Register of interests template

The register of interests is the board's running record of directors disclosed interests. It brings together one off disclosures and standing notices so that, at any meeting, the chair and the company secretary can see who has an interest in the matters on the agenda. A current register makes conflicts easier to manage and gives the board evidence that disclosures were made and acted on.

What the register records

Section 191 of the Corporations Act requires a director who has a material personal interest in a matter that relates to the affairs of the company to give the other directors notice of the interest, unless an exception applies. Section 192 lets a director give a standing notice about the nature and extent of an interest, which operates until it is changed or the director ceases to hold office. The register records both: the date of disclosure, the director, the nature and extent of the interest, and how the board managed any conflict.

How the register is used at a meeting

Before the board considers a matter, the chair checks the register and the meeting disclosures against the agenda. Where a director has an interest, the board applies the right rule for the entity type. A proprietary company applies the section 194 replaceable rule, which may allow a disclosed director to vote. A public company applies section 195, under which the conflicted director must not be present or vote unless an exception applies. The minutes then record what occurred, and the register is updated.

Key fields in the template

- Director name - Date of disclosure - Whether the disclosure is a section 191 notice or a section 192 standing notice - The nature and extent of the interest - The matters or counterparties the interest relates to - How the conflict was managed at relevant meetings - The date the interest ended or the notice was changed

A sample structure

| Director | Date | Type | Nature and extent of interest | Action taken | | --- | --- | --- | --- | --- | | [Name] | [date] | s191 | [interest] | [recorded, managed at meeting] | | [Name] | [date] | s192 standing | [interest] | [operates until changed] |

Good practice

Keep the register current rather than rebuilding it each year, and review it at the start of every meeting against the agenda. Record the nature and extent of each interest, and not only its existence, so the board can judge whether a conflict arises on a given matter. Note when a standing notice is given or changed. Store the register where the board and the company secretary can reach it.

Generate this in Quorum

Quorum maintains the register of interests as append-only history, links each disclosure to the meetings it affects, and prompts the board where a director on the register has an interest in a matter on the agenda. It applies the section 194 or section 195 rule from the entity type rather than guessing. This helps you comply with sections 191 and 192 and supports your obligations. The company and its directors remain responsible for compliance.

Part of the Cohiva platform

Quorum is part of the Cohiva platform. Learn more at [www.cohiva.com](https://www.cohiva.com). For documents that need signing, [Cohiva Sign](https://www.cohiva.com) provides e-signatures on board resolutions.