On the other hand Juliette could also argue that the board did not make any

On the other hand juliette could also argue that the

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relying on Juliette convincingly passionate speech. On the other hand, Juliette could also argue that the board did not make any proper inquiry regarding to her decision. But the board could also mention the reason behind the facts that Juliette has been “right most of the time”, that why they were not asking further questions. Section 191 “Disclosure of Material Personal Interest” Under s.191(1) CA, the law stated that a director of a company who has material personal interest must disclose to other directors as soon as practical after conflict of interest. Juliette has a brother who is the managing director of other company that run business in the same field as Sumo Ltd. Juliette should have mention about that to other directors at all but she did not. On the other hand, the law under s.191(1) CA also mentioned that it not applicable to single director company. s.191(1) could be her defence mechanism. But the facts did mention about board of directors. Therefore, she has also been breached of s.191(1) CA.
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Section 195 “Restrictions on Voting” s.195(1) CA apply to directors of public companies only. The law stated that a director of a company who has a material personal interest of a matter that are being discussed at a board meeting must not be present that board meeting; or vote on that matter. Under s.195(1A) CA, the law said that s.195(1) CA does not apply if the directors get approval under ss.195(2) CA or 195(3) CA from other directors or ASIC or else the interest does not need to be noticed under s.191 CA. These could also be Juliette defence mechanism under those conditions. But neither of these law support Juliette. She has been breached of s.195(1) CA, because she did attend the meeting where there was a discussion about the matter that she did not disclosure to other directors. Furthermore, she also provided a convincingly passionate speech as to why the board should vote on the rugs and carpets that lead the board to accept rugs and carpets business rather than timber flooring project. Therefore, she also has been breach of ss.195(2) CA and 195 (3) CA. Sections 179, 185, and 193 “Overlap between Statutory Law and Common Law” The law under ss.179, 185, 193 recognise the overlap between statutory law and common law. Which means both statutory law and common law are important and effective at the same time of application. Conclusion In conclusion, Juliette has been breached directors’ duties under ss.180(1) CA, 181 CA, 182 CA, 183 CA, 191 CA, 195 CA. Breaching of ss.181 CA, 182 CA, and 183 CA also lead to the breach of ss. 184(1) CA, 184(2) CA, and 184(3) CA. She also has been breached of directors’’ duties under common law such as duty of good faith which includes duty to act bona fide in the best interest of the company, duty to act for proper purposes, and duty to avoid conflict of interest; and duty of skill, care and, diligence. ss.179, 185 and 193 recognise the overlap of statutory law and common law. In that case, both laws mentioned above are all applicable to apply to Juliette. She also has no defence.
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