4. Meetings
4.1 Meeting frequency and location
4.1.1 The Board shall ensure that it meets between six and eight times each year, including a Board Retreat and a Board meeting held at the time of the annual general meeting.
4.1.2 Board meetings are generally held at the offices of CAL at Level 15, 233 Castlereagh Street, Sydney.
4.2 Board minutes and documents
4.2.1 The minutes will contain a concise and accurate review of the discussion at the meeting and the resolutions adopted by the Board and will otherwise comply with the
Corporations Act 2001. Directors who dissent from any decision taken may request that their dissension be recorded in the minutes.
4.2.2 A complete set of Board minutes is maintained at CAL’s offices, which directors may inspect at any time. A complete set of documents prepared for each Board meeting including the agenda, agenda documents and any tabled documents will also be maintained at CAL’s offices, which directors may inspect at any time.
4.2.3 Former directors may, for a proper purpose, inspect Board minutes and other Board documents from the period during which they held office as a director of CAL.
4.3 Circulated Resolution
4.3.1 Any urgent decisions, which cannot wait until the next Board meeting can be dealt with by a circulated resolution.
4.3.2 Circulated resolutions must be signed by all directors other than those who have obtained leave of absence from Board' meetings for the period that the resolution is to be circulated.
4.3.3 When the circulated resolution has been signed by all directors other than those to whom leave of absence is granted, the resolution will be entered in the minute book.
4.4 Absence from the Board
4.4.1 If a director is absent from two consecutive Board meetings without prior permission or for more than half of the Board meetings in any 12 month period, the other directors may resolve that he or she has vacated the office under article 39(c) of the Constitution.
Updated 30 June 2011.