25Remuneration of directors

## 25 Remuneration of directors (1) In this clause, income, in relation to a director of a company, means all his or her remuneration: (a) in connection with the management of the affairs of the company, or any related body corporate, whether as a director or otherwise; and (b) by way of brokerage or commission in consideration of: (i) subscribing or agreeing to subscribe, whether absolutely or conditionally, for shares in or debentures of, the company or any related body corporate; or (ii) procuring, or agreeing to procure, subscriptions, for shares in, or debentures of, the company or any related body corporate; and (c) by way of bonuses, commissions or salaries; but does not include: (e) any amount to which clause 26 applies. (2) Subject to subclause (3), the accounts for a financial period of a company must include in a note: (a) the total of the income received, or due and receivable, for that financial period, by all directors of the company, directly or indirectly, from the company or from any related body corporate; and (b) the number of directors of the company whose total income received, or due and receivable, for that financial period, directly or indirectly, from the company or from any related body corporate, falls within each band of income of $10,000. (3) If a person: (a) is a director of a company that is at the end of a financial period a wholly-owned subsidiary of a chief entity incorporated in Australia; and (b) is an executive officer of that chief entity; (c) is not a director of that chief entity; and (d) is required to be a director of the first-mentioned company in order to discharge, in whole or in part, his or her duties as an executive officer of that chief entity; that person is to be treated as if he or she were not a director of the first-mentioned company. (4) The consolidated accounts must include in a note the total of the income received, or due and receivable, directly or indirectly, for the financial period by all directors of each entity in an economic entity from: (a) corporations of which they are directors; or (b) related bodies corporate; or (c) an entity controlled by the chief entity. (5) If a person: (a) is a director of a corporation that, at the end of a financial period, is a wholly-owned subsidiary of a company incorporated in Australia that is a chief entity; and (b) is an executive officer of the chief entity; and (c) is not a director of the chief entity; and (d) is required to be a director of the corporation in order to discharge in whole or in part, his or her duties as an executive officer of the chief entity; the person must be treated for the purposes of subclause (4) as if he or she were not a director of the corporation.