PROPERTY OF
Contact details:
VarsityTimes
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https://t.me/varsity_times
• Personal and unique assignments.
• Help with a specific question. +27 79 813 2475
PREVIEW:
QUESTION 1
Under the Companies Act 71 of 2008, directors owe fiduciary duties to act in good faith
and in the best interests of the company (section 76(3)). In the case of Lerato, her conduct
raises issues of conflict of interest and misappropriation of a corporate opportunity.
According to section 75(5), a director must disclose any personal financial interest in
matters before the board, and section 76(2)(a) obliges directors to avoid using their
position or information gained in their capacity as director to gain advantage for
themselves or another person, or to knowingly cause harm to the company.
In Robinson v Randfontein Estates Gold Mining Co Ltd 1921 AD 168, it was held that a
director who acquires a business opportunity that properly belongs to the company, even
after resignation, can still be held liable for breach of fiduciary duties if their resignation
was prompted by their desire to appropriate that opportunity. Similarly, in Canadian Aero
Service Ltd v O’Malley (1974) SCR 592, the Supreme Court of Canada held that senior
officers who resigned to take up a contract for themselves, which they negotiated while in
office, breached their fiduciary duty. South African courts consider these precedents
persuasive under common law and the Act.
Disclaimer:
The materials provided are intended for educational and informational purposes only. They
should not be submitted as original work or used in violation of any academic institution's
policies. The buyer is solely responsible for how the materials are used.
Contact details:
VarsityTimes
Feel free to contact us if you need:
https://t.me/varsity_times
• Personal and unique assignments.
• Help with a specific question. +27 79 813 2475
PREVIEW:
QUESTION 1
Under the Companies Act 71 of 2008, directors owe fiduciary duties to act in good faith
and in the best interests of the company (section 76(3)). In the case of Lerato, her conduct
raises issues of conflict of interest and misappropriation of a corporate opportunity.
According to section 75(5), a director must disclose any personal financial interest in
matters before the board, and section 76(2)(a) obliges directors to avoid using their
position or information gained in their capacity as director to gain advantage for
themselves or another person, or to knowingly cause harm to the company.
In Robinson v Randfontein Estates Gold Mining Co Ltd 1921 AD 168, it was held that a
director who acquires a business opportunity that properly belongs to the company, even
after resignation, can still be held liable for breach of fiduciary duties if their resignation
was prompted by their desire to appropriate that opportunity. Similarly, in Canadian Aero
Service Ltd v O’Malley (1974) SCR 592, the Supreme Court of Canada held that senior
officers who resigned to take up a contract for themselves, which they negotiated while in
office, breached their fiduciary duty. South African courts consider these precedents
persuasive under common law and the Act.
Disclaimer:
The materials provided are intended for educational and informational purposes only. They
should not be submitted as original work or used in violation of any academic institution's
policies. The buyer is solely responsible for how the materials are used.
