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1 Volcano Pty Ltd (Volcano) operates three surfing stores in Geelong and the Surf cost of Victoria. On 8 August 2023, Gordon was appointed to
1 Volcano Pty Ltd (Volcano) operates three surfing stores in Geelong and the Surf cost of Victoria. On 8 August 2023, Gordon was appointed to the position of managing director of Volcano Pty Ltd for a period of two years. A return was lodged with ASIC indicating his appointment as a director on that date. Gordon was not formally reappointed after 8 August 2023, but he has continued to act as managing director. The terms of Gordon's appointment, which were set out in a contract between himself and Volcano Pty Ltd and was also in Volcano's constitution, included a restriction to the effect that he was not to commit the company to borrowing transactions in excess of $100,000. Any such transaction was to remain subject to the approval of the board of directors. On 20 March 2024, Gordon acting on behalf of Volcano Pty Ltd, signed a loan contract with Fanning Bank Ltd, whereby the bank agreed to lend the company $150,000 in order to establish a website for motor bike enthusiasts. The transaction was not referred to the Board. The bank was not aware of either: the contents of Gordon's contract, or the company's constitution. The Board of Volcano Pty Ltd has since discovered the loan contract and has stopped all repayments on the loan. The bank has called in the loan and is suing Volcano Pty Ltd for the principal, together with all outstanding interest. REQUIRED: 1. Can the bank enforce the contract? 2. Can the company avoid the contract? 3. What if the loan was for the refu
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