B) Mark has set up a company called Mark Pty Ltd. The company was set up to deal in sports equipment and has been very successful. Mark and his son Noel are the two directors of the company. Noel thinks it would be good to expand the business and add a sport events management arm to the company. To minimise risk, Mark Pty Ltd sets up a subsidiary called Noel Pty Ltd for the purpose of running these sporting events. Both Mark and Noel are the directors of Noel Pty Ltd. The initial uptake is great and Noel Pty Ltd make several contracts with local schools and community centres to run sporting events. However, the demand is more than their capacity and Noel Pty Ltd is unable to meet their obligations under these contracts. Several community centres including the Bandjup City Council would like to bring an action for breach of contract. Bandjup City Council has come to you seeking advice. Noel Pty Ltd has no assets and therefore is unlikely to be able to meet any obligation should Bandjup City Council be awarded compensation. The council would like to know if it is possible to sue either Mark Pty Ltd (which has abundant assets) or Mark personally as the director of Noel Pty Ltd.

C) Would your answer be different if instead of forming Noel Pty Ltd, Mark Pty Ltd appointed Noel as an agent for the purpose of running these events?