SUBJECT: CORPORATE LAW

QUESTION 1 Uda and his wife, Dara, form a new company named UDARA Son. Bhd for the business of retailing electronic parts. In order to raise cash for the business, Uda enters into a contract to sell his house to Joe for RM 150,000. Duda, who has always admired the house, approaches Uda and makes him an offer of RM170, 000. Uda transfers ownership of the house to UDARA Son. Bhd, and on behalf of the company, sell the house to Duda. Advise Joe whether he may claim for specific performance of the contract against Uda as well as UDARA Son. Bhd. (25 Marks) QUESTION 2 Tee Poo is a director of Sinar Sdn Bhd. He is always involved in the negotiation of contracts on behalf of his company. On one occasion, he was personally offered a contract which he was negotiating on behalf of the company where he stood to make a large profit if he agreed to accept the offer. Tee Poo who was interested to take up the offer resigned from the company and formed a new company. The new company was incorporated specifically to undertake the contract. Sinar Sdn Bhd has now found out about this matter and wants to bring action against Tee Poo. Discuss the breach of duty if any, committed by Tee Poo and if so, what are the remedies available to the company against him. (25 marks)