An organisation’s constitution generally prescribes the minimum and maximum number of directors that may be appointed to the organisation’s board, as well as the minimum number of directors to constitute a quorum at board meetings.

For companies registered under the Corporations Act 2001 (Cth) (Corporations Act):

  • The following statutory minimums apply (refer s 201A):
    - Proprietary company – 1 director who must ordinarily reside in Australia;
    - Public company – 3 directors of which 2 must ordinarily reside in Australia;
  • There is no prescribed maximum number of directors.

Most state/territory-based associations incorporation legislation does not prescribe minimum or maximum numbers for the association’s management committee (or board). The maximum and minimum number of board members for statutory authorities and other public sector organisations are usually prescribed in the legislation by which the authority or organisation is constituted.

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