Corporations (Aboriginal and Torres Strait Islander) Act 2006

CHAPTER 5 - MEETINGS  

PART 5-4 - MINUTES OF MEETINGS  

Division 220 - Minutes of meetings  

SECTION 220-5   MINUTES  

220-5(1)    
An Aboriginal and Torres Strait Islander corporation must keep minute books in which it records within 1 month:

(a)    proceedings and resolutions of general meetings; and

(b)    proceedings and resolutions of directors ' meetings (including meetings of a committee of directors); and

(c)    resolutions passed by members without a meeting; and

(d)    resolutions passed by directors without a meeting; and

(e)    if the corporation has only 1 director - the making of declarations by the director.

Penalty: 10 penalty units.

Note:

For resolutions and declarations without meetings, see Divisions 204 and 215 .

220-5(2)    
The minutes of the whole, or a part, of the meeting may be kept:

(a)    in writing; or

(b)    by means of an audio, or audio-visual, recording.

220-5(3)    
If the minutes of the whole, or a part, of the meeting are kept by means of an audio, or audio-visual, recording of the meeting, the corporation must ensure that, on the recording:

(a)    each person attending the meeting states his or her name; and

(b)    if a person attending the meeting holds a proxy - the person states the name of the person for whom the person is acting as proxy.

Penalty: 10 penalty units.

220-5(4)    
If the minutes of the whole, or a part, of the meeting (the first meeting ) are kept in writing, the corporation must ensure that either:

(a)    the chair of the meeting; or

(b)    the chair of the next meeting;

signs those minutes within a reasonable time after the first meeting.

Penalty: 10 penalty units.

220-5(5)    
If the minutes of the whole, or a part, of the meeting (the first meeting ) are kept by means of an audio, or audio-visual, recording, the corporation must ensure that either:

(a)    the chair of the meeting; or

(b)    the chair of the next meeting;

signs a declaration under subsection (6) within a reasonable time after the first meeting.

Penalty: 10 penalty units.

220-5(6)    
The declaration under this subsection must:

(a)    identify the audio, or audio-visual, recording; and

(b)    if the recording is not a recording of the whole of the meeting - identify the part of the meeting that is recorded; and

(c)    declare that the recording constitutes the minutes of the meeting or that part of the meeting.

220-5(7)    
The corporation must ensure that minutes of the passing of a resolution without a meeting are signed by a director within a reasonable time after the resolution is passed.

Penalty: 10 penalty units.

220-5(8)    
The director of an Aboriginal and Torres Strait Islander corporation with only 1 director must sign the minutes of the making of a declaration by the director within a reasonable time after the declaration is made.

Penalty: 10 penalty units.

220-5(9)    
An Aboriginal and Torres Strait Islander corporation must keep its minute books at:

(a)    its registered office if it is registered as a large corporation; or

(b)    its document access address if it is registered as a small or medium corporation.

Penalty: 10 penalty units.

220-5(10)    
An offence against subsection (1) , (3) , (4) , (5) , (7) , (8) or (9) is an offence of strict liability.

Note:

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

220-5(11)    
A minute that is recorded and signed in accordance with this section is evidence of the proceeding, resolution or declaration to which it relates, unless the contrary is proved.