Moving on to the director's blatant obstruction of normal company activity, and refusal to change, unless there is personal gain (blackmail..or extortion). This could be a criminal offence, if there is sufficient and clear evidence of the blackmail.. or extortion.
CRIMES ACT 1958 - SECT 87
(1) A person is guilty of blackmail if, with a view to gain for himself or another or with intent to cause loss to another, he makes any unwarranted demand with menaces; and for this purpose a demand with menaces is unwarranted unless the person making it does so in the belief—
(a) that he has reasonable grounds for making the demand; and
(b) that the use of the menaces is proper means of reinforcing the demand.
(2) The nature of the act or omission demanded is immaterial, and it is also immaterial whether the menaces relate to action to be taken by the person making the demand.
S. 87(3) amended by Nos 9576 s. 11(1), 49/1991 s. 119(1)
(Sch. 2 item 41), 48/1997
s. 60(1)(Sch. 1 item 65).
(3) A person guilty of blackmail is guilty of an indictable offence and liable to level 4 imprisonment (15 years maximum).
CORPORATIONS ACT 2001 - SECT 181
Good faith--civil obligations
Good faith--directors and other officers
(1) A director or other officer of a corporation must exercise their powers and discharge their duties:
(a) in good faith in the best interests of the corporation; and
(b) for a proper purpose.
Note 1: This subsection is a civil penalty provision (see section 1317E).