Please answer a question

Big Builders Bhd (the company) is a property company. Its principal activity is buying of land, building private houses and selling those houses directly to the public. The board of directors of the company is made up of five persons, namely three executive directors and two nonexecutive directors. The three executive directors are Paddy, a solicitor who is in charge of the legal department, Sujit, a quantity surveyor, responsible for land buying and Benny who is in charge of advertising, marketing and house sales. The two non-executive directors are Sammy (who founded the company 10 years ago with his brother Tom), and Su (Tom's widow). Joe holds ten percent of the company's share. Sammy is the chairman of the board. The three executive directors are also shareholders of the company holding 25% each of the company shares. The rest of the company's shares are held by Joe and the non-executive directors. The following situations have arisen: a. The Company recently purchased a small rectangular piece of land for RM3.5 million. Although the land was surrounded on three sides by existing development, it appeared on visual inspection to have access to the highway on the fourth. Paddy dealt with the legal work necessary to complete the purchase. It now appears that a routine inspection of the title deeds would have revealed that a two- metre strip of land runs the length of the fourth side preventing access to the highway and making development impossible. The owner of this strip of land is willing to sell at a price of RMI million. b. The company developed and sold a small site of town houses. The houses were marketed and quickly sold at RM250,000 each. It is now clear that the houses were undervalued and would have been easily sold at RM420,000. While the company did not make a loss on the development, its profit was marginal rather than substantial. All three executive directors have bought two units of the houses at RM250,000 each. C. Benny had obtained a loan of RM400,00 from the company to send his daughter to England to further her studies in music. All the above transactions were approved by the executive directors only. Joe had confronted them on all those issues a number of times but he was told politely that matters are under control and there is nothing to worry. Joe is now seeking your advice as to whether he has any rights as a shareholder to take legal action against the executive directors of the company. Advise Joe, in the light of the remedies provided under the Companies Act and under the common law