Div 1Corporate provisions and governance

Division 1—Corporate provisions and governance 9—Key features of industry boards (1) An industry board— (a) is a body corporate; and (b) has perpetual succession and a common seal; and (c) has all the powers of an individual that are capable of being exercised by a body corporate; and (d) has the functions assigned to the board under this Act. (2) An industry board is subject to direction by the Minister. (3) A direction given by the Minister under subsection (2) must be in writing. (4) An industry board must cause a direction given by the Minister to be published in its next annual report. 10—Constitution of industry boards (1) An industry board consists of 7 members, appointed by the Minister, of whom— (a) 1 will be a person appointed as the presiding member of the board; and (b) 3 will be persons appointed after the Minister has taken into account the recommendations of 1 or more employer organisations, to represent the interests of employers in the designated sector in relation to which the board is constituted; and (c) 3 will be persons appointed after the Minister has taken into account the recommendations of 1 or more employee organisations, to represent the interests of employees in the designated sector in relation to which the board is constituted. (2) The Minister may appoint a suitable person to be a deputy of a member of an industry board and the person may act as a member of the board— (a) in the absence from the duties of office of the member for whom the person has been appointed as deputy; or (b) if the office of the member for whom the person has been appointed as deputy becomes vacant—until the vacancy is filled by the Minister. (3) A deputy member is to be appointed after taking into account recommendations from employer or employee organisations in the same way as a member of an industry board is appointed. (4) If— (a) the presiding member is absent from the duties of office or the office of the presiding member is vacant; and (b) there is no deputy to act as the presiding member under subsection (2), the remaining members of the industry board may appoint one of their number to act as the presiding member as required (and may revoke any such appointment at any time). 11—Terms and conditions of membership (1) A member of an industry board will be appointed on conditions determined by the Minister and for a term, not exceeding 5 years, specified in the instrument of appointment and, on the expiration of a term of appointment, is eligible for reappointment. (2) The Minister may remove a member of an industry board from office— (a) for breach of, or noncompliance with, a condition of appointment; or (b) for misconduct; or (c) for failure or incapacity to carry out official duties satisfactorily; or (d) if the member was recommended for appointment on account of being an officer or employee of an employer organisation or an employee organisation and the member has ceased to be such an officer or employee. (3) The office of a member of an industry board becomes vacant if the member— (a) dies; or (b) completes a term of office and is not reappointed; or (c) resigns by written notice to the Minister; or (d) is convicted of an indictable offence or is sentenced to imprisonment for an offence; or (e) becomes bankrupt or applies to take the benefit of a law for the relief of insolvent debtors; or (f) is removed from office under subsection (2). (4) A member of an industry board whose term of office expires may continue to act as a member until a fresh appointment is made. 12—Remuneration (1) A member of an industry board is entitled to remuneration, allowances and expenses determined or approved by the Governor. (2) Remuneration, allowances and expenses payable under subsection (1) will be paid out of the industry fund established by the industry board under Part 5 Division 1. 13—Proceedings at meetings (1) Subject to this Act, a quorum of an industry board consists of 4 members. (2) A meeting of an industry board will be chaired by the presiding member or, in the presiding member's absence, by a member appointed under section 10(4) or, if no such appointment has been made or that member is absent, by a member chosen from amongst their own number by the members present. (3) An industry board must have accurate minutes kept of its meetings. (4) A decision carried by a majority of the votes cast by members of the board at a meeting is a decision of the board. (5) Each member present at a meeting has 1 vote on any question arising for decision and the member presiding at the meeting may exercise a casting vote if the votes are equal. (6) A conference by telephone or other electronic means between the members of an industry board will, for the purposes of this section, be taken to be a meeting of the board at which the participating members are present if— (a) notice of the conference is given to all members in the manner determined by the board for the purpose; and (b) each participating member is capable of communicating with every other participating member during the conference. (7) A proposed resolution of an industry board becomes a valid decision of the board despite the fact that it is not voted on at a meeting of the board if— (a) notice of the proposed resolution is given to all members of the board in accordance with procedures determined by the board; and (b) a majority of the members express concurrence in the proposed resolution by letter, fax, email or other written communication setting out the terms of the resolution. (8) Subject to this Act, an industry board may determine its own procedures. 14—Conflict of interest A member of an industry board will not be taken to have a direct or indirect interest in a matter for the purposes of the Public Sector (Honesty and Accountability) Act 1995 by reason only of the fact that the member has an interest in a matter that is shared in common with those engaged in or associated with the designated sector in relation to which the board is constituted generally, or a substantial section of those engaged in or associated with the designated sector. 15—Validity of acts and decisions An act or decision of an industry board is not invalid by reason only of a vacancy in its membership or on the ground of a defect in the appointment of a member.