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5. Wellington is the managing director of corporate finance in a merchant bank called Waterloo Limited. A clause in his service agreement states that he

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5. Wellington is the managing director of corporate finance in a merchant bank called Waterloo Limited. A clause in his service agreement states that he won't deal with customers of Waterloo Limited on leaving the employment of that company. Prior to leaving the company. Wellington decided to use Waterloo's financial information for his personal gain, took advantage of the company's credit card facility for personal gain including informing current trading partners that he is going to join a syndicate and the trading partners can obtain a better 'deal' if they come on board with him. Wellington decides to resign from Waterloo Limited and joins a syndicate with 10 friends to take over and operate for themselves a small merchant bank. The takeover is successful and Wellington is appointed finance manager of the revamped company's corporate finance department. He then approaches the customers he formerly dealt with at Waterloo Limited. Identify and discuss four significant statutory duties that require directors and officers to act with care, diligence and in good faith. a Explain whether the impact of these statutory duties would be different on directors and/or officers of a small proprietary company, a'Irge proprietary company, or a public company? b. Why or why not? c.Advise Waterloo Limited as to the grounds on which it can take legal action to prevent Wellington's actions. (10 marks)

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