Lin is the managing director of A LTD . She is seeking your advice in relation to payment for work which A undertook for a company called B ltd.
Alex is a non-executive director of B.
A was engaged by Alex to refurbish a factory that her company uses for manufacturing .
The agreed price for refurbishing the factory was $100,000.
Before signing the contract to undertake the work, Lin checked the ASIC register and noticed that Alex was listed as a non-executive director (but was not otherwise listed on the register). Lisa questioned Steven, the Chairman of Colourful Toys about this. Steven responded,
Don't worry Lin, Alex always engages contractors???on behalf of the company.
The contract was signed by Alex on behalf of Colourful Toys and the work performed.
However, the board of directors at Bs has now rejected A LED' request for payment for the work on the grounds that it did not authorise the work and there is no formal authority for the work.
Please advise A Pty Ltd whether Celeste has authority to sign contracts on behalf of B and whether B will be bound by this contract under the Corporations Act!
Please answer this question before the deadline of the time ;
IT is use corporation ACT 2001, au
I want to know
What is the most important issue of this question I means how could I explain Lin could behalf of A
Could I argue based on shadow director? IS Lin is a shadow of her company? but Lin is already a non executive director
if Lin is not a shadow director, what is the most important to consider?
director of good faith?
What evidence could I use about she could behalf the company or not?