The rules for how a company’s board of directors operates are written in Schedule 3 of the Companies Act. However, these rules only apply if the company’s constitution doesn’t say something different. This means that if your company has its own set of rules in its constitution, those rules will be used instead of the ones in Schedule 3. If your company doesn’t have its own rules, or if its rules don’t cover everything, then the rules in Schedule 3 will be used to fill in the gaps.
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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320804.
Subject to the constitution of a company, the provisions set out in Schedule 3 govern the proceedings of the board of a company.
