FAQs from Club Directors
The ClubsNSW Policy & Government team fields a wide range of queries from club directors, covering topics including AGMs, board elections, member disciplinary proceedings, directors’ roles and responsibilities, and legislative reform.
Some FAQs have been developed to support club directors in fulfilling their roles and responsibilities.
Q – What are the main functions of the Board?
The Board of a club is responsible for the overall governance, management, and strategic performance of the organisation. Board members must exercise their powers and discharge their duties with the highest level of care and diligence.
The Board’s responsibilities include providing strategic direction in conjunction with the CEO, overseeing the club’s operational and financial performance, implementing succession plans, and supervising member engagement.
Clubs should refer to Sections 180-184 of the Corporations Act 2001 in conjunction with the club’s constitution and any by-laws for additional information.
Q – How often is the Board required to meet?
The Board of a club is only required to meet once each quarter of the year, as per the Registered Clubs Act 1976. However, boards are encouraged to meet more frequently. The club’s constitution may also contain a provision that requires the Board to meet more than once each quarter.
Q – Does the Board need to meet in person to conduct business?
As per Section 248D of the Corporations Act 2001, directors may call or hold a board meeting using any technology consented to.
Directors can pass a resolution without a meeting if all directors sign a document stating they are in favour of the resolution.
The club should also ensure their constitution does not specify otherwise on the above.
Q – What ‘conflicts of interest’ need to be disclosed?
Under Section 8 (1) of the Registered Clubs Regulation, a director must disclose any of the following matters to the club within 21 days of becoming aware of:
- Any material personal interest that the director has in a matter relating to the affairs of the club
- Any personal or financial interest of the director in a contract relating to the procurement of goods or services or any major capital works of the club
- Any financial interest of the director in a hotel situated within 40 kilometres of the club’s premises
- Any gift valued at $1000 or more, or any remuneration of an amount of $1000 or more, received by the director from an affiliated body of the club or from a person or body that has entered a contract with the club.
The club must make the information available to members within four months after the end of each reporting period to which the information relates. A notice must be displayed on the club’s premises and website on how the members of the club can access the information.
Further Information
The Guidelines for Registered Clubs’ Accountability provides useful information relating to clubs’ accountability and governance requirements.
If you have a policy-related query, please reach out to the ClubASSIST team on 1300 730 001.
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