CCH Note:
Part 13 of the
Corporations Act 1989, inserted
by sec 6 of No 110 of 1990, Sch 1 (effective 1 January 1991), begins as
follows:
PART 13 - THE CORPORATIONS LAW
THE CORPORATIONS LAW
82
The Corporations Law is as follows:...
CHAPTER 2D - OFFICERS AND EMPLOYEES
History
Chapter 2D substituted by No 156 of 1999, Sch 1 (effective 13 March 2000).
PART 2D.4 - APPOINTMENT OF SECRETARIES
History
Part 2D.4 substituted by No 156 of 1999, Sch 1 (effective 13 March 2000).
SECTION 204E
EFFECTIVENESS OF ACTS BY SECRETARIES
204E(1)
[Effectiveness of acts]
An act done by a secretary is effective even if their appointment, or the continuance of their appointment, is invalid because the company or secretary did not comply with the company's constitution (if any) or any provision of this Law.
204E(2)
[Ramifications not addressed]
Subsection (1) does not deal with the question whether an effective act by a secretary:
(a)
binds the company in its dealings with other people; or
(b)
makes the company liable to another person.
Note:
The kinds of acts that this section validates are those that are only legally effective if the person doing them is a secretary (for example, signing and sending out a notice of a meeting of directors if the company's constitution authorises the secretary to do so or signing a document to be lodged with ASIC). Sections 128-130 contain rules about the assumptions people are entitled to make when dealing with a company and its officers.
History
S 204E inserted by No 156 of 1999, Sch 1 (effective 13 March 2000).