Question
Equal Specific Traveling Ltd Pty Ltd ('Equal Traveling') has been running a travel agency business. The Green family holds all the shares in the company
Equal Specific Traveling Ltd Pty Ltd ('Equal Traveling') has been running a travel agency business. The Green family holds all the shares in the company and several of the family members are directors. The company has not been doing very well for the last year as a result of reduced passenger travel, occasioned by the global pandemic. Despite this the board of directors kept on allowing the purchase of more company branded promotional items to be given as gifts to their current and prospective customers. The last few orders could not be paid when the time for payment was due. At the time when Equal Traveling was in this financially precarious position, the company granted a 6-year lease of the premises it owned, to two of its directors, at a fixed rent that was substantially below current market value. The lease contract included an option in favour of the tenants (directors) to buy the premises, again at a fixed sum that was substantially lower than the market value. The granting of the lease together with the option was authorized at a general meeting of the shareholders of the company. Five months after the lease was granted the company has now gone into liquidation. The creditors are very upset as they believe the lease should not have been granted and they want to take action against Equal Specific Traveling Ltd and its directors. REQUIRED: With reference to relevant legal principles use the IRAC legal problem-solving approach to advise if the directors breached any of their duties owed to the company? If so, discuss the defences (if any) that may be available to them. Please, provide two relevant cases/precedents in Australian Law.
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