Subject Corporate law

The Circus Industry Employees Superannuation Trust (the Trust) is an institutional shareholder of Xyogen Ltd, a listed pharmaceutical company that has developed a new vaccine, ClonaX. ClonaX is one of the vaccines approved by the World Wellness Organisation (WWO) to protect human beings from a highly contagious and devastating virus circulating in every country on earth. Xyogen has already signed some lucrative contracts to either manufacture and distribute the vaccine or to licence the manufacture of the vaccine in developed countries. Based on these contracts, Xyogen has recouped all development costs of the vaccine as well as made a substantial profit. The Trust believes that the company should provide significant quantities of the vaccine free of charge to citizens of poorer countries once all current contracts have been fulfilled.

Required: (a) Explain whether an institutional shareholder would have any legal power or other means to influence a company to take this action;

and (b) If the board of directors of Xyogen Ltd did agree to take this action, would they be at risk of a breach of the duty to act in bona fide in the best interests of the company