cover image: July 2024 - Artificial Intelligence (AI) and board minutes – Issues paper

July 2024 - Artificial Intelligence (AI) and board minutes – Issues paper

4 Jul 2024

The use of AI should be considered in the context of organisations’ policies and processes around responsible use of AI including accountability and ownership of content generation. [...] It also draws on established principles relating to board minutes in the context of considering whether to use AI to undertake this critical activity.1 What is AI? AI technologies have a broad range of applications and capability and are in a constant state of development. [...] A company must also ensure that the minutes of a directors’ meeting are signed by the chair of the meeting (or the chair of the next meeting) within a reasonable time. [...] Minutes recorded and signed in this way, are prima facie evidence of the proceedings and resolutions passed.9 Key principles and issues to consider Governance Institute and Australian Institute of Company Directors issued a Joint Statement setting out the key principles in relation to board minutes which remain relevant despite technological advancement.10 Minutes are a record of board decisions a. [...] The statutory business judgment rule (s 180 (2)) provides that directors and officers who make business judgments are taken to meet their statutory duty of care and diligence, if they: • make the judgment in good faith for a proper purpose • do not have a material personal interest in the subject matter of the judgment • inform themselves about the subject matter of the judgment to the extent that.
Pages
9
Published in
Australia

Table of Contents