Question

The board has given you a very broad brief. Their terms of reference for your reporting requirements encompass describing what is required for the board to provide effective governance, what they need to know about their responsibilities under the Corporations Act and any suggestions that you could make about the need for corporate structural change that might be required. What are the relevant governance requirements?

Answer 1

Directors govern a company on behalf of the shareholders of that company. The Corporations Act 2001 states in s 198A (1) that ‘The business of a company is to be managed by or under the direction of the directors’. All directors have certain basic legal duties and responsibilities. The duties and responsibilities imposed on directors under the Corporations Act 2001 apply to many different organisational structures, such as public companies, proprietary companies, etc.
The Corporations Act 2001 specifies four main duties for directors:
• Care and diligence;
• Good faith;
• Proper use of position;
• Proper use of information.
Source:
https://www.awlnsw.com.au/assets/Latest%20news/Duties%20of%20Directors.pdf