2) A Director has a duty to use due care and diligence in fulfilling the functions of the Office of Director and exercising the powers which are attached to that office.

3) A Director must not hold him or herself out and act in the capacity of a director unless authorised to do so under the terms of the Club’s Consitution or otherwise at law.

4) A Director must comply with motions carried by a majority of the Board.

5) A Director must use the powers of office for a proper purpose, in the best interests of the members of the Club as a whole.

6) A Director must recognise that the primary responsibility is to the Club’s members as a whole but should, where appropriate, have regard to the interests of all stake holders of the Club.

7) A Director must not make improper use of information he or she acquires as a Director.

8) A Director must not take improper advantage of the position of Director and in particular receive any advantage or gain which is not available to the general body of members of the Club as a whole.

9) A Director must not allow personal interests, or the interests of any associates person (whether by reason of friendship or because of a commercial relationship), to conflict with the interests of the members of the Club as a whole.

10) A Director has an obligation to be independent in judgment and actions and, to take all reasonable steps to be advised as to the decisions taken by the Board of Directors.

11) Any confidential information which is received by a Director in the course of the exercise of Directorial duties remains the property of the Club and it is improper to disclose it or, to allow it to be disclosed, unless that disclosure has been authorised by the Board of Directors as a whole or, the person from whom the information is provided or, as required by Law.

12) A Director should not engage in conduct likely to discredit the Club and in particular the members as a whole.

13) A Director has an obligation, at all times to comply with the spirit as well as the letter of the law and with the principles of this Code.

14) A Director must encourage the reporting and investigating of unlawful, unethical and unprofessional behaviour and a Director must not participate in or tolerate any retaliation against a person who in good faith, reports any violation of this Code or in the discharge of any duties which may be owed to the Club by a Director of the Club, a member of the Club or an employee.

15) If a Director has a concern or question about applicable provisions of this Code or, about conduct that may violate these provisions then those issues should be directed to the Chairman of the Board who will in turn seek the assistance of the Corporate Governance Committee.

16) If an allegation is made that a Director has breached this Code then: