Commonwealth Consolidated Acts

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Meaning of director

  (1)   A director of a company or other body is:

  (a)   a person who:

  (i)   is appointed to the position of a director; or

  (ii)   is appointed to the position of an alternate director and is acting in that capacity;

    regardless of the name that is given to their position; and

  (b)   unless the contrary intention appears, a person who is not validly appointed as a director if:

  (i)   they act in the position of a director; or

  (ii)   the directors of the company or body are accustomed to act in accordance with the person's instructions or wishes (excluding advice given by the person in the proper performance of functions attaching to the person's professional capacity or their business relationship with the directors or the corporation).

Note:   Examples of provisions for which a person would not be a director because of paragraph   (b) of this subsection include:

(a)   section   205B (notice to ASIC of change of address); and

(b)   section   249C (power to call meetings of a company's members); and

(c)   subsection   251A(3) (signing minutes of meetings).

  (2)   In Part   5.1 (arrangements and reconstructions), the meaning of directors (as defined in subsection   (1)) is affected by section   410.

  (3)   For the purposes of Chapter   2M, a director of a registrable superannuation entity is:

  (a)   if the RSE licensee for the entity is a constitutional corporation (within the meaning of the Superannuation Industry (Supervision) Act 1993 ) or a body corporate--a director of the constitutional corporation or body corporate; or

  (b)   if the RSE licensee for the entity is a group of individual trustees--each of those trustees.

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