You should refer to relevant sections of Corporations Act 2001 (Cth) and any relevant precedents.

Question 1:

Justine is a non-executive director on the board of Cheatem Bank Ltd. Slick Partners is a financial consulting firm which has had dealings with Cheatem. Tyler is a partner of Slick Partners and is also a non-executive director of Cheatem.

Slick Partners has proposed a permanent consulting role with Cheatem which would generate huge fees for Slick. Tyler is a vocal advocate for the proposal and lobbies his fellow directors to accept the deal. While the other directors know that Tyler is a partner of Slick, they are not told that Tyler will be paid an extra commission if the consulting deal is approved.

Justines role on the board of Cheatem has been insignificant as she is not considered to be in the club by the other male directors. She is suspicious of Tyler but believes that whatever she says will be ignored by the other directors and that her vote will not change the decision. Tyler does not turn up for the board meeting at which the decision is to be made and, not surprisingly, the other directors vote in favour of approving the consultancy.

Required:

Craig is a disgruntled shareholder of Cheatem and has consulted you for your advice in relation to ALL breaches by Justine and Tyler of their duties as directors?