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Questions (a) What are the sources of directors’ duties? Discuss the parties that can enforce a breach of directors’ duties. (5+10 marks) (b) Sharon is a director of MegaSoft Pty Ltd. He is also a partner in Star Advertising Agency. Sharon was one of the directors of MegaSoft Pty Ltd who voted in favour of giving MegaSoft Pty Ltd’s promotional and advertising work to Star Advertising Agency. Sharon did not disclose his interest in Star to the other directors of MegaSoft. Deidre, another director of MegaSoft, told her assistant to register the IP for the software, but was in a rush that day to catch her flight to go on a Gold Coast holiday and did not follow up on the IP registration. The assistant in the meantime registered the IP in her own name and set up her own company. As a result, MegaSoft has lost $1 million dollars in revenue. Using relevant legislation and case examples to support your arguments, advise Sharon and Deidre what they have each done wrong (if anything) and the possible consequences they may face at common law and under the Corporations Act 2001 (Cth). (15+10 marks).

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