What are the directors' substantive duties under the Corporations Act?
Directors are subject to a number of substantive duties under the Corporations Act (as well as generally at law). The Corporations Act sets out a number of the more important duties of directors, including:
- to act in good faith;
- to not improperly use their position;
- to not improperly use information that they have obtained by virtue of being an officer of the company;
- to act in the best interests of the company;
- to avoid conflicts between the interests of the company and the director's interests;
- to act honestly;
- to exercise care and diligence;
- to prevent the company trading while it is unable to pay its debts; and
- if the company is being wound-up, to report to the liquidator on the affairs of the company and to help the liquidator (by, for example, giving to a liquidator any records of the company that the director has).