A1 Mining Pty Ltd is a company that provides elite engineering skills to the mining industry in Australia. A1 Mining Pty Ltd has three directors Ajay, Julie and Luke. Ajay has been appointed the managing director, Julie is an executive director and Luke is appointed as an independent non-executive director. Sarah is the companies' CFO and is a qualified chartered accountant, the board refers to her for her accountancy skills. The company maintained a good profit for the first three years of operation and has recently been in discussions with a Listed company Global Engineering Ltd about a sale of one of its businesses. If Global Engineering Ltd was to acquire A1 Mining Pty Ltd's business, its share price would double. Ajay and Julie are in deep discussions with Global Engineering Ltd and it looks like they are about to finalise the deal. Julie contacts her share broker and suggest that he buys $200,000 worth of shares in Global Engineering Ltd before the end of the week in Julie's Family Trust name. Luke met with the directors of Global Engineering Ltd at an Engineering conference. Global Engineering Ltd has been seeking a new director and suggest to Luke if he can assist them with the acquisition of A1 Mining Pty Ltd they would offer him an executive director role

Wang and Erin are the directors and shareholders in A1 Property Pty Ltd. They are considering a major property development which will deplete their cash flow. They decide to approach an investor. They make an offer to Susan, the offer is to invest $2,000,000 for a 1/3 interest in A1 Property Pty Ltd. Susan agrees to the investment and becomes an equal shareholder with Wang and Erin (all parties holding 1/3 each). Susan is appointed as a non-executive director. There is a delay in the new project and A1 Property Pty Ltd continues with their existing projects. The existing projects are running at a loss and the company is using the $2,000,000 invested by Susan to survive. Susan becomes concerned with this and looks into the accounts to discover Wang and Erin have increased their salaries as executive directors (CEO and CFO) and have also declared bonuses to themselves. Wang and Erin tell Susan there is no issue and once the existing projects are completed there will be a dividend. However the profit is reduced to nil by Bonuses issued to Wang and Erin and no dividend is declared. In addition to this Susan becomes aware of the following: At a directors meeting (no notice provided to Susan) a resolution was passed to assign a maintenance contract to a new company formed by Wang and Erin as the sole shareholders. Wang and Erin then called a General meeting with shareholders (no notice provided to Susan) and resolved that Susan be removed as director of the company. At the General Meeting of shareholders, the director's decision to assign the maintenance contract was ratified by the shareholders with a vote of 60% (Susan not being present). Susan comes to you with the following questions. Can Susan bring a personal or derivative action against Wang and Erin, and what should Susan consider in making this decision? Explain your reasoning in detai b) If Susan brings a personal action, should Susan bring it under the general law or make an oppression claim under s 232 of the Corporations Act 2001 (Cth)? Explain the issues Susan would need to consider in bringing the action.