Problem set 6 please give me a short and IRAC template answer IRIC is I issue R rule A Analysis C conclusion AMGL is a public company SAFPL is a proprietary company At SAFPL, David remains concerned about the level of dissent and discontent Jason is stirring up among the Henry Grandchildren He decides to contact Steven and offer to acquire Steven's shares in SAFPL As managing director, David knows there is a good chance that the company will soon enter into a supply agreement with a major food processer in the United States that will greatly enhance the value of the business He believes now is the right time to make an offer for Steven's shares, before the deal is finalised and announced But Does he owe any duties to Steven in these circumstances JV investor PTY Ltd is 50 owned by AMGL In 2009, AMGL was approached by Blue LTD, the other shareholder in JV Investor , to make a further major investment in JV Investor, to enable it to develop a new and highly prospective technology based on blockchain The then directors of AMGL delegated to others, including a computer expert, the task of obtaining the technical information about the prospects of the technology The report prepared for the directors indicates that the proposed investment should be very successful Queried by his fellow directors about the optimistic forecasts, Mr Chester (who has an information technology qualification) assures them that all appears to be in order However, some of the information has been negligently prepared This means that, when the directors rely on the report and invest AMGL's funds in the technology, the investment will not be as successful as the report indicates Have the directors of AMGL (or any of them) breached their duty of care Gina Gunter is the company secretary and general counsel of AMGL In 2010, she was the executive responsible for conducting the negotiations with JV Investor and Blue Ltd She formulated the proposal that came to the AMGL board, supervised the due diligence, retained the IT experts and settled the relevant contracts She was an enthusiastic supporter of the project and was keen to 'get it done' Did Ms Gunter owe a duty of care to AMGL To JV Investor If so, did she breach that duty Once the problems with JV Investor become apparent, AMGL's advisers prep a draft notice to be sent to the ASX in compliance with AMGL's continuous disclosure obligations under ASX Listing Rule 3 1 The notice states that disappointing results from the J Investor project are not expected to impact on AMGL's financial performance for the relevant year In fact, this is not correct, and this would have been apparent from a careful reading of the monthly management accounts and projections The directors of AMGL say that they never saw the draft notice and if they had seen it, they would not have approved it However, the board minutes suggest that the directors saw and approved the notice It is sent to the ASX immediately after the board meeting The directors do nothing to correct the notice once it is released Have the directors (or any of them) breached their duty of care JY Investor Pty Ltd has four directors Adderson, Boon and two nominees of Blue Ltd,, the company that owns the other 50 of the issued shares in JV Investor JV Investor has spent several million dollars on developing and new technology, but it is not going well The chief operating officer of JV Investor sent a report to its directors explaining that there were cash flow difficulties, that rival technologies were emerging and that the prospects of JV Investor raising further capital by borrowing or further equity injections from AMGL or Blue were limited At a board meeting attended by Boon and two Blue nominees, the directors resolve to enter into an agreement with German software firm to purchase some intellectual property that might assist the project Adderson is away on holiday and does not attend the meeting Have the directors (or any of them) breached their statutory duty to prevent insolvent trading by JV Investor If the directors of JV investor have breached their duty to prevent insolvent trading, what action (if any) can the German firm take against them Assume that the debt owed to the German firm under the contract is unsecured

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Problem set 6 please give me a short and IRAC template answer. IRIC is: I- issue R- rule A- Analysis C- conclusion AMGL is a

Problem set 6

please give me a short and IRAC template answer.

IRIC is:

I- issue

R- rule

A- Analysis

C- conclusion

AMGL is a public company.

SAFPL is a proprietary company

At SAFPL, David remains concerned about the level of dissent and discontent Jason is stirring up among the Henry Grandchildren. He decides to contact Steven and offer to acquire Steven's shares in SAFPL. As managing director, David knows there is a good chance that the company will soon enter into a supply agreement with a major food processer in the United States that will greatly enhance the value of the business.He believes now is the right time to make an offer for Steven's shares, before the deal is finalised and announced. But Does he owe any duties to Steven in these circumstances?
JV investor PTY Ltd is 50% owned by AMGL. In 2009, AMGL was approached by Blue LTD, the other shareholder in JV Investor , to make a further major investment in JV Investor, to enable it to develop a new and highly prospective technology based on blockchain. The then directors of AMGL delegated to others, including a computer expert, the task of obtaining the technical information about the prospects of the technology. The report prepared for the directors indicates that the proposed investment should be very successful. Queried by his fellow directors about the optimistic forecasts, Mr Chester (who has an information technology qualification) assures them that all appears to be in order. However, some of the information has been negligently prepared. This means that, when the directors rely on the report and invest AMGL's funds in the technology, the investment will not be as successful as the report indicates. Have the directors of AMGL (or any of them) breached their duty of care?
Gina Gunter is the company secretary and general counsel of AMGL. In 2010, she was the executive responsible for conducting the negotiations with JV Investor and Blue Ltd. She formulated the proposal that came to the AMGL board, supervised the due diligence, retained the IT experts and settled the relevant contracts. She was an enthusiastic supporter of the project and was keen to 'get it done'. Did Ms Gunter owe a duty of care to AMGL? To JV Investor? If so, did she breach that duty?
Once the problems with JV Investor become apparent, AMGL's advisers prep a draft notice to be sent to the ASX in compliance with AMGL's continuous disclosure obligations under ASX Listing Rule 3.1. The notice states that disappointing results from the J Investor project are not expected to impact on AMGL's financial performance for the relevant year. In fact, this is not correct, and this would have been apparent from a careful reading of the monthly management accounts and projections. The directors of AMGL say that they never saw the draft notice and if they had seen it, they would not have approved it. However, the board minutes suggest that the directors saw and approved the notice. It is sent to the ASX immediately after the board meeting. The directors do nothing to correct the notice once it is released. Have the directors (or any of them) breached their duty of care?
JY Investor Pty Ltd has four directors: Adderson, Boon and two nominees of Blue Ltd,, the company that owns the other 50% of the issued shares in JV Investor. JV Investor has spent several million dollars on developing and new technology, but it is not going well. The chief operating officer of JV Investor sent a report to its directors explaining that there were cash flow difficulties, that rival technologies were emerging and that the prospects of JV Investor raising further capital by borrowing or further equity injections from AMGL or Blue were limited. At a board meeting attended by Boon and two Blue nominees, the directors resolve to enter into an agreement with German software firm to purchase some intellectual property that might assist the project. Adderson is away on holiday and does not attend the meeting. Have the directors (or any of them) breached their statutory duty to prevent insolvent trading by JV Investor?
If the directors of JV investor have breached their duty to prevent insolvent trading, what action (if any) can the German firm take against them? Assume that the debt owed to the German firm under the contract is unsecured.