by section 7 of the Callaghan Innovation Act 2012 Crown Research Institute means a Crown Research Institute within the meaning of the Crown Research Institutes Act 1992 date of establishment , in relation to a public research organisation, means the date on which the name of the public research organisation is added to Schedule 3 of the Research, Science, Innovation, and Technology Act 2026 (or, if the name of the public research organisation is included in Schedule 3 at enactment of that Act, the date on which Schedule 3 comes into force) department has the same meaning as in section 2(1) of the Public Finance Act 1989 public research organisation has the same meaning as in section 4 of the Research, Science, Innovation, and Technology Act 2026 recipient entity means either of the following: a a Crown Research Institute (or Crown entity subsidiary of a Crown Research Institute): b the New Zealand Institute for Advanced Technology Limited (or Crown entity subsidiary of the New Zealand Institute for Advanced Technology Limited) transfer of an activity , in relation to a public research organisation (or Crown entity subsidiary of a public research organisation) or a recipient entity, means a transfer of activities— a made under section 60 or clause 9 of Schedule 1 of the Research, Science, Innovation, and Technology Act 2026 ; or b from Callaghan Innovation to the recipient entity and described in a public notice made by the Minister (either before 1 July 2027 or in accordance with clause 10 of Schedule 1 of the Research, Science, Innovation, and Technology Act 2026 ) In section 2, definition of chief executive , delete (within the meaning of the Research, Science, and Technology Act 2010) . Replace section CV 6 with: CV 6 Public research organisations An amount that a public research organisation derives is income of the organisation if the amount is provided to the organisation for the purposes of any 1 or more of the activities listed in section 19 of the Research, Science, Innovation, and Technology Act 2026 . Replace section CW 38(5)(c) with: c public research organisations: Repeal section CW 38(5)(f). In section CW 38, list of defined terms, delete Crown Research Institute and insert in its appropriate alphabetical order public research organisation . In section CW 49(2), replace Crown Research Institute with public research organisation . In section CW 49, list of defined terms, delete Crown Research Institute and insert in its appropriate alphabetical order public research organisation . Replace section LY 3(2)(d)(i) with: i a public research organisation: In section LY 3, list of defined terms, insert in its appropriate alphabetical order public research organisation . Replace section MX 2(d)(iii) with: iii a public research organisation: In section MX 2, list of defined terms, delete Crown Research Institute and insert in its appropriate alphabetical order public research organisation . Replace section OB 1(2)(d) with: d a public research organisation; or In section OB 1, list of defined terms, delete Crown Research Institute and insert in its appropriate alphabetical order public research organisation . In section YA 1, repeal the definition of Crown Research Institute . In section YA 1, insert in its appropriate alphabetical order: public research organisation has the same meaning as in section 4 of the Research, Science, Innovation, and Technology Act 2026 In section YA 1, definition of special corporate entity , replace paragraph (a) with: a a public research organisation: In section YA 1, definition of special corporate entity , repeal paragraph (gb). In section YB 2(6)(b), replace Crown Research Institute with public research organisation . In section YB 2, list of defined terms, delete Crown Research Institute and insert in its appropriate alphabetical order public research organisation . Replace section 12(1)(h)(i) with: i the Department of Conservation or a public research organisation (within the meaning of the Research, Science, Innovation, and Technology Act 2026 ) or any person that takes over the scientific research functions of the department or the public research organisation: In section 2(1), insert in its appropriate alphabetical order: public research organisation has the same meaning as in section 4 of the Research, Science, Innovation, and Technology Act 2026 In section 2(2)(a), replace Crown Research Institute with public research organisation in each place. In Schedule 1, Part 2, repeal the item relating to Callaghan Innovation. In Schedule 1, Part 2, repeal the item relating to Crown Research Institutes. In Schedule 1, Part 2, repeal the item relating to New Zealand Institute for Advanced Technology Limited. In Schedule 1, Part 2, insert in their appropriate alphabetical order: Advisory council established under section 7 of the Research, Science, Innovation, and Technology Act 2026 Funding board established under section 13 of the Research, Science, Innovation, and Technology Act 2026 Gracefield Innovation Quarter Holdings Public research organisations In Schedule 1, Part 2, replace the item relating to Related companies of Crown Research Institutes (within the meaning of section 2(2)(a)) with: Related companies of public research organisations (within the meaning of section 2(2)(a)) In section 5, repeal the definition of Crown Research Institute . In section 5, insert in its appropriate alphabetical order: public research organisation means a public research organisation named in Schedule 3 of the Research, Science, Innovation, and Technology Act 2026 , or a Crown entity subsidiary of a public research organisation (within the meaning of the Crown Entities Act 2004 ) In section 17(2)(b), replace Crown Research Institutes with public research organisations . In section 17(7), replace Crown Research Institutes with public research organisations . Replace section 7(1)(b) with: b such public research organisation (within the meaning of the Research, Science, Innovation, and Technology Act 2026 ) as the Minister from time to time determines: In clause 2, definition of designated company , replace paragraph (c) with: c New Zealand Institute for Bioeconomy Science Limited In clause 3, definition of leviable seed , paragraph (a), replace AgResearch Grasslands with Grasslanz Technology Limited . In the Schedule, item relating to Cybocephalus sp., replace Landcare Research Systematics Collections Data with New Zealand Institute for Bioeconomy Science Limited New Zealand Arthropod Collection . In regulation 5(3), definition of public authority , replace paragraph (d)(i) with: i public research organisations (as defined in section 4 of the Research, Science, Innovation, and Technology Act 2026 ): In regulation 3, definition of government agency , replace paragraph (c) with: c a public research organisation within the meaning of section 4 of the Research, Science, Innovation, and Technology Act 2026 In regulation 3, definition of Measurement Standards Laboratory of New Zealand , replace Callaghan Innovation (established under section 7 of the Callaghan Innovation Act 2012) with Gracefield Innovation Quarter Holdings (continued under section 79 of the Research, Science, Innovation, and Technology Act 2026 ) . In Schedule 2, table 4, after the item relating to factor 10 24 , insert: The following table is small in size and has 6 columns. This table is an amendment to the table in Schedule 2 of the Measurement Standards Regulations 2019 and should be read with that table to provide understanding of the context. 10 27 ronna R 10 −27 ronto r 10 30 quetta Q 10 −30 quecto q In the Schedule, clause 2(1), revoke the definition of GNS Science . In the Schedule, clause 2(1), insert in their appropriate alphabetical order: Earth Sciences New Zealand means the company registered as the New Zealand Institute for Earth Science Limited public research organisation has the same meaning as in section 4 of the Research, Science, Innovation, and Technology Act 2026 In the Schedule, clause 81(1), replace Crown research institutes with public research organisations . In the Schedule, clause 85(1), replace Crown research institutes with public research organisations . In the Schedule, clause 85(2), replace GNS Science with Earth Sciences New Zealand . In the Schedule, after clause 85(2)(e), insert: f provides public information on— i climatic and seasonal risks (including drought); and ii marine geological, seafloor, and coastal hazards and processes; and g provides representatives on the tsunami experts panel. In the Schedule, revoke clause 85(5). In the Schedule, clause 119(1)(b), replace GNS Science with Earth Sciences New Zealand . In the Schedule, clause 124(6)(a), replace GNS Science with Earth Sciences New Zealand .