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CORPORATIONS ACT 2001

CHAPTER 2B - BASIC FEATURES OF A COMPANY  

PART 2B.4 - REPLACEABLE RULES AND CONSTITUTION  

SECTION 141  

141  TABLE OF REPLACEABLE RULES  

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The following table sets out the provisions of this Act that apply as replaceable rules.

Table for replaceable rules

Provisions that apply as replaceable rules
 Officers and Employees 
1Voting and completion of transactions - directors of proprietary companies194
2Powers of directors198A
3Negotiable instruments198B
4Managing director198C
5Company may appoint a director201G
6Directors may appoint other directors201H
7Appointment of managing directors201J
8Alternate directors201K
9Remuneration of directors202A
10Director may resign by giving written notice to company203A
11Removal by members - proprietary company203C
12Termination of appointment of managing director203F
13Terms and conditions of office for secretaries204F
 Inspection of books 
14Company or directors may allow member to inspect books247D
 Director's Meetings 
15Circulating resolutions of companies with more than 1 director248A
16Calling directors' meetings248C
17Chairing directors' meetings248E
18Quorum at directors' meetings248F
19Passing of directors' resolutions248G
 Meetings of members 
20Calling of meetings of members by a director249C
21Notice to joint members249J(2)
22When notice by post or fax is given249J(4)
22AWhen notice under paragraph 249J(3)(cb) is given249J(5)
23Notice of adjourned meetings249M
24Quorum249T
25Chairing meetings of members249U
26Business at adjourned meetings249W(2)
27Who can appoint a proxy249X
 [replaceable rule for proprietary companies only] 
28Proxy vote valid even if member dies, revokes appointment etc.250C(2)
29How many votes a member has250E
30Jointly held shares250F
31Objections to right to vote250G
32How voting is carried out250J
33When and how polls must be taken250M
 Shares 
33APre-emption for existing shareholders on issue of shares in proprietary company254D
33BOther provisions about paying dividends254U
34Dividend rights for shares in proprietary companies254W(2)
 Transfer of shares 
35Transmission of shares on death1072A
36Transmission of shares on bankruptcy1072B
37Transmission of shares on mental incapacity1072D
38Registration of transfers1072F
39Additional general discretion for directors of proprietary companies to refuse to register transfers1072G


 



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