Corporations Act 2001
Note: This Part does not apply to a CCIV: see section 1224E .
The directors must not set a board limit unless:
(a) a resolution (a board limit resolution ) approving the proposal to set the limit specified in the resolution has been passed by a general meeting of the company; and
(b) the notice of the meeting set out an intention to propose the board limit resolution and stated the resolution; and
(c) the notice was accompanied by a statement explaining the resolution and meeting the requirements in section 201Q .
Note 1: Subsection 249L(3) requires information in the notice of meeting to be presented clearly, concisely and effectively.201P(2)
A board limit resolution has effect until immediately before the start of the first AGM of the company after the general meeting by which the resolution was passed. 201P(3)
A board limit resolution does not prevent the appointment of a person as a director of the company by the other directors of the company between general meetings of the company. 201P(4)
However, if a person is appointed by the other directors as a director of the company while a board limit resolution has effect, the company must confirm the appointment by resolution at the company ' s next AGM. If the appointment is not confirmed, the person ceases to be a director of the company at the end of the AGM. 201P(5)
Subsections (1), (2) and (4) have effect despite the company ' s constitution.
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