Directors

An Indigenous corporation registered under the Corporations (Aboriginal and Torres Strait Islander) Act 2006 (CATSI Act) is required by law to meet a number of requirements. Some of these requirements are specified in the Act while others are part of the general law of corporations, otherwise known as the common law. The following information is provided as a guide only to help directors perform their duties.

What is required of a director?

Directors have a duty:

  • of care and diligence
  • not to improperly use their position or information
  • not to trade while insolvent
  • of good faith
  • to disclose conflicts of interest

for more information, see See the fact sheet on Duties of directors and other officers.

A director’s obligations

As a director together with the other directors, you will control the corporation’s business. The corporation’s rule book will set out the powers and functions of the directors.

A director has a common law right to inspect documents of the corporation, if required, in order to assess the corporation’s performance.

A director must:

  • be fully up to date on what the corporation is doing
  • find out for himself or herself how any proposed action will affect the corporation’s business performance, especially if it involves a substantial amount of the corporation’s money
  • obtain outside professional advice when required to make an informed decision
  • ask questions of managers and staff through the chair at directors' meetings about how the corporation is going
  • take an active part in directors' meetings.

Remember, only be a director if you are willing to put in the effort.