sch.5-sec.50Casual vacancies and alternate directors (CNL ss173 & 177)

sch.5-sec.50 Casual vacancies and alternate directors (CNL ss173 & 177)

The board may appoint a qualified person to fill a casual vacancy in the office of director until the next annual general meeting. The board may appoint a person to act as a director (an alternate director ) in the place of an absent director. A person is not qualified to be appointed as an alternate director for: a member director—unless the person is qualified for appointment as a member director; or a non-member director—unless the person is qualified for appointment as a non-member director. An alternate director holds office until the next annual general meeting or until the next general meeting held to elect directors to fill any vacancies (whichever is earlier). An alternate director for a director (the principal director ) vacates office: in similar circumstances or cases to those in which the principal director would vacate office (and for that purpose the provisions of these rules and Division 1 of Part 3.1 of the Law accordingly apply in relation to the alternate director); or if the alternate director is removed from office by the board as alternate director for failure, without its leave, to attend a meeting of the board at which the principal director is absent (and for that purpose the provisions of section 179 (2) (b) of the Law do not apply in relation to the alternate director). (sch.5-sec.50-ssec.1) The board may appoint a qualified person to fill a casual vacancy in the office of director until the next annual general meeting. (sch.5-sec.50-ssec.2) The board may appoint a person to act as a director (an alternate director ) in the place of an absent director. (sch.5-sec.50-ssec.3) A person is not qualified to be appointed as an alternate director for: a member director—unless the person is qualified for appointment as a member director; or a non-member director—unless the person is qualified for appointment as a non-member director. (sch.5-sec.50-ssec.4) An alternate director holds office until the next annual general meeting or until the next general meeting held to elect directors to fill any vacancies (whichever is earlier). (sch.5-sec.50-ssec.5) An alternate director for a director (the principal director ) vacates office: in similar circumstances or cases to those in which the principal director would vacate office (and for that purpose the provisions of these rules and Division 1 of Part 3.1 of the Law accordingly apply in relation to the alternate director); or if the alternate director is removed from office by the board as alternate director for failure, without its leave, to attend a meeting of the board at which the principal director is absent (and for that purpose the provisions of section 179 (2) (b) of the Law do not apply in relation to the alternate director).

• (a) a member director—unless the person is qualified for appointment as a member director; or