Commonwealth Repealed Acts

This legislation has been repealed.

CORPORATIONS LAW- SECT 200E

Approval by members

 
 
(1)
If section 200B or 200C requires member
approval for giving a person a benefit, it must be approved by a resolution
passed at a general meeting of: 
 
 

(a)
the company; and

(b)
if the company is a subsidiary of a listed domestic
corporation—the listed corporation; and

(c)
if the company has a holding company that: 

 
 
(i)
is a
domestic corporation that is not listed; and

(ii)
is not itself a subsidiary of a domestic corporation—the
holding company. 

 
 
(2)
Details of the benefit must be set
out in, or accompany, the notice of the meeting at which the resolution is to
be considered. The details must include: 
 
 
 
(a)
if the proposed benefit is a payment: 

 
 
(i)
the
amount of the payment; or

(ii)
if that amount cannot be ascertained at the time of the
disclosure—the manner in which that amount is to be calculated and any
matter, event or circumstance that will, or is likely to, affect the
calculation of that amount; and 

 
 
(b)
otherwise:


 
 
(i)
the
money value of the proposed prescribed benefit; or

(ii)
if that value cannot be ascertained at the time of the
disclosure—the manner in which that value is to be calculated and any
matter, event or circumstance that will, or is likely to, affect the
calculation of that value. 

 
These requirements are in addition to, and not in
derogation of, any other law that requires disclosure to be made with respect
to giving or receiving a benefit.
 
 
(3)
The approval
extends to the giving of another benefit to the person if: 
 
 
 
(a)
the other benefit is given to the
person instead of the proposed benefit; and

(b)
the amount or money value of the benefit is less than the amount
or money value of the proposed benefit. 

 
 
(4)
The approval does not relieve a director
of a body corporate from any duty to the body corporate (whether under
section 180, 181, 182, 183 or 184 or otherwise and whether of a fiduciary
nature or not) in connection with the giving of the benefit.