What is the difference between a company director and member?

Hannah Murray

Hannah Murray

Proprietary companies must have at least one director, who must ordinarily reside in Australia. Being a company director means you have certain responsibilities and legal obligations regarding the management of the company. Directors operate independently from company members.

Members of a company, often referred to as ‘shareholders’ are owners of the company. Directors must act in the best interests of the company, but members are free to act in their own interests. Every proprietary company must have at least one member and one director. Company directors can also be members of a company.

Many small companies have a sole director and member. If this is the case for your company, this individual is responsible for managing the company’s business and may exercise all of the company’s powers. It is important to note that even in cases where the sole director is the sole member of a company, they must also keep minutes (written records) of their resolutions concerning the management of the company. A resolution may be passed by the sole director recording and signing their decision.

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