Carol worked for Win Pte Ltd (‘Win’) for 20 years. She was personal assistant to Jack, the chief executive officer and chairman of Win. Over the years, Jack rewarded her with small numbers of shares in Win. To date, Carol owns 2% of the shares in Win. Jack recently hired Jill as the company’s information technology (IT) manager. Jill could not get along with Carol. Jack took Jill’s side and asked Carol to resign from the company. Carol knew that Jack had made some mistakes in the past. First, he hastily purchased a new IT system without evaluating what other systems there were in the market and the new IT system turned out to be an expensive failed experiment. Second, he did not attempt to recover a substantial amount of debts owed by Win’s customers. After Carol resigned, she wrote a letter to the board of directors of Win to ask them to sue Jack to recover the losses he caused Win to incur. The board of directors ignored her letter.Required:In relation to the law on minority protection, discuss the option available to Carol under the Companies Act (Cap 50), which allows her to bring an action against Jack in Win’s name.Note: Please omit any discussion of breach of directors’ duties. (10 marks)
