Please answer all question using IRAC method and using Australian corporation law. Thank you

QUESTION TWO and print adverPo and print advertis written constitution. ccountant working for Flinders Partners, and one of your clients is e Publishing Pty Ltd (Pendant), which is a copywriting fim servicing online ers. Pendant was incorporated in July 2014, and does not have a You are The directors of Pendant are Elaine and Jerry, who each own 5 shares. Elaine is Managing Director and receives a salary of $125,000, while Jerry is a non-executive director and receives directors' fees of $30,000. Their friend, George, also owns 5 shares. There are another 10 shareholders who own 1 share each. There are 25 shares in total. the In 2016, a number of events occurred: George was appointed to the board of directors of Newman Online Advertising Pty Ltd (Newman), one of Pendant's main competitors. Elaine and Jerry ask George to sell his shares to them, in order to avoid conflicts of interest. George refuses, and states that there is nothing in the constitution which would require a shareholder to give up their shares in that situation. Elaine and Jerry propose to hold a meeting to pass a constitution, which will include a provision requiring members that hold directorships with competitors to forfeit their shares for a reasonable price To date Pendant has made an annual turnover of $1.8 million, but has only made negligible profits. As a consequence, members are yet to receive a dividend. The other 10 members indicate they intend to pass a resolution forcing a $5,000 per share dividend at the end of the financial year. REQUIRED: a) Explai h the steps the company must go through in order to adopt a written constitution. (5 marks) b) Advis e the Directors as to whether there would be any issues with the proposed constitutional provision requiring the forfeit of shares. (5 marks) financial year, and any other action the directors could (5 marks) c) Ad se the Directors as to whether the shareholders can force them to declare a dividend at the end of the be subject to. any other Total 15 marks QUESTION TWO and print adverPo and print advertis written constitution. ccountant working for Flinders Partners, and one of your clients is e Publishing Pty Ltd (Pendant), which is a copywriting fim servicing online ers. Pendant was incorporated in July 2014, and does not have a You are The directors of Pendant are Elaine and Jerry, who each own 5 shares. Elaine is Managing Director and receives a salary of $125,000, while Jerry is a non-executive director and receives directors' fees of $30,000. Their friend, George, also owns 5 shares. There are another 10 shareholders who own 1 share each. There are 25 shares in total. the In 2016, a number of events occurred: George was appointed to the board of directors of Newman Online Advertising Pty Ltd (Newman), one of Pendant's main competitors. Elaine and Jerry ask George to sell his shares to them, in order to avoid conflicts of interest. George refuses, and states that there is nothing in the constitution which would require a shareholder to give up their shares in that situation. Elaine and Jerry propose to hold a meeting to pass a constitution, which will include a provision requiring members that hold directorships with competitors to forfeit their shares for a reasonable price To date Pendant has made an annual turnover of $1.8 million, but has only made negligible profits. As a consequence, members are yet to receive a dividend. The other 10 members indicate they intend to pass a resolution forcing a $5,000 per share dividend at the end of the financial year. REQUIRED: a) Explai h the steps the company must go through in order to adopt a written constitution. (5 marks) b) Advis e the Directors as to whether there would be any issues with the proposed constitutional provision requiring the forfeit of shares. (5 marks) financial year, and any other action the directors could (5 marks) c) Ad se the Directors as to whether the shareholders can force them to declare a dividend at the end of the be subject to. any other Total 15 marks