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Ryan and Sean are shareholders and directors of Springfield Meadows Ltd (Springfield), a company that has developed land for a large trailer park. Springfield has
Ryan and Sean are shareholders and directors of Springfield Meadows Ltd (Springfield), a company that has developed land for a large trailer park. Springfield has 20 other shareholders. Ryan and Sean are approached by Louise, who wants to create a company whose business will be to lease trailers. Ryan and Sean are interested in participating as directors and shareholders in this new company, since this would be a good way to fill up some of the vacant sites at Springfield's trailer park. The new company is a big success, and Sean and Ryan receive impressively high dividends on a regular basis. Eventually, the other shareholders in Springfield learn about Sean and Ryan's new company and sue them for breach of their fiduciary duty. The shareholders contend that Sean and Ryan should have developed the opportunity to get into the trailer-leasing business for the benefit of Springfield and should not have taken that opportunity for themselves. Are Sean and Ryan in breach of their duty to act in the best interest of Springfield
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