Document ID: chunk:federal_register_of_legislation:C2024C00492:section:6:p72
Version: federal_register_of_legislation:C2024C00492
Segment Type: section
Provision Reference: s 6 (pt 72/175)
Character Range: 353514–356270

section 274‑10, each director is responsible for the exercise of the power by the delegate as if the power had been exercised by the directors themselves.
 (2) A director of an Aboriginal and Torres Strait Islander corporation is not responsible under subsection (1) if:
 (a) the director believed on reasonable grounds at all times that the delegate would exercise the power in conformity with the duties imposed on directors of the corporation by this Act and the corporation's constitution (if any); and
 (b) the director believed:
 (i) on reasonable grounds; and
 (ii) in good faith; and
 (iii) after making proper inquiry if the circumstances indicated the need for inquiry;
  that the delegate was reliable and competent in relation to the power delegated.

Division 268—Duties in relation to disclosure of, and voting on matters involving, material personal interests

268‑1  Material personal interest—director's duty to disclose

Director's duty to notify other directors of material personal interest when conflict arises
 (1) A director of an Aboriginal and Torres Strait Islander corporation who has a material personal interest in a matter that relates to the affairs of the corporation must give the other directors notice of the interest unless subsection (3) or section 268‑5 says otherwise.
Penalty: 10 penalty units or imprisonment for 3 months, or both.
 (2) For an offence against subsection (1), strict liability applies to the circumstance, that the director of an Aboriginal and Torres Strait Islander corporation has a material personal interest in a matter that relates to the affairs of the corporation.
Note: For strict liability, see section 6.1 of the Criminal Code.
 (3) The director does not need to give notice of an interest under subsection (1) if:
 (a) the interest:
 (i) arises because the director is a member of the corporation and is held in common with the other members of the corporation; or
 (ii) arises in relation to the director's remuneration as a director of the corporation; or
 (iii) relates to a contract the corporation is proposing to enter into that is subject to approval by the members and will not impose any obligation on the corporation if it is not approved by the members; or
 (iv) arises merely because the director is a guarantor or has given an indemnity or security for all or part of a loan (or proposed loan) to the corporation; or
 (v) arises merely because the director has a right of subrogation in relation to a guarantee or indemnity referred to in subparagraph (iv); or
 (vi) relates to a contract that insures, or would insure, the director against liabilities the director incurs as an officer of the corporation (but only if the contract does not make the corporation or a related