BUSINESS REGULATORY ACT

to provide for an efficient, cost effective and accessible business licensing system; provide a set of principles and interventions to guide regulatory agencies when regulating and licensing business activities in accordance with a law under their mandate; provide for the classification of, and criteria for, licensing; establish an e-registry and assign a control number for laws regulating business; provide for the establishment of regulatory services centers, regulatory clearance systems and a single licensing system for business in each sector or group of businesses in a sector; constitute the Board of the Agency and the Business Regulatory Review Agency and provide for their functions and powers: and provide for matters connected with, or incidental to the foregoing.

[Long title am by s 2 of Act 14 of 2018.]

[24th March, 2014]

Act 3 of 2014,

Act 14 of 2018.

PART I
PRELIMINARY

1. Short title

This Act may be cited as the Business Regulatory Act.

2. Interpretation

In this Act. unless the context otherwise requires—

"associate" has the meaning assigned to the word in the Anti-Corruption Act, 2012;

[Ins by s 3(b) of Act 14 of 2018.]

"Board" means the Board of the Agency constituted under section 15;

[Ins by s 3(b) of Act 14 of 2018.]

"business” includes any enterprise, corporate or non-corporate trade, profession or occupation registered under the Companies Act or Registration of Business Names Act, 2011;

"Business Regulatory Review Agency" means the Business Regulatory Review Agency established under section 14;

"certificate" means a document issued to a person or business by a regulatory agency after a registration process;

...;

["Committee" rep by s 3(a) of Act 14 of 2018.]

"e-registry" means the electronic registry established under section 8;

"Executive Director" means the person appointed as Executive Director under section 24;

[Ins by s 3(b) of Act 14 of 2018.]

"licence" means an authorisation granted to a business, after meeting a set of legal criteria, as a tool to fulfill legitimate regulatory purposes such as—

(a) protection of public health and safety;

(b) protection, conservation and preservation of the environment;

(d) allocation of scarce national resources;

excluding any authorisation used to manage competition or to generate revenue for a regulating agency or public body

"licensing” means a process to obtain and issue a licence, permit, certificate or authorisation;

"local authority" means a city, municipal or district council established under the Local Government Act;

"medium business enterprise" means any business enterprise whose total investment, excluding land and buildings, annual turnover and the number of persons employed by the enterprise does not exceed a prescribed numerical value;

"micro business enterprise” means any business enterprise whose total investment, excluding land and buildings, annual turnover and the number of persons employed by the enterprise, does not exceed a prescribed numerical value;

"Patents and Companies Registration Agency" means the Patents and Companies Registration Agency established under the Patents and Companies Registration Agency Act, 2010;

"permit" means a permission granted to a business to carry out any action related to, or which impacts on, the business's core activity as stated in a licence or certificate which is required for a particular activity without the necessity of a licence or certificate;

“public body" means the Government, any Ministry or Department of the Government, a local authority, parastatal, board, council, authority, commission or other body appointed by the Government, or established by or under any written law, excluding a professional association or body;

"relative" has the meaning assigned to the word in the Anti-Corruption Act, 2012;

[Ins by s 3(b) of Act 14 of 2018.]

"Registrar" means the person appointed as Registrar under the Patents and Companies Registration Agency Act, 2010;

"registration” means a process of registering, certifying or listing a business or a person with a regulatory agency, in order to enable that business or person to legitimately start up a business, activity or practice or work in a certain field, as required under any written law, and includes registration for purposes of obtaining data or statistics, and "registration process" shall be construed accordingly;

"regulate business activity" means the control or regulation of activities undertaken or to be undertaken by a business, and includes licensing, obtaining regulatory requirements or imposing any form of fee. levy, charge or any other regulatory requirement necessary for a business to carry out any commercial, manufacturing, construction or infrastructure development, trading, industrial, hospitality and tourism, agricultural, mining, financial, research, communication, technological, transport, hiring, energy, consultancy, professional or other business activity in a sector or with respect to specific commodities or products, and "regulating business activity" or “regulation of business activity" shall be construed accordingly;

"regulatory agency" means any person or body, except a professional body, which, by law, is empowered to regulate business activity in any sector and includes a Minister;

"regulatory clearance system" means a mechanism, electronic or manual, for supporting licensing in order to achieve a one-stop clearance system for regulatory requirements and a single licensing system for regulating business activity;

"regulatory framework" means a legal system for regulating business activity;

“regulatory requirement” means any documentation, registration particulars, data, statistics, vital statistics, standards, specifications, certifications, notifications or other information required for licensing to enable persons to start up business, continue doing business or cease to do business under the relevant law regulating that business;

"regulatory service" means the rendering of decentralised services by a local authority or the Patents and Companies Registration Agency, or both undertaking the services jointly with regulatory agencies, so as to ensure efficient licensing under the relevant laws regulating that business sector or group of business by—

(a) providing an accessible and less burdensome system for clearing regulatory requirements;

(b) .issuing data or other information on registered businesses that are required to be licensed; and

"regulatory services centre'' means a one-stop unit established by the Patents and Companies Registration Agency or a local authority, or both undertaking the services jointly with other relevant regulatory agencies, to provide for an efficient regulatory clearance system and single licensing system;

"sector" means a business sector of the economy;

"single licensing system” means a licensing system designed to facilitate compliance with multiple licensing requirements by multiple regulatory bodies through a single regulatory point or a regulatory service centre; and

"small business enterprise” means any business enterprise whose total investment, excluding land and buildings, annual turnover and the number of persons employed by the enterprise, does not exceed the prescribed numerical value.

3. Application and categorisation of licensing system

(1) Notwithstanding any other law, this Act applies to all regulatory agencies.

(2) Notwithstanding any other law, this Act applies to the regulation of business activity, subject to the terms and conditions for applying and issuing any licence, permit, certificate or authorisation under the relevant law regulating that business.

(3) For the avoidance of doubt, this Act shall be complementary to any law regulating business and that law shall continue to regulate that business subject to the procedures and criteria for licensing, principles and interventions provided under this Act.

(4) After the commencement of this Act, the following shall be the categorisation of the licensing system—

(a) licence, which shall be valid in all areas under the jurisdiction of a local authority and shall—

(i) be issued on minimum proof of qualifications necessary to ensure the competency of the proprietor;

(ii) enable the start up of business for a core activity;

(iii) be renewable as specified in the written law;

(iv) attract a fee calculated on the value placed on the licence, as may be prescribed, after taking into account the legal criteria for issue of the licence; and

(v) be issued on such terms and conditions as may be prescribed;

(b) permit, which may-—

(i) not be valid in all areas under the jurisdiction of a local authority;

(ii) be a one-off issue or used to authorise various or particular kinds of business activities or multiple activities connected to the core activity under a licence or certificate after start up of a business;

(iii) be or not be renewable;

(iv) attract a fee or charge for processing and issuing the permit, which charge may be imposed annually or after a prescribed period or until the permit is revoked; and

(v) be issued on such terms and conditions as may be prescribed;

(i) may or may not be valid in all areas under the jurisdiction of a local authority;

{mprestriction ids="2,3,5"}

(ii) is a one-off issue;

(iii) may attract a fee or charge for the certificate, which may be imposed as a one-off charge, annually or after a prescribed period on the holder, until the certificate is revoked; and

(d) authorisation, which—

(i) shall be in letter form;

(ii) may or may not be valid in all areas under the jurisdiction of a local authority; and

(iii) is a one-off issue, where a fee or charge may not be imposed.

PART II
REGULATING BUSINESS ACTIVITIES

4. General principles and interventions for regulating business

(1) Notwithstanding any other law and subject to section 3, the regulation of business activity shall be governed by the principles and interventions specified under sub-sections (2) and (3).

(2) Licensing shall be based on the following principles, which shall be taken into account when developing licensing systems or applying and interpreting licensing provisions under any other written law—

(a) licensing shall be for the purpose of regulating business for a clearly defined public policy goal or objective that cannot be better achieved through other means;

(b) a law shall specify clear criteria when an application for a licence, permit, certificate or authorisation may be granted or rejected, or when a licence, permit, certificate or authorisation may be suspended, amended, transferred or revoked and shall provide a procedure for appeals;

(c) a permit or certificate shall be valid for at least three years, unless it is for a specific short term purpose or the regulatory agency has compelling reasons to reduce this period;

(d) a licence shall be valid throughout the country;

(e) licences shall be valid for unlimited periods, except when periodic review of qualifications and criteria are necessary to fulfill regulatory objectives;

(f) procedures for regulating business activity shall be simplified, to the greatest extent possible, taking into account the sector, the turnover or expected turnover of the business, the number or optimal number of employees of the business and nature and extent of the business;

(g) a fee, levy or charge payable in respect of a licence, permit or certificate shall be minimal, clearly fixed and imposed for the sole purpose of defraying administrative costs of licensing, except for a licence issued for high value or scarce national resources or which is aimed at protecting the environment, public health, safety and security;

(h) regulatory agencies shall exchange regulatory requirements through the use of a regulatory clearance system, and shall not duplicate in formation requests on businesses;

(i) public bodies shall endeavour to use e-governance in licensing and obtain regulatory requirements from another regulators agency which has already collected those requirements; and

(J) licensing shall not be continued for more than five years without an evaluation being done of its effectiveness in achieving the public policy goal or objective for which it was intended.

(3) The following interventions apply to licensing and business regulation—

(a) regulatory agencies shall, at all times, endeavour to use regulatory services centres to regulate business activity;

(b) regulatory agencies shall, as far as is possible, use a single licensing system for licensing business activity;

(c) micro, small and medium business enterprises shall be regulated in a manner that encourages growth and graduation from a lower business size to a higher one;

(d) regulatory requirements for micro, small and medium business enterprises shall be minimised to the greatest extent possible;

(e) a regulation that imposes the least burden necessary for doing business and that provides the least administrative burden on the regulatory agency shall be preferred; and

(f) a regulatory agency shall respond to an application for licensing as early as possible but not later than within the prescribed period after the application is lodged and, if no response is given on the last day of the prescribed period, the application shall be deemed to be approved and the licence, permit, certificate or authorisation shall be deemed to have been duly issued.

5. Conditions for imposition of licensing

(1) Without prejudice to the principles and interventions set out in section 4, a public body shall only establish a licensing system to fulfill legitimate regulatory purposes or if it is the most effective and efficient means of protecting a clearly defined risk to—

(i) public health;

(ii) public safety or national security;

(iii) environmental protection, conservation and preservation;

(iv) consumer protection; and

(v) upholding of standards for goods, food, drugs and services;

(2) A licensing system shall only be established under sub-section (1) if it—

(a) does not unnecessarily burden business enterprises to which it is applied or proposed to apply;

(b) does not overly add to the administrative cost of the public body or regulatory agency concerned;

(d) has the input of the relevant stakeholders.

{mprestriction ids="2,3,5"}

6. Procedure for imposition of new policy or law

(1) A public body shall only submit to Cabinet for approval a policy or proposed law to regulate business activity if the policy or proposed law has the prior approval of the Business Regulatory Review Agency.

(2) A public body that intends to introduce any policy or proposed law for regulating business activity shall—

(a) give notice, in writing, of that intention to the Business Regulatory Review Agency, at least two months prior to submitting it to Cabinet;

(b) hold public consultations for at least 30 days with—

(i) persons or proprietors of business enterprises who shall be affected by the proposed regulatory framework;

(ii) persons or proprietors of business enterprises who shall benefit from the proposed regulatory framework;

(iii) regulatory agencies and other public officers who will implement the proposed regulatory framework; and

(iv) all other relevant stakeholders which are not included under sub-paragraphs (i) to (iii); and

(i) the problem that is being addressed by the policy or proposed law;

(ii) why Government action is needed to correct the problem;

(iii) the objectives of the policy or proposed law;

(iv) which options, for dealing with the problem, have been considered and why the policy or proposed law is the best approach, including who is affected by the problem and who is likely to be affected by the solution;

(v) whether the benefits justify the costs, and what are the likely costs for business and consumers including a calculation of new administrative burdens and the impacts on market entry and exit; and

(vi) how the policy or proposed law will be implemented.

(3) A public body or regulatory agency shall, after consultations are concluded and a regulatory impact assessment is performed, under sub-section (2), submit to the Business Regulatory Review Agency, a report on the results of the consultations and the regulatory impact assessment.

7. Approval of framework by Business Regulatory Review Agency

(1) The Business Regulatory Review Agency shall, on receipt of the report referred to in section 6 examine the report in order to determine whether the proposed regulatory framework or any measure under that framework is necessary or justified.

(2) The Business Regulatory Review Agency shall not approve any proposed regulatory framework unless that framework complies with sections 4 and 5.

(3) The Business Regulatory Review Agency shall, within 14 days of receipt of the report referred to in section 6 communicate its decision, in writing, including the reasons for the decision, to the relevant public body.

(4) A public body aggrieved by a decision of the Business Regulatory Review Agency may appeal to the Committee against the decision.

8. E-registry and control numbers

(1) There shall be established an electronic registry, which shall be a centralised database and online transaction platform holding information on licences, permits certificates authorisations and regulations, including the formalities businesses have to comply with in order to obtain a licence, permit, certificate or authorisation and capable of facilitating the processing of applications online.

(2) The electronic registry shall, in particular, contain—

(a) texts of relevant laws and subsidiary legislation on business regulation and licensing;

(b) name or title of the business licence;

(d) licence fees;

(e) downloadable application; and

(f) contacts of issuing agencies;

(3) The Committee shall ensure that the e-register is—

(a) accessible on the internet and is free of charge; and

(b) available for inspection and search by proprietors of business enterprises and members of the public, without charge.

(4) The Business Regulatory Review Agency shall be responsible for maintaining the e-registry and shall ensure that the e-registry is updated on a continuous basis.

(5) The e-registry shall provide—

(a) positive legal security and certainty by ensuring that only those business regulation licences permits, certificates and authorisations published in the e-registry, have legal effect, validity and enforceability as far as business activities are concerned; and

(b) easy access to exhaustive information about business regulation and licensing.

(6) An Act of Parliament or statutory instrument published in the e-registry shall be assigned a control number by the Business Regulatory Review Agency that shall be displayed with the electronic version of the Act of Parliament or statutory instrument.

(7) Where a law regulating business activity requires the utilisation of a form, a control number issued by the Business Regulatory Review Agency shall be displayed on the electronic version of the form in the e-registry, which form shall be designed so as to capture information and data that can easily be captured into an electronic database.

9. Regulatory services centres and regulatory clearance

(1) The Patents and Companies Registration Agency shall, in liaison with other regulatory agencies, establish regulatory services centres in the premises of the local authority or such other premises in a Province as is convenient for regulatory clearance and implementation of a single licensing system for businesses in a sector or group of businesses in a sector.

(2) The Patents and Companies Registration Agency shall, for the purposes of sub-section (1), liaise with other regulatory agencies to establish comprehensive databases for accounting, electronic data base entry and retrieval, communication and electronic registration, to ensure an effective regulatory clearance system, messenger service and system for information sharing.

10. Single licensing system

(1) Notwithstanding any other law, there is hereby established for businesses in each sector or group of businesses in a sector, a single licensing system.

(2) Notwithstanding any other law, where a person requires any licence, permit, registration, certificate or authorisation for any business activity, the applicant shall apply, in the manner prescribed under the relevant law dealing with that business activity for such licence, permit, registration, certificate or authorisation giving the full details relating to the business activity, and copy the application to the nearest and relevant regulatory services centre.

(3) Notwithstanding any other law, where a person holds a licence under any law regulating a business activity, and that person requires another licence, permit, certificate or authorisation, in furtherance of the business activity, that falls under the jurisdiction of the same regulatory agency or another regulatory agency, that person shall apply, in the manner prescribed, for such licence, permit, certificate or authorisation to the regulatory agency that issued the original licence, copied to the nearest regulatory service centre, giving full details relating to the nature and scope of the licence, permit, certificate or authorisation required.

(4) A regulatory agency shall, on receipt of an application for a licence, permit or authorisation under sub-section (2) or (3), process the application through the nearest and relevant regulatory services centre using the single licensing system as provided under this section.

(5) Where a regulatory agency is not operating from a regulatory services centre, the centre shall, within three days of the receipt of a copy of an application under this section, request the appropriate regulatory agency to submit the relevant information and conditions attaching to the issue of a licence, permit, registration, certificate or authorisation, as prescribed by law, to the regulatory services centre for processing and issue.

(6) A regulatory agency referred to in sub-section (5) shall, within five days of a request from the regulatory services centre, made under sub-section (5), submit to the centre all the relevant information and conditions relating to the issue of the licence, permit, registration, certificate or authorisation, as prescribed by law and the centre shall, within 14 days of receipt of the information, issue the licence, permit, certificate or authorisation to the applicant or endorse on the license, permit or certificate of the applicant—

(a) the name of the licence, permit, certificate or authorisation applied for;

(b) the nature and scope of the activity authorised under the licence, permit, certificate or authorisation;

(d) any other essential information that the regulatory agency concerned may request to be so endorsed;

for and on behalf of the regulatory agency prescribed under the relevant law.

(7) A person or organisation whose licence, permit or certificate has been endorsed, as provided under sub-section (6). shall pay to the regulatory services centre the—

(a) fees for the licence, permit or certificate; and

(b) charges for administrative costs pertaining to the processing and issue of the licence, permit, certificate or authorisation.

(8) The centre shall remit the fees relating to the licence, permit or certificate, received under sub-section (7), to the appropriate regulatory agency, but shall retain the charges for administrative costs.

(9) A regulatory agency, referred to in sub-section (5), shall pay to the regulatory services centre a prescribed commission for issuing or endorsing any licence, permit, certificate or authorisation on its behalf.

(10) Any contravention of any condition or requirement endorsed on any licence, permit or certificate by a regulatory services centre, under this section, shall be a ground for the suspension or revocation of the licence, permit, certificate or authorisation under the law providing for the issuance of that licence, permit, certificate or authorisation.

(11) A regulatory agency shall, when requested to do so by a regulatory services centre, give to that centre any advice or assistance or submit such information as may be necessary for the performance of the centre's functions under this Act.

11. Mechanisms for operationalisation of single licensing system

(1) Subject to this section, the Agency and a local authority shall, in collaboration with other appropriate regulatory agencies, establish effective mechanisms for the operationalisation of a single licensing system established by section 10, including the establishment of an accounting system for the settlement of fees and commissions.

(2) A joint team comprising the Agency, appropriate local authority and relevant regulatory agency shall carry out, if necessary, regulatory inspections of businesses, as may be required under any written law.

PART III
THE BUSINESS REGULATORY REVIEW AGENCY

[Part III subs by s 4 of Act 14 of 2018.]

12. Establishment of Agency

There is established the Business Regulatory Review Agency which is a body corporate with perpetual succession and a common seal, capable of suing and of being sued in its corporate name, and with the power, subject to the provisions of this Act, to do all acts and things that a body corporate may, by law, do or perform.

[S 12 subs by s 4 of Act 14 of 2018.]

13. Seal of Agency

(1) The seal of the Agency shall be a device that may be determined by the Agency and shall be kept by the Secretary.

(2) The affixing of the seal shall be authenticated by the Chairperson or the Vice-Chairperson and the Secretary or another person authorised in that behalf by a resolution of the Board.

(3) A contract or instrument which, if entered into or executed by a person not being a body corporate, would not be required to be under seal, may be entered into or executed without seal on behalf of the Agency by the Secretary or any other person generally or specifically authorised by the Board in that behalf.

(4) A document purporting to be a document under the seal of the Agency or issued on behalf of the Agency shall be received in evidence and shall be considered to be so executed or issued, as the case may be, without any further proof, unless the contrary is proved.

[S 13 subs by s 4 of Act 14 of 2018.]

14. Functions of Agency

(1) The functions of the Agency are to provide an efficient, cost-effective and accessible business licensing system.

(2) Despite the generality of sub-section (1), the Agency shall—

(a) review a matter relating to business regulation or licensing on its own initiative or on a representation from a person or business;

(b) advise Government on matters relating to business regulation and licensing;

(c) issue guidelines and standards for regulatory impact assessments and public consultations to be undertaken by regulatory agencies;

(d) manage and update the e-registry;

(e) approve regulatory frameworks submitted under this Act;

(f) promote more accessible and systematic public consultation strategies and develop a website portal for public interventions on issues of business regulation;

(g) advise regulatory agencies on the efficient and cost effective regulation and licensing of business activities;

(h) monitor and report on the activities of regulatory agencies related to business regulation, quality control and compliance with this Act;

(i) determine requests for licensing of business activities by a regulatory agency;

(j) design an annual action plan for the implementation of regulatory services centres and a single licensing system and oversee and coordinate the implementation of the action plan; and

(k) carry out, periodically, regulatory impact assessments on business regulation and licensing.

[S 14 subs by s 4 of Act 14 of 2018.]

15. Board of Agency

(1) There is constituted the Board of the Agency which comprises the following part-time members appointed by the Minister:

(a) a representative of the Attorney-General;

(b) a representative each of the Ministries responsible for—

(i) commerce; and

(ii) local government;

(i) Zambia Association of Manufacturers; and

(ii) Economics Association of Zambia; and

(d) one person, from the private sector, with expertise in business regulation.

(2) The persons referred to in sub-section (1)(a), (b) and (c) shall be nominated by their respective institutions.

(3) The Minister shall appoint the Chairperson from among the members, except members appointed under sub-section (1)(a) and (b).

(4) The members of the Board shall elect the Vice-Chairperson from amongst themselves.

(5) A person shall not be nominated or appointed as a member of the Board if that person—

(a) has been convicted of an offence under any law and sentenced to a term of imprisonment of not less than six months without the option of a fine;

(b) is legally disqualified from performing the duties of a member of the Board; or

[S 15 subs by s 4 of Act 14 of 2018.]

16. Functions of Board

(1) The Board is the governing body of the Agency and shall exercise and perform the functions of the Agency.

(2) Without limiting the generality of sub-section (1), the functions of the Board are to—

(a) approve the policies, programmes and strategies of the Agency;

(b) approve the annual work plan, action plans and activity reports of the Agency;

(d) produce, at least once a quarter, a report on the quality of business regulation, and propose any actions necesssary to improve the business environment so as to support the developmental policies of the Government; and

(e) monitor and report on the activities of regulatory agencies related to business regulation, quality control and compliance with this Act.

(3) In the performance of its functions, the Board may—

(a) require a public body or a person to provide it with such information as the Board may require for the performance of its functions;

(b) invite representations from the public;

(d) liaise with other research bodies within and outside Zambia carrying out comparable studies, research and evaluation.

(4) The Minister may enter into a performance contract with the Board for a specific period, which shall be consistent with the provisions of this Act.

[S 16 subs by s 4 of Act 14 of 2018.]

17. Tenure of office and vacancy

(1) Subject to the other provisions of this Act, a member of the Board shall hold office for a period of three years from the date of appointment and may be reappointed for one further period of three years.

(2) A member shall, on the expiration of the period for which that member is appointed, continue to hold office until a successor is appointed, but in no case shall the further period exceed four months.

(3) The office of a member becomes vacant if that member—

(a) dies;

(b) is adjudged bankrupt;

(c) is absent from three consecutive meetings of the Board of which the member has had notice, without the prior approval of the Board;

(d) resigns;

(e) becomes legally disqualified from performing the duties of a member of the Board;

(f) is removed by the Minister;

(g) ceases to be a member of the organisation which nominated the member; or

(h) is convicted of an offence under this Act or any other law and sentenced to imprisonment for a period exceeding six months without the option of a fine.

(4) The Minister shall, where the office of a member becomes vacant before the expiry of the term of office, appoint another member in place of that member, but that person shall hold office as a member only for the unexpired part of the term of the Board.

(5) A member may resign from office by giving not less than one month's notice in writing to the Minister.

[S 17 subs by s 4 of Act 14 of 2018.]

18. Proceedings of Board

(1) Subject to the other provisions of this Act, the Board may regulate its own procedure.

(2) The Board shall meet for the transaction of business, at least once in every three months at the places and times that the Board may determine.

(3) The Chairperson shall call for a meeting of the Board, on giving notice of not less than fourteen days, if not less than one-third of the members so request in writing, except that if the urgency of any particular matter does not permit the giving of notice, a special meeting may be called on giving a shorter notice.

(4) The quorum at a meeting of the Board shall be seven.

(5) There shall preside at any meeting of the Board—

(a) the Chairperson;

(b) in the absence of the Chairperson, the Vice-Chairperson; and

(c) in the absence of both the Chairperson and the Vice-Chairperson, a member that the members present may elect from amongst themselves for the purpose of that meeting.

(6) A decision of the Board on any question shall be by a majority of votes of the members present and voting at the meeting and, in the event of an equality of votes, the person presiding at the meeting shall have, in addition to a deliberative vote, a casting vote.

(7) Where a member is for any reason unable to attend any meeting of the Board, the member may, in writing, nominate another person from the same organisation to attend that meeting in that member's stead and that person is considered to be a member for the purpose of that meeting.

(8) The Board may invite any person whose presence is in its opinion desirable to attend and to participate in the deliberations of a meeting of the Board but that person shall have no vote.

(9) The validity of any proceedings, act or decision of the Board shall not be affected by any vacancy in the membership of the Board or by any defect in the appointment of any member or by reason that any person not entitled to do so, took part in the proceedings.

(10) The Board shall cause minutes to be kept of the proceedings of every meeting of the Board and every meeting of a committee established by the Board.

[S 18 subs by s 4 of Act 14 of 2018.]

19. Committees of Board

(1) The Board may for the purpose of performing its functions under this Act, constitute a committee and delegate to that committee functions that the Board considers necessary.

(2) The Board may appoint as members of a committee constituted under sub-section (1), persons who are or are not members of the Board and that persons shall hold office for a period that the Board may determine.

[S 19 subs by s 4 of Act 14 of 2018.]

20. Allowances of members

There shall be paid to members of the Board or any committee of the Board allowances that the Minister may determine with the approval of the Emoluments Commission.

[S 20 ins by s 4 of Act 14 of 2018.]

21. Disclosure of interest

(1) A person who is present at a meeting of the Board or a committee of the Board at which any matter, in which that person or that person's relative or associate is directly or indirectly interested in a private capacity, is the subject of consideration shall, as soon as is practicable after the commencement of the meeting, disclose that interest and shall not take part in any consideration or discussion of, or vote on, any question relating to that matter.

(2) A disclosure of interest made under this section shall be recorded in the minutes of the meeting at which it is made.

[S 21 ins by s 4 of Act 14 of 2018.]

22. Prohibition of publication of, or disclosure of information to unathorised persons

(1) A person shall not, without the consent in writing given by or on behalf of the Board, otherwise than in the course of duties of that person, publish or disclose to any other person, the contents of any document, communication or information, which relates to, or which has come to the knowledge of that person in the course of that person's duties under this Act.

(2) A person who contravenes sub-section (1) commits an offence and is liable, on conviction, to a fine not exceeding two hundred thousand penalty units or to imprisonment for a term not exceeding two years, or to both.

(3) A person who, having any information which to the knowledge of that person has been published or disclosed in contravention of sub-secton (1), unlawfully publishes or communicates the information to any other person, commits an offence and is liable, on conviction, to a fine not exceeding two hundred thousand penalty units or to imprisonment for a term not exceeding two years, or to both.

[S 22 ins by s 4 of Act 14 of 2018.]

23. Immunity of members of Board and staff of Agency

An action or other proceeding shall not lie or be instituted against a member of the Board or a committee of the Board, or a member of staff of the Agency, for or in respect of any act or thing done or omitted to be done in good faith in the exercise or performance, of any of the powers, functions or duties conferred under this Act.

[S 23 ins by s 4 of Act 14 of 2018.]

24. Executive Director

(1) The Board shall appoint, on the terms and conditions that the Emoluments Commission may determine, the Executive Director, who shall be the chief executive officer of the Agency.

(2) The Executive Director shall attend the meetings of the Board and may address those meetings but shall not vote on any matter.

[S 24 ins by s 4 of Act 14 of 2018.]

25. Secretary

The Board shall appoint a Secretary, on the terms and conditions that the Emoluments Commission may determine.

[S 25 ins by s 4 of Act 14 of 2018.]

26. Directors and other staff

The Board may appoint, on the terms and conditions that the Emoluments Commission may determine, Directors and other staff that it considers necessary for the performance of the functions of the Agency.

[S 26 ins by s 4 of Act 14 of 2018.]

PART IV
FINANCIAL PROVISIONS

[Part IV subs by s 4 of Act 14 of 2018.]

27. Funds of Agency

(1) The funds of the Agency consist of monies that may be appropriated by Parliament.

(2) The Agency may, subject to the approval of the Minister—

(a) accept monies by way of grants or donations from any source within or outside Zambia; or

(b) raise by way of loans or otherwise, monies that it may require for the discharge of its functions.

(3) There shall be paid from the funds of the Agency—

(a) the emoluments of the members and staff of the Agency as approved by the Emoluments Commission;

(b) travelling and other allowances for members of the Board, members of a committee of the Board or staff of the Agency when engaged on the business of the Agency at rates that the Agency may approve; and

(4) The Board may, with the approval of the Minister, invest in a manner that it considers appropriate funds of the Agency that it does not immediately require for the discharge of its functions.

[S 27 ins by s 4 of Act 14 of 2018.]

28. Financial year

The financial year of the Agency shall be a period of twelve months ending on 31st December in each year.

[S 28 ins by s 4 of Act 14 of 2018.]

29. Accounts and audit

(1) The Agency shall cause to be kept proper books of accounts and other records relating to its accounts.

(2) The accounts of the Agency shall be audited annually by the Auditor-General or an auditor appointed by the Auditor-General.

(3) The Auditor-General's fees shall be paid by the Agency.

[S 29 ins by s 4 of Act 14 of 2018.]

30. Annual report

(1) As soons as practicable, but not later than ninety days after the end of the financial year, the Agency shall submit to the Minister a report concerning its activities during the financial year.

(2) The report referred to in sub-section (1) shall include information on the financial affairs of the Agency and there shall be appended to the report—

(a) an audited statement of financial position;

(b) an audited statement of comprehensive income; and

(3) The Minister shall, not later than seven days after the first sitting of the National Assembly next after receipt of the report referred to in sub-section (1), cause the report to be laid before the National Assembly.

[S 30 ins by s 4 of Act 14 of 2018.]

PART V
GENERAL PROVISIONS

[Part V subs by s 4 of Act 14 of 2018.]

31. Appeals

(1) A person or public body aggrieved with a decision of the Agency may appeal to the Minister against the decision within thirty days of the decision.

(2) A person or public body aggrieved with the decision of the Minister may appeal to the High Court.

[S 31 ins by s 4 of Act 14 of 2018.]

32. Regulations

The Minister may, by statutory instrument, make regulations for the better carrying out of the provisions of this Act.

[S 32 ins by s 4 of Act 14 of 2018.]

33. Savings and transitional provisions

The Schedule applies to the savings and transitional arrangements.

[S 33 ins by s 4 of Act 14 of 2018.]

SCHEDULE

[First Sch subs as Sch by s 5 of Act 14 of 2018.]

[Section 33]

SAVINGS AND TRANSITIONAL PROVISIONS

1. Vesting of assets of former Agency

(1) On or after the appointed date, there shall be transferred to, and vest in, or subsist against, the Agency by virtue of this Act and without further assurance—

(a) the affairs of the former Agency;

(b) any one-stop centre or shop established under any other law shall continue to exist as if established under this Act and shall be renamed regulatory services centres under the auspices of the Agency; and

(c) subject to this Act, all property, rights and obligations which immediately before the appointed date were the property, rights and obligations of the former Agency.

(2) In this Schedule, "former Agency" means the Business Regulatory Review Agency which served as the secretariat of the Committee.

(3) Except as provided in this Act, every deed, bond and agreement (other than an agreement for personal service) to which the Government was a party immediately before the commencement of this Act in respect of the former Agency, whether in writing or not, and whether or not of such a nature that rights, liabilities and obligations thereunder could be assigned, shall, unless its subject matter or terms make it impossible that it should have effect as modified in the manner provided by this paragraph, have effect as from the date of the assignment thereof, as if—

(a) the Agency had been a party thereto;

(b) for any reference to the Government there were substituted, as respects anything falling to be done on or after the appointed date, a reference to the Agency; and

(c) for any reference to any officer of the former Agency not being a party thereto and beneficially interested therein there were substituted, as respects anything falling to be done, a reference to an officer of the Agency.

(3) Subject to the provisions of subparagraph (2), documents, other than those referred to therein, which refer specifically or generally to the former Agency shall be construed in accordance with sub-section (2) as far as applicable.

2. Registration of property to be transferred by Government

(1) Whenever in pursuance of this Act, any property, rights, liabilities and obligations of the Government through the former Agency are deemed transferred to the Agency in respect of which transfer a written law provides for registration, the Agency shall make an application in writing to the appropriate authority for registration of the transfer.

(2) The registration authority referred to in subparagraph (1) shall make the entries in the appropriate register as shall give effect to the transfer and, where applicable, isuue to the transferee concerned a certificate of title in respect of the property or make necessary amendments to the register, as the case may be, and shall make endorsement on the deeds relating to the title, right or obligation concerned; and no registration fees, stamp duty or other duties shall be payable in respect thereof.

3. Legal proceedings

(1) Without prejudice to the other provisions of this Act, where any right, liability or obligation vests in the Agency by virtue of this Act, the Agency and all other persons shall, as from the appointed date, have the same right, powers and remedies (and in particular the same rights as to the instituting or defending of legal proceedings or the making or resisting of applications to any authority) for ascertaining, perfecting that right, liability or obligation as they would have had if it had at all times been a right, liability or obligation of the Agency.

(2) Any legal proceedings or application of any authority pending immediately before the appointed date, by or against the Government in respect of the former Agency may be continued by or against the Agency.

(3) After the appointed date, proceedings in respect of any right, liability or obligation which were vested in, held, enjoyed, incurred or suffered by the Government in respect of the Agency may be instituted by or against the Agency.

4. Terms of service of employee of Agency

(1) On or after the appointed date, the Agency shall on the terms and conditions that Emoluments Commission may determine, appoint as officers of the Agency public officers from the Civil Service that may be necessary for the performance of the functions of the Agency.

(2) Where an officer from the Civil Service is appointed to the service of the Agency the terms and conditions of service with the Agency shall not be less favourable than those the officer enjoyed in the Public Service.

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