Commonwealth Consolidated Acts

CORPORATIONS (ABORIGINAL AND TORRES STRAIT ISLANDER) ACT 2006 - SECT 249.15

  (1)   The only ground on which the directors of an Aboriginal and Torres Strait Islander corporation may remove a director from office is that he or she fails without reasonable excuse to attend 3 or more consecutive directors' meetings. The directors may remove the director by resolution.

  (2)   Subsection   (1) operates despite anything in:

  (a)   the corporation's constitution; or

  (b)   an agreement between the corporation and the director; or

  (c)   an agreement between any or all members of the corporation and the director.

Director to be given notice

  (3)   Before removing the director, the directors must give the director concerned notice in writing:

  (a)   stating that the directors intend to remove the director concerned from office because he or she has failed without reasonable excuse to attend 3 or more consecutive directors' meetings; and

  (b)   stating that the director concerned has 14 days to object to the removal; and

  (c)   stating that the objection must be:

  (i)   in writing; and

  (ii)   given to the corporation within the period of 14 days from the day the notice is given.

Penalty:   5 penalty units.

  (4)   An offence against subsection   (3) is an offence of strict liability offence.

Note:   For strict liability , see section   6.1 of the Criminal Code .

If director does not object

  (5)   If the director does not object as provided for in paragraph   (3)(c), the directors must remove the director from the office.

If director does object

  (6)   If the director does object as provided for in paragraph   (3)(c):

  (a)   the directors cannot remove the director from office; and

  (b)   the corporation, by resolution in general meeting, may remove the director from office in accordance with section   249 - 10.

Notice of resolution to be given

  (7)   If the director concerned is removed from office, the corporation must give him or her a copy of the resolution as soon as practicable after the applicable resolution has been passed.

Penalty:   5 penalty units.

Time of retirement

  (8)   If a person is appointed to replace a director removed under this section, the time at which:

  (a)   the replacement director; or

  (b)   any other director;

is to retire is to be worked out as if the replacement director had become director on the day on which the replaced director was last appointed a director.

  (9)   An offence against subsection   (7) is a strict liability offence.

Note:   For strict liability , see section   6.1 of the Criminal Code .