Document ID: chunk:federal_register_of_legislation:C2024C00492:section:6:p26
Version: federal_register_of_legislation:C2024C00492
Segment Type: section
Provision Reference: s 6 (pt 26/175)
Character Range: 237544–240199

to apply for leave and of the reasons for applying; or
 (ii) it is appropriate to grant leave even though subparagraph (i) is not satisfied.
This subsection has effect subject to subsections (3) and (5).

When leave is not in the best interests of the corporation
 (3) A rebuttable presumption that granting leave is not in the best interests of the corporation arises if it is established that:
 (a) the proceedings are:
 (i) by the corporation against a person who is not a related party of the corporation; or
 (ii) by such a person against the corporation;
  (including any appeal from a decision made in proceedings by or against the corporation); and
 (b) the corporation has decided:
 (i) not to bring the proceedings; or
 (ii) not to defend the proceedings; or
 (iii) to discontinue, settle or compromise the proceedings; and
 (c) all of the directors who participated in that decision:
 (i) acted in good faith for a proper purpose; and
 (ii) did not have a material personal interest in the decision; and
 (iii) informed themselves about the subject matter of the decision to the extent they reasonably believed to be appropriate; and
 (iv) rationally believed that the decision was in the best interests of the corporation.
Note: Related party is defined in section 293‑1.
 (4) A director's belief that the decision was in the best interests of the corporation is a rational one unless the belief is one that no reasonable person in his or her position would hold.

Decision taken to give effect to Native Title legislation obligation
 (5) The Court must not grant the application if:
 (a) the corporation has decided:
 (i) not to bring the proceedings; or
 (ii) not to defend the proceedings; or
 (iii) to discontinue, settle or compromise the proceedings; and
 (b) an officer or employee of the corporation made that decision:
 (i) in good faith; and
 (ii) with the belief that making the decision was necessary to ensure that the corporation complies with a Native Title legislation obligation.

169‑10  Substitution of another person for the person granted leave
 (1) Any of the following persons may apply to the Court for an order that the person be substituted for a person to whom leave has been granted under section 169‑5:
 (a) a member, former member, or a person entitled to be registered as a member of the corporation or of a related body corporate;
 (b) an officer, or former officer of the corporation;
 (c) the Registrar.

When may Court make order
 (2) The Court may make the order if it is satisfied that:
 (a) the applicant is acting in good faith; and
 (b) it is appropriate to make the order in all the circumstances.
 (3)