Roles, Duties and Responsibilities


Do you understand directors' duties? The obligations of directors, officers and the board under the Corporations Act and at common law are considered in the items below. We also cover the consequences of breaching the law.


  • Where does Australia sit in the world of whistleblowing

    Date: 1 Mar 2014

    A survey by Griffith University found that while 80 per cent of Australian employees feel personally obliged to blow the whistle on wrongdoing in their organisations, only 49 per cent felt their managers would be serious about protecting them &n...

  • Role of the Audit Committee

    Date: 4 Feb 2014

    The audit committee plays a key role in assisting the board to fulfil its corporate governance and oversight responsibilities in relation to a company’s financial reporting, internal control systems, risk management systems and the internal and e...

  • Governance of Not For Profit Organisations

    Date: 29 Nov 2013

    The basic precepts of good governance are fundamental to all organisations even though most corporate governance codes focus their attention on listed companies. These include having a board charter, well defined roles and responsibilities for bo...

  • IT Governance

    Date: 31 May 2013

    IT (Information Technology) is integral to the operation of any organisation and as such the governance of IT is an integral part of an organisation’s overall governance requirements and director responsibilities. This Q & A provides some tips...

  • Types of Directors

    Date: 31 Jan 2013

    Directors are known by a variety of names but they all have the same duties and responsibilities regardless of their title. In this Q&A we run through the roles of several types of directors including alternate director, chairman, de facto di...

  • Seeking Independent External Advice

    Date: 31 Jan 2013

    Directors and boards occasionally may need to consider seeking independent professional advice in order effectively to deal with an issue and it is considered good practice to have policies and procedures in place to do so. This Q&A runs thro...

  • Work Health and Safety

    Date: 31 Jan 2013

    Directors have a direct legal duty to implement and monitor systems which bring about safe working conditions in their workplaces as far as reasonably practical. In nearly all Australian jurisdictions, there is a positive obligation on directors ...

  • General Duties of Directors

    Date: 31 Jan 2013

    Directors govern companies on behalf of the shareholder who elect them. All directors must comply with basic legal requirements under the Corporations Act 2001 which specifies four main duties for directors with a number of other areas of key res...

  • Role of the Chairman

    Date: 31 Jan 2013

    The chair acts as an important link between the board and the CEO/company. The role of the chair is not defined in the Corporations Act 2001. Thus many functions of the chair are customary rather than formalised by law. This Q&A outlines the role...

  • Role of the Board

    Date: 31 Jan 2013

    Every company must have at least one director and public companies must have at least three directors. Collectively, the directors are known as the Board of Directors and the Board of Directors acts on behalf of shareholders in supervising the co...