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a) The constitution of Mayfair Sdn Bhd provides, amongst other matters: i) That Richard , a shareholder, shall be employed as the company's financial advisor

a) The constitution of Mayfair Sdn Bhd provides, amongst other matters: i) That Richard , a shareholder, shall be employed as the company's financial advisor for life at a salary of RM200,000 a year. ii) That any shareholder who desires at any time to transfer his shares shall first offer them to the Chairman of the Board of Directors, who shall be obliged to purchase them at the market value. iii) The holders for the time being of 7/10 of the issued share capital of the company may at any time serve the company with a requisition for the transfer any shares not held by the requisitionists. The directors have dismissed Richard from his post as they found the post redundant and refused to pay him any further salary. Derek, a shareholder, wishes to sell his shares. He offered them to the Chairman in accordance with the constitution of the company but the Chairman refused to buy the shares at any price. Rosemary and Ema, who together hold 75% of the shares in the company have issued a requisition notice to the company, asking the company to require Muthu who holds 5% of the shares in the company to transfer his shares to them at the market price. Richard wishes to sue Mayfair Sdn Bhd for damages. Derek wishes to compel the Chairman to purchase his shares and Muthu feels angered that the requisition notice is unfair since it amounts to a compulsory acquisition of his shares.

Advise Richard, Derek and Muthu

b) I-Track Sdn Bhd was set up on 1 June 2018 to manufacture a revolutionary car tracking system. On 3 March 2019 the company appointed Melvin as a director. As a director, Melvin was exposed to highly confidential information about the tracking system. On 1 August 2020, Melvin left the company to set up his own company, KarTrack Sdn Bhd. Melvin, using the confidential product information which he obtained as a director of ITrack Sdn Bhd, was able to manufacture and launch a car tracking system through KarTrack Sdn Bhd before I-Track Sdn Bhd could launch theirs. I-Track Sdn Bdn is now likely to suffer heavy losses as a result of Melvin's action.

Advise I-Track Sdn Bhd as to the legal remedy they may have against Melvin.

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