In 2012, New South Wales passed legislation that shifts director’s liability. In essence, the amendments provide:
(i) A company’s directors must show (beyond a reasonable doubt) that they took all necessary and reasonable steps to prevent an offence being caused by the corporation;
(ii) Where the company causes an offence or breaches a statutory obligation, the company shall be responsible for the offence or the breach; and
(iii) Where possible, a director’s liability is severed from the company, provided that the directors took all necessary steps to prevent an offence being caused.
This legislation has now been passed in Queensland, expanding the reach to companies that operate or are registered in the two states. Similar legislation will inevitably appear in the remaining states.
Warlows Legal offers corporate secretarial services to all kinds of businesses and can assist you with preparing terms and conditions in accordance with the PPSR. If you would like to discuss these services, please contact Harriet Warlow-Shill on +613 8554 3800 or 0413 125 521.