You are a trainee solicitor at Lee & Partners. Your supervising partner has asked you to prepare a legal memorandum for Mr. David Chan, who was recently appointed as a director of Tech Solutions Limited, a private Hong Kong company specializing in software development.

Mr. Chan has approached the firm with the following situation:

The company is currently developing a new payment processing software. During a recent board meeting, Mr. Chan learned that one of the company's senior programmers has been secretly working on a similar software project in his spare time. The programmer plans to resign next month and launch his own competing business using this software.

Mr. Chan also discovered that this programmer had downloaded substantial portions of the company's source code onto his personal devices, allegedly for "working from home." The other directors appear reluctant to take action, as they fear negative publicity might affect ongoing negotiations with potential investors.

As a new director, Mr. Chan is unsure about his legal obligations in this situation and has sought advice on:

1. His duties and potential personal liability as a director in addressing this situation

2. What immediate steps he should take

3. His position if the board decides not to take action

Prepare a memorandum advising Mr. Chan on his legal position and recommended course of action.