(a)

Huda Sdn Bhd sells various quality Islamic items in Tutong. It wishes to expand its business by providing travel packages for Umrah and Hajj, and to that end, it creates a subsidiary company called HalalTravel Sdn Bdn. A suitable piece of land on which to build the testing track is located and Halal Travel Sdn Bhd purchases it using capital borrowed from Huda Sdn Bhd. However, shortly thereafter, the directors of Halal Travel (all of whom are also directors of Huda Sdn Bhd) discover that the land does not have planning permission and so Halal Travel Sdn Bhd agrees to sell the land to BuildCorp Sdn Bhd, a local construction company. However, several days later, a member of the local council indicates to the directors of Halal Travel Sdn Bhd that, should it apply for planning permission, it would certainly be granted. Accordingly, before sale of the land to BuildCorp is completed, Halal Travel transfers ownership of the land to Huda, and argues that the contract with BuildCorp is no longer valid as it no longer owns the land. Halal Travel successfully applies for planning permission.

(b) Answer the following: i. De iure and De facto director ii. Explain the concept of an officer of a company including those who are/are not officers iii. Explain how to ascertain whether a person is qualified to act as a director