First Schedule (Section 3)
The Authority and the Board
1. The Board
(1)The Board shall consist of nine members appointed by the Minister, being—(a)one person nominated by the Ministry responsible for communications;(b)one person nominated by the Ministry responsible for defence;(c)one person nominated by the Ministry responsible for home affairs;(d)one person nominated by the National Farmers Union;(e)one person nominated by the Zambia Consumers Protective Association;(f)one person nominated by the Law Association of Zambia;(g)one person nominated by the Engineering Institution of Zambia;(h)one person nominated by a trade union representing staff employed by the Company; and(i)one person having, in the opinion of the Minister, relevant qualifications or experience.(2)One of the members shall, in and by the terms of his appointment be appointed as the Chairman of the Board:(3)One of the members (other than the Chairman) shall be appointed by the members of the Board as the Vice-Chairman of the Board.(4)The appointment of a member of the Board shall be terminated on the fifteenth sitting day of Parliament next succeeding the date of his appointment unless, on or before that sitting day, Parliament by resolution confirms the appointment.(5)A person shall not be appointed as a member of the Board if he—(a)is an undischarged bankrupt;(b)has been convicted of an offence under this Act;(c)has been convicted of an offence involving fraud or dishonesty;(d)has been convicted of an offence against any other written law and sentenced to a term of imprisonment of not less than six months without the option of a fine; or(e)is the holder of a licence or has any interest in a licence or in the holder of a licence.2. Term of office and vacancy
(1)A member of the Board shall subject to the provisions of this Schedule, hold office for a term of not more than three years.(2)A member of the Board shall be eligible for re-appointment upon the expiry of his term of office.(3)Upon the expiration of the term for which a member is appointed he shall continue to hold office until his successor has been appointed, but in no case shall any such extension of the term exceed three months.(4)The office of a member shall be vacated—(b)if he is adjudged bankrupt;(c)if he is absent from three consecutive meetings of the Board without the prior approval of the Board;(d)upon the expiry of one month's notice of his intention to resign his office given by him in writing to the Minister;(e)upon the expiry of one month's notice of his removal given to him in writing by the Minister;(f)if he becomes mentally or physically incapable of performing his duties as a member;(g)if he is convicted of an offence under this Act;(h)if he is convicted of an offence under any other written law and sentenced therefor to imprisonment for a term of six months or more without the option of a fine; or(i)if he becomes the holder of a licence or acquires any interest in a licence or in the holder of the licence.(5)The Board may act notwithstanding any vacancy of office among its members.3. Business of the Board
(1)Subject to the other provisions of this Act, the Board may regulate its own procedure.(2)The Board shall meet as often as necessary or expedient for the conduct of its business and such meetings shall be held at such places, times and days as the Board may determine.(3)The Chairman may at any time call a meeting of the Board and shall call a special meeting to be held within seven days of receipt of a written request for that purpose addressed to him by at least three members of the Board.(4)There shall preside at any meeting of the Board—(b)in the absence of the Chairman, the Vice-Chairman; and(c)in the absence of both the Chairman and Vice-Chairman, such member as the members present may elect for the purpose of the meeting.(5)The decision of the Board shall be by a majority of votes and in addition to an original vote, the Chairman or other person presiding at the meeting shall have a casting vote in any case in which the voting is equal.(6)Five members of the Board shall form a quorum.(7)Minutes of each meeting of the Board shall be kept and shall be confirmed as soon as practicable thereafter at a subsequent meeting.4. Commity
(1)The Board may for the purpose of performing the functions of the Authority establish committees and delegate to any such committee such of its functions as it considers necessary.(2)The Board may appoint as members of a committee persons who are or are not members of the Board and such person shall hold office for such period as the Board may determine.(3)Subject to any specific or general direction of the Board, a Committee may regulate its own procedure.(4)Each committee shall keep minutes of its meetings and shall keep the Board informed of its activities and shall conduct its proceedings in such manner as the Board may direct.(5)Meetings of a committee shall be held at such times and places as the committee may determine or as the Board shall direct.5. Allowances
A member of the Board or any committee thereof shall be paid such travelling and subsistence allowances, if any, as the Board with the approval of the Minister may determine.6. Disclosure of interest
If any person is present at a meeting of the Board or any committee of the Board at which any matter is the subject of consideration and in which matter that person is directly or indirectly interested, he shall as soon as is practicable after the commencement of the meeting, disclose the interest and shall not, unless the Board or the committee otherwise directs, take part in any consideration or discussion of, or vote on, any question touching that matter.7. Financial year
The financial year of the Authority shall be the period of twelve months ending on 31st March in each year.8. Account and authority
(1)The Board shall cause proper accounts to be kept of the assets and liabilities of the Authority and of the income expenditure of the authority for each financial year.(2)The accounts of the Authority for each financial year shall be audited by one or more persons who publicly carry on the profession of accountants in Zambia, and who shall be appointed auditors to the Authority by the Board with the approval of the Minister.9. Authority funds
For the purposes of this Act, the Authority shall be funded by—(a)such sums as may be appropriated from time to time by Parliament for the purposes of the Authority;(b)such sums as may be paid to the Authority by way of licence grants or donations; and(c)such sums of money or such other assets as may accrue to or vest in the Authority from time to time.10. Annual report
The Board shall, not later than 30th September in any year, submit to the Minister a report of the activities of the Authority and the Minister shall, not later than fourteen days after the first sitting of the National Assembly next after the receipt of the report, lay it before the National Assembly.11. Seal of Authority
(1)The seal of the Authority shall be such device as may be determined by the Board.(2)The Board may use a wafer or rubber stamp in lieu of the seal.(3)The affixing of the seal shall be authenticated by the Chairman or the Vice-Chairman of the Board together with two other persons authorised in that behalf by a resolution of the Board.(4)Any contract or instrument which is entered into or executed by a natural person would not require to be under seal may be entered into or executed without seal on behalf of the Authority by the Controller or by any other person generally or specifically authorised by the Board in that behalf.(5)Any document purporting to be a document executed under the seal of the Authority or issued on behalf of the Authority shall be received in evidence and shall be deemed to be so ececuted or issued, as the case may be, without further proof unless the contrary is proved.Second Schedule (Section 4)
Telecommunication officers
1. Terms of appointment of Controller and Deputy Controller
(1)The controller and Deputy Controller shall, subject to this paragraph, each hold office for such period, not exceeding four years, as may be specified in the terms of their respective appointments and shall each be eligible for re-appointment:Provided that no person shall hold office as Controller or Deputy Controller for more than two consecutive terms.(2)The Controller or Deputy Controller may resign from office on giving at least three months' notice thereof in writing to Deputy the Minister.(3)The Controller or Deputy Controller may be removed from office by the Minister on three months' notice thereof in writing given by the Minister or on payment of three months' salary in lieu of such notice.(4)The Minister may remove the Controller or Deputy Controller from office at any time—(a)for misconduct or incompetence; or(b)for such a conflict of interest as, in the opinion of the Minister, warrants his removal from office.2. Terms of appointment of other telecommunication officer
(1)The terms and conditions of employment of telecommunication officers shall be such terms as may be specified by the Board, with the approval of the Minister, in their respective contracts of employment.(2)Without limiting the generality of subpragraph (1), the terms and conditions of employment of a telecommunication Officer may make provision for or with respect to the maintenance of schemes (whether contributory or not) for the payment to such officers and their dependants of such retirement benefits, gratuities or other allowances as it may determine.Third Schedule (Section 23)
Savings and transitional provisions
1. Interpretation
In this Schedule—"the Act of 1987" means the Posts and Telecommunications Act, 1987;"the repealed provisions" means the provisions of the Act of the 1987 repealed by this Act.2. Company deemed hold licence
On the commencement of this Act, the company shall be deemed to be the holder of an operator's licence which shall, subject to this Act, remain in force for such period as the Minister may by statutory instrument prescribe.3. Existing lines ai cables
Every telecommunication line or cable that, immediately before the commencement of this Act, was placed under, over, along, across, in or upon any land for the purposes of a telecommunication system then established shall, to the extent that its placement complied with the Act of 1987, be deemed to be placed in compliance with this Act.4. Vesting assets transfer liabilities
(1)The Minister may from time to time, by statutory instrument—(a)identify any part of the undertaking of the Company (not being any part of its postal service undertaking or its telecommunication undertaking);(b)identify any liabilities or obligations of the Company that, in the opinion of the Minister, subsist in relation to that part of its undertaking; and(c)declare that, on and from a date specified in the instrument, all property and rights of the company in connection with that part of its undertaking, and all liabilities and obligations subsisting in relation thereto, shall be transferred to, and shall vest in or subsist against, a company formed in accordance with subparagraph (2);and thereupon, by virtue of the statutory instrument and without further assurance, all such property, rights, liabilities and obligations shall be transferred accordingly.(2)The Minister responsible for Finance may form one or more companies having share capital (in this Schedule called "transferee companies") under the Companies Act, or any Act amending or replacing that Act, whose first members shall be the Minister responsible for Finance and the Republic and whose shares shall be held originally in the name of the Republic, for the purpose of holding a part of the undertaking of the Company transferred by statutory instrument under this paragraph and, if the Minister responsible for finance thinks fit, for the purpose of carrying on that part of the Company's undertaking thereby transferred.(3)Every deed, bond or agreement (other than an agreement for personal services) to which the Company was a party immediately before a statutory instrument takes effect under subparagraph (1), whether in writing or not, and whether or not of such a nature that rights, liabilities and obligations thereunder could be assigned, shall, if it related to any undertaking, property or right affected by the instrument, have effect as from the date of the assignment thereof, as if—(a)the transferee company had been a party thereto;(b)for any reference to the Company there were substituted, as respects anything falling to be done after the statutory instrument takes effect, a reference to the transferee company; and(c)for any reference to any other officer or employee of the Company not being a party thereto and beneficially interested therein there were substituted, as respects anything falling to be done after the statutory instrument takes effect, a reference to such officer of the transferee company as that Minister shall designate.5. Registrar property transfer Company
(1)Where—(a)under this Schedule any part of the undertaking of the Company, and any associated property, rights, liabilities or obligations of the Company are transferred; and(b)in respect of the transfer, any written law provides for registration;the Company shall make application in writing to the appropriate registration authority for the registration of the transfer.(2)The relevant registration authority shall make such amendments to the appropriate register, cancel such documents and do and attend to such other matters and things as seem to him necessary to give effect to or record the transfer and, where appropriate, shall—(a)issue to the transferee company a certificate of title in respect of any property or rights affected by the transfer; and(b)on presentation thereof, make such endorsements as seem to him proper to be made on any deeds, documents or records relating to the title, right, liability or obligation concerned.(3)In default of compliance by the Company with subparagraph (1), or in default of such compliance within a reasonable time, the powers conferred by subparagraph (2) on a registration authority may be exercised by that registration authority of his own motion.(4)No registration fee, stamp duty or other duties shall be payable in respect of any transfer effected pursuant to this Schedule or any thing done, made or issued in pursuance of this paragraph.6. Terms service employ of Company upon transfer
(1)The Minister responsible for finance may approve of arrangements under which all or some of the persons who, before a statutory instrument under paragraph four took effect, were in the service of the Company in connection with a part of its undertaking that was transferred by the instrument to a transferee company are transferred to the service of the transferee company.(2)Where a person is transferred in accordance with arrangements made under this paragraph to the service of a transferee company, his terms and conditions of service with that company shall be no less favourable than those he upon enjoyed while in the service of the Company, and for the purpose of determining his rights to or eligibility for any pension, gratuity, leave or other benefits, his previous service with the Company shall be treated as service with the transferee company.7. Legal proceed
Without prejudice to the other provisions of this Schedule, where any right, liability or obligation vests in or subsists against a transferee company by virtue of this Schedule, that company and all other persons affected thereby shall, as from the date of transfer, have the same rights, powers and remedies (and in particular the same rights as to the institution or defence of any legal proceedings or the making or resisting of applications to any authority) for ascertaining, perfecting or enforcing that right, liability or obligation of the transferee company.