Dylan Coopa is the founder of Dirt Bikes Pty Ltd (Dirt Bikes) - a large proprietary limited company specialising in dirt bikes and outdoor recreational activities. Dylan Coopa is an executive director and a major shareholder in Dirt Bikes. The company has experienced significant growth in online sales since the 2020 COVID-19 lockdowns.

During 2021, a competitor makes a takeover bid for Dirt Bikes. The competitor claims that if the takeover is successful, they will remove the existing directors from the Board and undertake a major overhaul of the management structure of Dirt Bikes to "enhance profitability". The truth be told, Dylan and the other directors have probably been mismanaging Dirt Bikes.

Dylan Coopa does not like the idea of the takeover, nor of losing his job and his company. Dylan instructs the Board to issue 8 million shares to themselves and another 7 million to other shareholders who agree to vote down the takeover offer.

Has Dylan Coopa breached his directors duties?

Make sure that you use I.R.A.C. structure for your answer.