In 2007 Entice Ltd was offered a series of short documentaries by Jason, an up and coming producer. Bill and Cass are two directors of Entice Ltd. They both recommended that the board of directors reject the offer on the grounds that the documentaries would not be profitable. Moreover, Cass, who was also artistic director, had voiced her opinion that the documentaries were not fashionable enough and that Jason’s style was not sufficiently marketable. After the Board had turned down the offer, Jason approached Bill personally and persuaded Bill to buy the documentaries. Bill did so sympathetic to Jason''s difficulties in marketing the documentaries and he bought the documentaries for his own enjoyment. Shortly afterwards, Jason became very famous and his documentaries were in serious demand. Bill sold some of the documentaries and made a substantial profit. It was also obvious that Cass had made a serious and negligent error of judgment in assessing the market and artistic worth of the documentaries. It however emerged that Jason would not have sold the documentaries to Entice if he found out that Entice was also promoting the films of his rival, Kew. In another Board meeting, the directors decided not to declare any dividend. In fact no dividend had ever been declared since the company was set up 4 years ago. The reasons given by the Board were that with profits were down as a result of the failure to buy Jason''s documentaries, and directors'' remuneration had amounted to more than £300,000 for that year and a sum of £50,000 was paid to a former director, to secure his early vacation of office. At the same meeting, the directors made and presented a special solvency statement before the Board. The special solvency statement was signed by all the directors but Bill was unsure about the actual solvency of the company given recent events. The solvency statement was made to support a resolution to reduce the share capital. The company undertakes to repay 10% of the preference shares and to effect repayment by allotment to the preference shareholders of a corresponding percentage of unsecured loan stock. That would convert those preference shareholders into debenture holders. Last month, the Board decided to branch into the adult entertainment industry despite statements in the memorandum and articles that the company is committed to “high quality serious films”. Debbie and other minority shareholders are most unhappy about this. Discuss and advise Debbie on the issues raised with particular emphasis on the Companies Act 2006. Relevant Case Law and materials should be discussed. Identification of issues and legal principles should be clearly made. Reference should be made to the new Companies Act 2006 (as if fully introduced) Referencing in footnote format up to 3500 words (At least 3250 words) Needed by the 10th or maximum 11th of april. 1985 Company Act should not be applied and they should focus on the new with regards to the relevant case LLB degree level. 2:1 required