2014-11-20 Noosa Biosphere Management Arrangements - Constitution - Attachment 2

Constitution
Noosa Biosphere Reserve Foundation Ltd



1       Preliminary

1.1     Definitions

        In this constitution:

        Term                                   Definition
        Australian Biosphere                   means the Australian Biosphere Reserve Management
        Reserve Management                     Principles as made under Schedule 7 of the Environment
        Principles                             Protection and Biodiversity Conservation Regulations 2000
                                               (Cth).
        Business Day                           means a day that is not a Saturday, Sunday or public
                                               holiday in Queensland.
        Corporations Act                       means Corporations Act 2001 (Cth).
        Founding Member                        means Noosa Shire Council.
        Noosa Biosphere Reserve                means the Noosa Biosphere Reserve area as designated
                                               under the UNESCO Man and the Biosphere Program as may
                                               be varied from time to time.
        Noosa Biosphere Reserve                means the trust administered by the company known by
        Trust                                  that name.
        Property                               means any legal or equitable estate or interest (whether
                                               present or future and whether vested or contingent) in real
                                               or personal Property of any description.
        Publicly Responsible                   means a person who has a degree of responsibility to the
        Person                                 community as a whole including a person who:
                                               (a)      performs a public function;
                                               (b)      belongs to a professional body which has a
                                                        professional code of ethics and rules of conduct;
                                               (c)      has received formal recognition from the
                                                        government for their services to the community; or
                                               (d)      falls within the description of the term of
                                                        responsible person approved by the Commissioner
                                                        of Taxation or other relevant Commonwealth
                                                        authority,
                                               and who, unless the Commissioner of Taxation otherwise
                                               agrees, is not an associate of the company or an associate
                                               of a director of the company other than:
                                               (e)      in a professional capacity; or
                                               (f)      as a director.
        Representative                         means, for a member which is the Founding Member and
                                               for a meeting, a person authorised under the Corporations
                                               Act (or a corresponding previous law) by the Founding



30710173v4    |    Constitution of Noosa Biosphere Reserve Foundation Ltd