Phillip, Mark, Mary, Judith and Florence are the directors of the Do Pty Ltd. They own a block of vacant land in the city. The block of land has been on the market for some time it's a buyer and it is finally decided that the land should be auctioned off. A reserve price of $280 000 was set by the directors but the price was not reached at the auction and the land was not sold.

Mark tells Phillip that he would like to buy the land for $200 000 and Marks offer was directly accepted by Phillip, who is the managing director. The land did not go to the board for approval.

Mark discovers what is happening and is not happy with the situation. She knows that Phillip and Mark are friends and she discovers that Phillip is getting 10% commission on the land.

1. Did the director breach their duties?
2. What should have been done to avoid the breach?
3. What are the penalties available to the ASIC in the case of the breach?