passion and professionalism: managing the performance of a volunteer board
DESCRIPTION
Passion and Professionalism: Managing the Performance of a Volunteer Board. Sunday 3 August 2014. #Insert FileSite Doc ID. Sabine Phillips, Principal Sophie McNamara, Associate. Disclaimer. - PowerPoint PPT PresentationTRANSCRIPT
Passion and Professionalism: Managing the Performance of a Volunteer Board.
Sabine Phillips, Principal
Sophie McNamara, Associate
Sunday 3 August 2014
#Insert FileSite Doc ID
The information contained in this presentation is intended as general commentary and should not be regarded as legal advice. Should you require specific advice on the topics or areas discussed please contact the presenter directly.
Disclaimer
2
• The Faith Based Board
• The Rural, Regional or Remote Board
• The School Board
• The Service Club
• The No-one else will do it Board.
Types of NFP Boards
4
Corporate governance influences how the objectives of the company are set and achieved, how risk is monitored and assessed, and how performance is optimised.
What is Corporate Governance?
6
1. Duty to act in good faith in the interests of the company as a whole.
2. Duty not to act for an improper purpose.
3. Duties of care and diligence
4. Duty to retain discretion
Directors’ Common Law Duties
8
5. Duty to avoid conflicts of interest
6. Duty not to disclose confidential information
7. Duty not to abuse corporate opportunities.
Directors’ Common Law Duties
9
1. s 180 Duty of care and diligence and the business judgement rule
2. s 181 Duty of good faith
3. s 182 Duty not to make improper use of information
4. s 183 Duty not to make improper use of information
5. s 184 Criminal offences
Directors’ Statutory Duties
10
6. s 588G Duty not to trade while insolvent
7. s 191 – 195 disclosure of material personal interests
8. s 208 – 210 Financial benefits to related parties of public companies
9. s 285 = 318 Financial reporting
10.Others
Directors’ Statutory Duties
11