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First revision bill becomes law

22 February 2017 - By Geoff Adlam

Parliament has passed the first legislation to be introduced under the new process for revising the presentation of some New Zealand statutes to make them more accessible.

The Contract and Commercial Law Bill was given a third reading on 16 February 2017 and will come into effect six months after receiving the Royal assent.

The new legislation brings together 11 Acts into one piece of legislation, covering contracts and commercial law. It has 342 sections and is divided into six Parts.

The revision powers were introduced with subpart 3 of Part 2 of the Legislation Act 2012. A revision programme setting out statutes to be revised over the period 2015-2017 was presented to Parliament on 8 December 2014 and the Contract and Commercial Law Bill was introduced  on 19 May 2016 after it had been certified under section 33 of the Legislation Act.

An exposure draft of the bill was released for public submissions from 21 October to 7 December. The Justice and Electoral Committee released its report on the bill on 16 December 2016, with a recommendation that it proceed.

Repealed Acts

When the new legislation comes into effect, in August 2017, the following statutes will be repealed:

Carriage of Goods Act 1979

Contracts (Privity) Act 1982

Contractual Mistakes Act 1979

Contractual Remedies Act 1979

Electronic Transactions Act 2002

Frustrated Contracts Act 1944

Illegal Contracts Act 1970

Minors' Contracts Act 1969

Sale of Goods Act 1908

Sale of Goods (United Nations Convention) Act 1994

Wages Protection and Contractors' Liens Act Repeal Act 1987

Section 1(4) and (5) and Parts 1, 2, and 4 of the Mercantile Law Act 1908 and the Mercantile Law Amendment Act 1922 will also be repealed.

What changes are made?

As a revision bill, the legislation can not change the effect of the law, except for small changes to clarify Parliament’s intent or to reconcile inconsistencies between provisions. These amendments have been separately identified in Schedule 2 of the Bill.

The purpose of the legislation, as stated in section 3, is to re-enact in an up-to-date and accessible form, certain legislation relating to contracts, the sale of goods, electronic transactions, the carriage of goods, and various other commercial matters, including mercantile agents and bills of lading.

The legislation is divided up into Parts, with each part covering a different aspect of the law: Contracts (Part 2), Sale of Goods (Part 3), Electronic Transactions (Part 4), Other Commercial Matters (Part 5), and Miscellaneous (Part 6) - which sorts out all the repeals and consequential amendments.

Each of the Parts has its own Interpretation section.

What sort of modernisation has been done?

Section 28 of the Sale of Goods Act 1908 is now on its way out. At present, however (until August 2017), our law contains this statement of the effect of writs of execution:

"(1) A writ of execution against goods binds the property in the goods of the execution debtor as from the time when the writ is delivered to the sheriff to be executed; and, for the better manifestation of such time, the sheriff shall, without fee, upon the receipt of any such writ, indorse on the back thereof the hour, day, month, and year when he received the same:

"- provided that no such writ shall prejudice the title to such goods acquired by any person in good faith and for valuable consideration, unless such person had at the time when he acquired his title notice that such writ or any other writ under which the goods of the execution debtor might be seized or attached had been delivered to and remained unexecuted in the hands of the sheriff.

"(2) In this section sheriff includes any officer charged with the enforcement of a writ of execution."

This has now been turned into section 154 of the new Act:

"(1) A writ of execution against goods binds the property in the goods of the execution debtor from the time when the writ is delivered to the sheriff to be executed.

"(2) To record the time when a writ of execution is delivered, the sheriff must, without fee, on receiving the writ, endorse on the back of the writ the hour, day, month, and year when he or she received it.

"(3) However, no writ of execution prejudices the title to goods acquired by a person in good faith and for valuable consideration, unless, when the person acquired the person’s title, the person had notice that the writ (or any other writ under which the goods of the execution debtor might be seized or attached) had been delivered to, and remained unexecuted in the hands of, the sheriff.

"(4) In this section, sheriff includes any officer charged with the enforcement of a writ of execution."

The new section actually has one more word than the one it will replace, but it is a lot more readable and gender-neutral. 

How can I find out which sections have gone where?

Schedule 3 of the new legislation has a comparative table which shows the sections of the Act alongside those which they replace.

Thank you Mr Finlayson

Attorney-General Christopher Finlayson, the architect of the Legislation Act 2012 which gave the machinery for revision bills, is understandably proud that much of our commercial law has now been tidied up and brought together.

In a statement after the third reading, Mr Finlayson said it had been a major statute revision exercise.

“The substantive law has not changed but the rules contained in 11 contract and commercial Acts, some dating back to 1908, have been revised and consolidated into a single piece of legislation," he says.

“The law is clearer and easier to understand which will help reduce regulatory costs for both individuals and businesses."

Last updated on the 16th September 2019