Question 1

Truck Hire Pty Ltd (Truck) is a company that hires out large machinery. Since January 2020 the company has been in a difficult financial position. The Board of Truck have passed a resolution to sell some of the assets to reduce their debt.

Sally and Tom are two shareholders of Truck, they obtained a valuation report that shows the assets have been sold off at a significant undervalue in breach of s 180 of theCorporations Act2001 (Cth).

Advise Sally and Tom whether the court will grant them leave to bring a statutory derivative action under ss 236/237 of theCorporations Act2001 (Cth).

Question 2

With reference to relevant provisions of theCorporations Act2001 (Cth), explain the differences between unfair preferences and uncommercial transactions.