What the Law states - Good faith, use of position and use of information - criminal offences

CORPORATIONS ACT 2001 - SECT 184

Good faith--directors and other officers

             (1)  A director or other officer of a corporation commits an offence if they:

                     (a)  are reckless; or

                     (b)  are intentionally dishonest;

and fail to exercise their powers and discharge their duties:

                     (c)  in good faith in the best interests of the corporation; or

                     (d)  for a proper purpose.

Note:          Section 187 deals with the situation of directors of wholly-owned subsidiaries.

Use of position--directors, other officers and employees

             (2)  A director, other officer or employee of a corporation commits an offence if they use their position dishonestly:

                     (a)  with the intention of directly or indirectly gaining an advantage for themselves, or someone else, or causing detriment to the corporation; or

                     (b)  recklessly as to whether the use may result in themselves or someone else directly or indirectly gaining an advantage, or in causing detriment to the corporation.

Use of information--directors, other officers and employees

             (3)  A person who obtains information because they are, or have been, a director or other officer or employee of a corporation commits an offence if they use the information dishonestly:

                     (a)  with the intention of directly or indirectly gaining an advantage for themselves, or someone else, or causing detriment to the corporation; or

                     (b)  recklessly as to whether the use may result in themselves or someone else directly or indirectly gaining an advantage, or in causing detriment to the corporation.