Question
Senyum Selalu Sdn Bhd has 4 directors, namely Arun, Bachan, Cindy and Dinah and they are a printing press company. The articles of association of
Senyum Selalu Sdn Bhd has 4 directors, namely Arun, Bachan, Cindy and Dinah and they are a printing press company. The articles of association of the company requires all directors to acquire and hold a minimum of 10,000 shares in the company. Last week Arun sold off all his shares in the company. Two days ago he had entered into a RM500,000 contract on behalf of the company with a third party. Cindy and Dinah are not happy with this contract. They claim that Arun is disqualified and that the contract he entered is not binding on the company. Further the Accountants of Senyum Selalu have recently discovered that there has been a contract given to Muram Sdn Bhd, for RM1 million for the supply of paper, which is owed by Bachan. This information was not disclosed to the Board of Directors. Required: (a) Explain whether Arun is disqualified to act as a director of the company
[5 marks] (b) Advise what are the breaches that Bachan has committed and whether Senyum Selalu Sdn BHd can sue him for the same [20 marks] [Total: 25 marks]
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