Part A Roger Rogue owned an electrical products business. Roger sold his business to Roger Electrical Pty Ltd, which he incorporated because he was worried about a drop in sales and an escalation of trade creditors. Roger was the only shareholder and director of the company. He took out a debenture for $100,000 over the shares in Roger Electrical Pty Ltd. The company's trade creditors were owed $1,000,000. The company went into liquidation and the sale of the business assets amounted to $100,000. Roger's home was valued at $1,500,000 but he transferred it into his wife's name when the business was in trouble. Could the liquidator sue Roger for the debts owing to the company? Give reasons. Your answer must include case law and the provisions of the Corporations Act 2001 (where relevant). [10 marks] Part B The constitution of Big Hopes Pty Ltd contains a clause which enables the majority shareholders to buy the minority shareholders' shares at market value. The clause goes on to provide that this power is given to the majority shareholders so that the company would not have the added taxation and administrative costs that are consequent upon having such holdings on its share register. Is this legal? Explain whether it would be possible to alter the constitution? If so, how? Your answer must include case law (where relevant) and the provisions of the Corporations Act 2001. [10 marks]