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1. To understand the fiduciary of directors' duties and duty to avoid conflict of interest. CASE STUDY Alice, Ella, Jade, and Edward were the
1. To understand the fiduciary of directors' duties and duty to avoid conflict of interest. CASE STUDY Alice, Ella, Jade, and Edward were the directors of Perth Pty Ltd, a company engaged in the business of importing and supplying gemstones as wholesalers to the local market. As the market was becoming more competitive, the company decided that it needed to expand its business. Therefore, Alice made investments to solve a cash flow problem caused by a downturn in the business. Alice had not attended the meeting but signed the requisite documentation agreeing to the expansion of the business and the investments. Both Ella and Jade voted to proceed with the expansion and the investments. All directors did not seek professional advice on the said investments. At the same time, Edward has established contact with Composine, a new business retailer of gemstones. Composine was looking for reliable suppliers, but he was reluctant to deal with Perth Pty Ltd as he did not like Jade, the Managing Director. Edward took this lucrative business opportunity and arranged to set up his own business as a gemstone wholesaler. He then entered into a contract for the supply of gemstones. Six months later, Edward resigned as a director and left the company insolvent due to unprofitable investments. With reference to the Companies Act 2016 and decided cases, advise the duties and liabilities of all the directors involved. Required: a) Whether Alice, Ella, Jade, and Edward had breached their duty to exercise reasonable care, skill and diligence. b) Whether Edward had breached his duty to avoid conflict of interest when using his position as a director to make a profit.
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