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I. w. u-iur- v-- w ------=--- Kamala, a successful American businesswoman with reputable managerial skills, was newly appointed as the President of Biogen Pharmaceuticals PJSC

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I. "w. u-iur- v-- w ------=--- Kamala, a successful American businesswoman with reputable managerial skills, was newly appointed as the President of Biogen Pharmaceuticals PJSC (a company incorporated and operating primarily in the UAE). Kamala also serves as Chairwoman of the Board of Directors for two other companies established in Kuwait and Oman. In the runup to the rst General Assembly since her appointment, Kamala discovered that the Board of Directors have been secretly using a portion of the statutory legal reserve to increase their annual remuneration. which she calculated to be 13% of net prots. She also discovered that four months before she joined Biogen, the company entered into an agreement with a bio-waste removal company, which was partly owned by Donald (a member of the Board of Directors). However, there was no record that Donald had disclosed this fact to the other members at the board meetings. Lastly. an employee informed Kamala that the company's external auditor, Joe, is the son of the Deputy Chairman of the board. Upon discovering this information, she called an urgent meeting of board members (excluding the Deputy Chairman) and they unanimously voted to dismiss the auditor, After his removal, Joe disclosed information about Biogen's highly classied Covid-19 drug trials on Twitter. Answer the following questions with reference to the UAE Commercial Companies Law 2021 (CCL). . Was Kamala's appointment as President of Biogen Pharmaceuticals PJSC in contravention of the CCL? (2 marks). b Did the Board of Directors violate any provision under the CCL by siphoning funds from the legal reserve to increase their remuneration? (2 marks). c. Was Donald under an obligation to inform the Board members about his direct involvement in the Bio-waste company? (1 mark). dis Joe eligible to act as Biogen's external auditor? (1 mark). 9. Can the Chairperson and the members of the Board unanimously agree to dismiss an auditor? (1 mark). f. Was Joe at liberty to disclose Biogen's drug trials on Twitter? (2 marks)

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