Matters to attend to when appointing a new/replacement company director:
Other directors’ informal agreement
Written consent of new director
Provision of information to file with ASIC
Declarations of interest (to be noted in next board minutes) Details of shares held
Written resignation of outgoing director
Board meeting minute or circulating directors resolution – to approve appointment
Board acceptance of director resignation
Shareholders’ approval of appointment (as/if required by constitution)
Letter of appointment detailing role/terms
Deed of Indemnity & Access Confidentiality Agreement
Letter agreement to provide share interests/trades details (for ASX notification)
Provide Director’s Induction Kit (covering key information/documents/details) ASX announcement of changes
Lodge Appendix 3X with ASX for new appointment
Lodge Appendix 3Z with ASX for resigned director
File Form 484 with ASIC for appointment
File Form 484 with ASIC for resignation
Cancel any share options held by resigned director (if/when applicable)
Update Register of Directors & Secretaries (if maintained)
*Originally written by Company Secretary, an Australian virtual company secretary service.
