Corporations Act 2001

CHAPTER 2D - OFFICERS AND EMPLOYEES  

PART 2D.3 - APPOINTMENT, REMUNERATION AND CESSATION OF APPOINTMENT OF DIRECTORS  

Division 1 - Appointment of directors  

Subdivision A - General rules  

SECTION 201M   EFFECTIVENESS OF ACTS BY DIRECTORS  

201M(1)  
An act done by a director is effective even if their appointment, or the continuance of their appointment, is invalid because the company or director did not comply with the company ' s constitution (if any) or any provision of this Act.

201M(2)  
Subsection (1) does not deal with the question whether an effective act by a director:

(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 director (for example, calling a meeting of the company ' s members or signing a document to be lodged with ASIC or minutes of a meeting). Sections 128 - 130 contain rules about the assumptions people are entitled to make when dealing with a company and its officers.