Assignment title: Information

You are expected to consult both primary material (e.g. case law, statute) and secondary sources (e.g. journal articles, academic books). Any internet sites consulted must be relevant to the topic and should be from academic and Australian legal websites (e.g. ASIC website or Law Reform Commission). DO NOT copy material from websites or other sources without proper acknowledgement of the source. Your essay must conform to normal academic essay requirements and include a clear introduction and overall argument.Quentin is a non-executive director on the board of the Rotweil Merchant Bank Ltd. Cool Partners is a financial consulting firm which has had dealings with Rotweil. Mark is a partner of Cool Partners and is also a non-executive director of Rotweil. Cool Partners has proposed a permanent consulting role with Rotweil which would generate huge fees for Cool. Mark is a vocal advocate for the proposal and lobbies his fellow directors to accept the deal. While the other directors know that Mark is a partner of Cool, they are not told that Mark will be paid an extra commission if the consulting deal is approved. Quentin's role on the board of Rotweil has been fairly insignificant as he is not considered to be 'in the club' by the other directors. He is suspicious of Mark but believes that whatever he says will be ignored by the other directors and his vote will not change the decision. Quentin does not turn up for the board meeting at which the decision is to me made and, not surprisingly, the other directors vote in favour of approving the consultancy. Quentin and Mark now seek your advice regarding any potential breach of directors' duties. You should consider: (i) The duties attaching to the office of director. [3 marks] (ii) Distinguish between executive and non-executive directors.[3 marks] (iii) Quentin's potential breach of the duty of care and diligence. [3 marks] (iv) Mark's potential breach of his equitable duties. [3 marks] (v) Consequences flowing from breaching these duties. [3 marks] PART B 15 MARKS The separate legal entity theory for corporation involves the notion of a corporate veil. Is the protection provided by the corporate veil justifiable and adequate? In answering Part B you are expected to consult both primary material (e.g. case law, statute) and secondary sources (e.g. journal articles, academic books). Any internet sites consulted must be relevant to the topic and should be from academic and Australian legal websites (e.g. ASIC website or Law Reform Commission).