Julia and Pepper are both directors of Paper Sdn. Bhd. Occasionally, Peter who is the brother of one of the shareholders in the company would sit in during the board meetings. Peter would share his insights in regard to the management of the business in which Julia and Pepper are inclined to follow. Last month, Pepper informed the shareholders that he is unable to carry out his duties as director of the company due to ill health. Julia the remaining director of the company wishes to resign as she intends to incorporate her own company. The shareholders informed Julia that she is prohibited from resigning as the remaining director of the company. Meanwhile Tina the auditor of Paper Sdn. Bhd. detected some inconsistencies of the company's account records. Tina did not report this to the shareholders.

Discuss.