New South Wales Consolidated Acts New South Wales Consolidated ActsA member of the Board must carry out his or her functions--
(a) in good faith in the best interests of the University as a whole, and
(b) for a proper purpose.
A member of the Board must act honestly and exercise a reasonable degree of care and diligence in carrying out his or her functions.
A member of the Board must not make improper use of his or her position--
(a) to gain, directly or indirectly, an advantage for the member or another person, or
(b) to cause detriment to the University.
A member of the Board must not make improper use of information acquired because of his or her position--
(a) to gain, directly or indirectly, an advantage for the member or another person, or
(b) to cause detriment to the University.
(1) If--(a) a member of the Board has a material interest in a matter being considered or about to be considered at a meeting of the Board, and(b) the interest appears to raise a conflict with the proper performance of the member's duties in relation to the consideration of the matter,the member must, as soon as possible after the relevant facts have come to the member's knowledge, disclose the nature of the interest at a meeting of the Board.
(2) A disclosure by a member of the Board at a meeting of the Board that the member--(a) is a member, or is in the employment, of a specified company or other body, or(b) is a partner, or is in the employment, of a specified person, or(c) has some other specified interest relating to a specified company or other body or to a specified person,is a sufficient disclosure of the nature of the interest in any matter relating to that company or other body or to that person which may arise after the date of the disclosure and which is required to be disclosed under subclause (1).
(3) Particulars of any disclosure made under this clause must be recorded by the Board in a book kept for the purpose and that book must be open at all reasonable hours for inspection by any person on payment of a reasonable fee determined by the Board.
(4) After a member of the Board has disclosed the nature of an interest in any matter, the member must not, unless the Board otherwise determines--(a) be present during any deliberation of the Board with respect to the matter, or(b) take part in any decision of the Board with respect to the matter.
(5) For the purpose of the making of a determination by the Board under subclause (4), a member of the Board who has a material interest in a matter to which the disclosure relates must not--(a) be present during any deliberation of the Board for the purpose of making the determination, or(b) take part in the making by the Board of the determination.
(6) A contravention of this clause does not invalidate any decision of the Board.
(7) This clause does not prevent a person from taking part in the consideration or discussion of, or from voting on any question relating to, the person's removal from office by the Board pursuant to section 32G or the person's remuneration pursuant to clause 11 of Schedule 1.
(8) This clause applies to a member of a committee of the Board and the committee in the same way as it applies to a member of the Board and the Board.
(9) For the purposes of this clause, a member has a material interest in a matter if a determination of the Board in the matter may result in a detriment being suffered by or a benefit accruing to the member or an associate of the member.
(10) In this clause--
"associate" of a member means any of the following--(a) the spouse, de facto partner, parent, child, brother or sister, business partner or friend of the member,(b) the spouse, de facto partner, parent, child, brother or sister, business partner or friend of a person referred to in paragraph (a) if that relationship is known to the member,(c) any other person who is known to the member for reasons other than that person's connection with the University or that person's public reputation.Note--: "De facto partner" is defined in section 21C of the Interpretation Act 1987 .