Discuss ANY TWO of the following, which are worth FIVE marks each.

1.Explain the "proper plaintiff rule". Describe the provisions of the Corporations Act that permit shareholders to take action that can help to overcome this rule.

2."All members and directors of all companies have a right to appoint a proxy".

3.Legal significance of share register v share certificate

4.A public company wishes to raise funds from the public without issuing a disclosure document.By reference to the Corporations Act explain two methods by which this can be achieved

5."Members can sue directors therefore there is no need for statutory derivative action" Discuss true or false and why.