Question 2 In Australian Securities and Investments Commission v Healey [2011] FCA 717 Justice Middleton held: 'A director is an essential component...

Question 2 In Australian Securities and Investments Commission v Healey [2011] FCA 717 Justice Middleton held: ‘A director is an essential component of corporate governance ... The role of a director is significant as their actions may have a profound effect on the community, and not just shareholders, employees and creditors.’

(a) With reference to the quote above, and relevant precedents studied in this course, discuss to whom do directors owe their duties? Note: for this part of the question, do not discuss the facts or decision in this case.

(b) With reference to the case above, discuss the legal basis for the liability imposed on the directors and officers of the company.