Queensland Consolidated Regulations

SOUTH-EAST QUEENSLAND WATER (DISTRIBUTION AND RETAIL RESTRUCTURING) REGULATION 2021 - REG 5

5 Care and diligence—civil obligation only [CA, s 180]

(1) A board member or an officer of a distributor-retailer must exercise their powers and discharge their duties with the degree of care and diligence that a reasonable person would exercise if they—

(a) were a board member or an officer of a distributor-retailer in the distributor-retailer’s circumstances; and

(b) occupied the office held by, and had the same responsibilities within the distributor-retailer as, the board member or officer.

(2) In deciding the degree of care and diligence required under subsection (1) , regard must be had to—

(a) the distributor-retailer’s geographic area functions; and

(b) the distributor-retailer’s other functions under the Act ; and

(c) the distributor-retailer’s other functions under another Act including, for example, the Financial Accountability Act 2009 , Statutory Bodies Financial Arrangements Act 1982 , Water Act and Water Supply Act ; and

(d) any requirement under the distributor-retailer’s participation agreement; and

(e) any relevant local government direction given to the distributor-retailer.

(3) A board member or an officer of a distributor-retailer who makes a business judgment is taken to meet the requirements of subsection (1) , and their equivalent duties at common law and in equity, in respect of the judgment if they—

(a) make the judgment in good faith for a proper purpose, taking into account any relevant matters mentioned in subsection (2) ; and

(b) do not have a material personal interest in the subject matter of the judgment; and

(c) inform themselves about the subject matter of the judgment to the extent they reasonably believe to be appropriate; and

(d) rationally believe the judgment is in the distributor-retailer’s best interests.

(4) For subsection (3) (d) , the board member’s or the officer’s belief that the judgment is in the distributor-retailer’s best interests is a rational one unless the belief is one that no reasonable person in their position would hold.

(5) In this section—

"business judgment" means any decision to take or not take action about a matter relevant to the business operations of the distributor-retailer.

"functions" includes powers.