Governance24 June 20269 min read
Director duties and section 191 conflict declarations
How material personal interests work for club directors under the Corporations Act, and how to run conflict declarations the board can stand behind.
Leigh Hingston
Co-founder, Clubernance
This article is an outline. The full guide is on the way.
This is an outline. Full content is coming soon.
The duties a club director carries
- The core duties under the Corporations Act and what they mean in practice
- Why a volunteer club board is held to the same standard as a corporate board
- Acting in good faith and for a proper purpose
Material personal interests and section 191
- What counts as a material personal interest
- When a director has to declare and what the declaration must cover
- The standing notice option and its limits
- When the director can and cannot vote or be present
Running declarations the board can stand behind
- Making the declaration a standing agenda item
- Recording the interest, the discussion, and the abstention in the minutes
- Keeping a conflicts register that is current and reviewable