New Zealand Gazette – 2004 – No. 135

Page 3338

✨ Ports of Auckland Limited Rules



3338 NEW ZEALAND GAZETTE, No. 135 22 OCTOBER 2004

7.3 Individual duties of directors

A Director must:

(a) not contravene, or cause the contravention of, or agree to ARH contravening, the Act, any other enactment or these Rules;

(b) act in good faith, with honesty and integrity;

(c) exercise a power for a proper purpose; and

(d) exercise the care, diligence, and skill that a reasonable person would exercise in the same circumstances, taking into account (without limitation):

(i) the nature of ARH;

(ii) the nature of the action; and

(iii) the position of the Director and the nature of the responsibilities undertaken by him or her.

7.4 Reliance on information and advice

In performing his or her duties, a Director may rely on reports, statements, financial data, and other information prepared or supplied, and on professional or expert advice given, by any of the following persons:

(a) an employee of the ARC Group whom the Director believes on reasonable grounds to be reliable and competent in relation to the matters concerned;

(b) a professional adviser or expert in relation to matters that the Director believes on reasonable grounds to be within the person’s professional or expert competence;

(c) any other Director or a committee of the Board on which the Director did not serve in relation to matters within the Director’s or committee’s designated authority.

This rule 7.4 only applies to a Director if the Director:

(a) acts in good faith; and

(b) makes proper inquiry if the need for inquiry is indicated by the circumstances; and

(c) has no knowledge that the reliance is unwarranted.

8. Proceedings of the board

8.1 Methods of holding meetings

A meeting of the Board may be held either:

(a) by a number of the Directors who constitute a quorum, being assembled together at the place, date and time appointed for the meeting; or



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Online Sources for this page:

VUW Te Waharoa — PDF NZ Gazette 2004, No 135


Gazette.govt.nz — PDF NZ Gazette 2004, No 135




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🏗️ Ports of Auckland Limited Rules (continued from previous page)

🏗️ Infrastructure & Public Works
Ports, Auckland, Directors, Duties, Reliance on Information, Board Proceedings