SCHEDULE 1 - Directors

Section 8(5)

1.    Term of office

A director is appointed for such period, not exceeding 3 years, as is specified in the instrument of appointment and, if eligible, may be reappointed.

2.    Holding other office

The holder of an office who is required under any Act to devote the whole time to the duties of that office is not disqualified from –

(a) holding that office in conjunction with the office of director; or

(b) accepting any remuneration payable to a director.

3.    State Service Act 2000

(1) The State Service Act 2000 does not apply in relation to a director in his or her capacity as a director.

(2) A person may hold the office of director in conjunction with State Service employment.

4.    Remuneration and conditions of appointment

(1) A director is entitled to be paid such remuneration and allowances as the Minister determines.

(2) A director who is a State Service employee or State Service officer is not entitled to remuneration or allowances under this clause except with the approval of the Minister administering the State Service Act 2000 .

(3) A director holds office on such conditions in relation to matters not provided for by this Act as are specified in the director's instrument of appointment.

5.    Vacation of office

(1) A director vacates office if he or she –

(a) dies; or

(b) resigns by written notice provided to the Minister; or

(c) is removed from office under this section.

(2) The Minister may remove a director from office if the director –

(a) is absent from 3 consecutive meetings of the Board without the permission of the other directors; or

(b) becomes bankrupt, applies to take the benefit of any law for the relief of bankrupt or insolvent debtors, compounds with the director's creditors or makes an assignment of the director's remuneration or estate for their benefit; or

(c) is convicted, in Tasmania or elsewhere, of a crime or offence punishable by imprisonment for 12 months or longer; or

(d) is convicted of an offence under this Act; or

(e) under this Act, ceases to be eligible to hold the office; or

(f) has benefited from, or claimed to be entitled to benefit from, a contract made by or on behalf of the Academy, other than a contract for goods or services supplied by the Academy, if those goods or services are ordinarily supplied by the Academy on the same terms as are ordinarily supplied to other persons in the same situation; or

(g) fails to disclose a pecuniary interest as required under clause 7 of Schedule 2 .

(3) The Minister may remove a director from office if satisfied that the director is unable to perform, or is not performing, adequately or competently the duties of office.

(4) The Minister may remove all directors from office if satisfied that the Board has wilfully disregarded any directions given by the Minister under section 20 .

(5) If the Minister removes all the directors under subclause (4) , the Minister is to lay a copy of the reasons for their removal before each House of Parliament within 21 sitting-days after their removal.

6.    Filling of vacancies

(1) If the office of a director becomes vacant, the Minister may appoint a person to the vacant office for a period not exceeding 3 years.

(2) In appointing a person as a director under subclause (1) , the Minister is to comply with section 8(3) .

7.    Validation of proceedings, &c.

(1) An act or proceeding of the Board or of a person acting under any direction of the Board is not invalidated by reason only that at the time when the act or proceeding was done, taken or commenced there was a vacancy in the office of a director.

(2) All acts and proceedings of the Board or of a person acting under a direction of the Board are, despite the subsequent discovery of a defect in the appointment of a director or that any other person was disqualified from acting as, or incapable of being, a director, as valid as if the director had been duly appointed and was qualified to act as, or capable of being, a director, and as if the Board had been fully constituted.

8.    Presumptions

In any proceeding by or against the Academy or the Board, unless evidence is given to the contrary, proof is not required of –

(a) the constitution of the Board; or

(b) the appointment of a director.