Duties of Directors
AOA Research Foundation is a Company Limited by Guarantee and operates within the provisions of the Corporations Act 2001 (Cth). In managing the business of a company, Directors and Officers are subject to a range of duties, which are designed to protect the company and, ultimately, the members by attempting to ensure that the Directors and other Officers are loyal to the company.
The responsibilities of Directors include the duty to:
- act in good faith in the best interests of the company
- act for proper purposes
- act with due care and diligence
- not misuse information or position
- prevent insolvent trading
- not fetter discretions
- avoid conflicts of interest.
The Board has the power, and also the legal responsibility, to manage the company. The Corporations Act states: ‘The business of a company is to be managed by or under the direction of the directors’ (s.198A(1)).