Q.1. Dave is a director of ABC Pty Ltd and has entered into the following contracts. Discuss whether he has bound the company into them:

Contract 1: He enters into a contract to buy 100 laptops. The companys constitution clearly states that directors do not have the power to order any computer equipment.

Contract 2: Dave deals with XYZ Ltd and he has repeatedly told them that he is the Managing Director of the company, though he has never been formally appointed as such. The members of ABC Pty Ltd are fully aware that Dave does this and have done nothing to correct it.

Contract 3: The company was under a threat of being taken over. Dave issued more shares to existing shareholders in order to block the takeover.

(Describe the operation of the Australian legal systems and processes relevant to corporations and trust law including basic principles, current statute, common law and equitable principles).

Q. 2. Seeking Advice: Edward is the sole director of his company, EWD Pty Ltd. He believes there may be reasonable grounds to suspect that EWD Pty Ltd may be in financial difficulty. From whom should Edward seek advice and what should he consider in obtaining this advice?