Commonwealth Authorities and Companies Act. Australia
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Название: Commonwealth Authorities and Companies Act
Автор: Australia
Издательство: Проспект
Жанр: Юриспруденция, право
isbn: 9785392081653
isbn:
(3) The authority may invest surplus money:
(a) on deposit with any bank; or
(b) in securities of the Commonwealth or of a State or Territory; or
(c) in securities guaranteed by the Commonwealth, a State or a Territory; or
(d) in any other manner that is consistent with sound commercial practice.
(4) A provision in the authority’s enabling legislation to the effect that the authority must not enter into a contract involving the expenditure or payment of more than a specified amount of money without the approval of a specified person does not apply to a contract for the investment of money under subsection (3), unless the provision expressly states that it applies to such a contract.
(5) In this section:
surplus money means money of the authority that is not immediately required for the purposes of the authority.
20 Accounting records
(1) A Commonwealth authority must keep accounting records that properly record and explain its transactions and financial position and must keep those records in a way that:
(a) enables the preparation of the financial statements required by this Act; and
(b) allows those financial statements to be conveniently and properly audited in accordance with this Act.
(2) The authority must retain the records for at least 7 years after completion of the transactions to which they relate.
(3) The authority must make the records available at all reasonable times for inspection by any director of the authority.
(4) An officer of the authority contravenes this subsection if the officer:
(a) causes subsection (1), (2) or (3) to be contravened; or
(b) fails to take all reasonable steps to comply with, or secure compliance with, subsection (1), (2) or (3).
Note: This subsection is a civil penalty provision (see Schedule 2).
(5) An officer of the authority commits an offence if the officer contravenes subsection (4) and the contravention is dishonest.
Penalty for a contravention of this subsection: 2,000 penalty units or imprisonment for 5 years, or both.
Division 4
Conduct of officers
21 Background to duties of directors, other officers and employees
(1) This Part sets out some of the most significant duties of officers and employees of Commonwealth authorities. Other duties are imposed by other provisions of this Act and other laws (including the general law).
(2) Section 5 defines both director and officer.
Subdivision A
General duties
22 Care and diligence — civil obligation only
Care and diligence — officers
(1) An officer of a Commonwealth authority must exercise his or her powers and discharge his or her duties with the degree of care and diligence that a reasonable person would exercise if he or she:
(a) were an officer of a Commonwealth authority in the Commonwealth authority’s circumstances; and
(b) occupied the office held by, and had the same responsibilities within the Commonwealth authority as, the officer.
Note: This subsection is a civil penalty provision (see Schedule 2).
Business judgment rule
(2) An officer of a Commonwealth authority who makes a business judgment is taken to meet the requirements of subsection (1), and their equivalent duties under the general law, in respect of the judgment if he or she:
(a) makes the judgment in good faith for a proper purpose; and
(b) does not have a material personal interest in the subject matter of the judgment; and
(c) informs himself or herself about the subject matter of the judgment to the extent he or she reasonably believes to be appropriate; and
(d) rationally believes that the judgment is in the best interests of the Commonwealth authority.
The officer’s belief that the judgment is in the best interests of the Commonwealth authority is a rational one unless the belief is one that no reasonable person in his or her position would hold.
Note: This subsection only operates in relation to duties under this section and their equivalents under the general law (including the duty of care that arises under the common law principles governing liability for negligence) — it does not operate in relation to duties under any other provision of this Act or under any other laws.
(3) In this section:
business judgment means any decision to take or not take action in respect of a matter relevant to the operations of the Commonwealth authority.
23 Good faith — civil obligations
Good faith — officers
(1) An officer of a Commonwealth authority must exercise his or her powers and discharge his or her duties:
(a) in good faith in the best interests of the Commonwealth authority; and
(b) for a proper purpose.
Note 1: This subsection is a civil penalty provision (see Schedule 2).
Note 2: Section 187 of the Corporations Act 2001 deals with the position of directors of wholly-owned subsidiaries of Commonwealth authorities.
Note 3: Section 27A makes provision for persons who are also APS employees or Agency Heads.
(2) A person who is involved in a contravention of subsection (1) contravenes this subsection.
Note 1: Section 5 defines involved.
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