Andy, Bill and Charlie are the only members of the Comfort Pty Ltd, which owns and operates the Comfort’s tavern. The company has 9000 ordinary shares that are fully paid up, and each shareholder holds 3000 shares. Andy and Bill, who are brothers are appointed to the board of directors of Comfort. Comfort Pty Ltd has been very successful but has not paid a dividend for the last 5 years. Profits have instead been used to give an increased salary to the directors Andy and Bill. Recently, a large catering business to service a large mining company in Perth for a year was negotiated by Andy and Bill. However, things between the members has not been quite good as Charlie has expressed her dissatisfaction in relation to the non-distribution of dividends. As a result, Andy and Bill, decided that they will transfer the new contract to Luxury Pty Ltd. They further called a members meeting approving the diversion of the business to Luxury Pty Ltd. On further investigation, Charlie discovers that Andy and Bill are the only directors and members of Luxury Pty Ltd.

Charlie seeks your advice on whether there are any remedies available to her under the Corporations Act 2001 (Cth), including the procedures she may need to follow to obtain those remedies.

Fully justify your answer, citing the relevant provisions of the Corporations Act 2001 (Cth) and case laws in authority. (Please note that you are not required to discuss the duties of officers and directors for this question)