...Introduction Corporations need management. “Management of the corporation must be consistent with the objectives and powers of the corporation, and they owe duties to the corporation to manage it prudently in the best interests of the corporation and the shareholders as a whole” (Mallor, et al, 2010, p. 1047). Corporations are too large to have one or two people manage all aspects of daily operations. Instead, there are people who hold important positions within the corporation. Many people work together in different areas with specific duties to perform in order to keep the operation running smoothly. Directors and Officers of Corporations The board of directors manages the corporation. “The Board of Directors sets a corporation’s policy and direction, and is empowered to elect and appoint officers and agents to act on behalf of the corporation, declare dividends, and act on other major matters affecting the corporation” ( Corporate Structure, 2012 ). The board of directors is made up of a group of directors. Those people can be appointed or elected. The group works together to make decisions within the corporation. They are responsible for the well-being of the corporation. While making these decisions, directors have to treat all the shareholders equally, being honest and fair while practicing good judgment in management. “The duty of care requires a director to act with the same care that a person in a similar position under similar circumstances” (Kim, 2010). Before making any...
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...Duties of Corporate People BUS670: Legal Environment of Business Prof. Kim Stock-Foster Duties of Corporate People A corporation’s main goals are to achieve outstanding corporate profits and an increase in shareholder returns (Mallor, Barnes, Bowers, & Langvandt, 2010). However, these goals can not be accomplished with out the participation of a board of directors, officers, and shareholders. According to the corporate Director’s guidebook,”Directors are elected by the shareholders and have a duty to advance the interests of the corporation to the exclusion of their own interests” (Anonymous, 2011). Although shareholders are unable to manage the corporation, they put a board of directors in place to “manage the business and affairs of the corporation” and “delegate the day-to-day operation of the corporation to the officers” (Anonymous, 2011). According to Mallor, Barnes, Bowers, and Langvandt (2010), “Officers are appointed by the board of directors” (p. 1054), and must use their power to complete assigned tasks. Ownership of a corporation belongs to the shareholders. Shareholders have the task of ensuring that corporate managers are compliant with corporate statute and bylaws (Mallor, et al., 2010, p. 1083). The purpose of this paper is to present a detailed description of the duties of the board of directors, corporate officers, and shareholders within a corporation. This paper will also include an analysis of the difference between a policy held and...
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...Duties of Corporate People It is probably best to elaborate a little on what a corporation is before expounding on the duties of corporate people. A corporation is an organizational unit that is formed with the approval of the government and given the same legal rights as a real individual. A sole corporation comprises of a single person but an collective corporation is made up of a group of individual. This organization is approved to conduct business and/or other activities on behalf of the corporation such as issuing shares in an effort to increase capital or begin a business (Mallor, Barnes, Bowers and Langvardt, 2010). All corporations need someone to manage the business. While the shareholders assume shares in an organization, it is not customary for them to handle the business aspect of the corporation. A Board of Directors consists of individuals or members elected or appointed by the shareholders. This primal governing body performs as the entity; sets policies and guidelines; hold the power to appoint individuals as officers and safeguards the best interests of the corporation. This appointed body of individuals is charged to manage the company’s affairs and is ultimately accountable for the overall activities of the organization (Prado-Lorenzo & Garcia-Sanchez, 2010). Further responsibilities of the board encompass the “Duty of Care,” “Duty of Loyalty” and “Business Judgment Rule.” The most important of the three is the “Duty of Care” which defines that...
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...Within any corporation, an organizational structure must be maintained to ensure that the organization maintains itself within the governing documents of the state and of the corporation itself. Some of the most important people in the organizational structure include the board of directors and the officers of the corporation. However, these management personnel must also ensure that their actions are in line with the shareholders of the corporation, which typically are set out to increase profits. These three groups of personnel within an organization are important and their individual duties must be fully understood. Additionally, the differences between publicly held corporations and close corporations are important to examine alongside these duties. The first group of personnel to examine is the directors of the corporation. Many corporations establish a board of directors who have the authority to most any action according to the organizational governing documents. According to Mallor, Barnes, Bowers, & Langvardt "the board's authority includes not only the general power to manage or direct the corporation in the ordinary course of its business but also the power to issue shares of stock and to set the price of shares" (2010, p. 1049). The Board of Directors approval must be obtained for most, if not all, major changes to the organization to include any amendments to the articles of incorporation, mergers of the corporation, or dissolution of the corporation. In comparison...
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...Act 2001 points out that the company’s asset must exceed the liabilities immediately before the dividend is declared and the excess must be sufficient for the payment of the dividend. The company than went into liquidation after the dividend was paid. These issues will be discussed in further detail throughout the essay by examining the directors’ duty of care and the directors’ duty to not trade whilst insolvent and whether there is any breaches of these duties. These duties are set up to allow directors hold accountability and to minimize risk of wrongful or illegal behavior. Duties of a “Director” The term “director” is clarified under s 9 of the Corporations Act 2001, which states that “definition of a 'director' includes those appointed to the position of a director, an alternate director and those acting in the position even if not validly appointed. It also includes those persons in accordance with whose wishes the directors of the company are accustomed to act. With becoming a director, there is a scope of duty that is to be obliged by the directors within the fiduciary duties and statutory duties. Under common law, duties of a director or officer are; i) To act to...
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...Duties of Corporate People Duties of Corporate People Corporations are businesses that are seen as separate entities from their owners. Corporations have shareholders which can be privately or publicly held. To create a corporation where stockholders interest is looked after, a corporate hierarchy is established. This hierarchy is divided up into groups between ownership and management. Each group has a set of responsibilities and duties that must be carried out as part of the corporate process. Corporations are divided into three classes, for profit, not for profit, and government owned. For profit organization issue stock to shareholders who expect to earn a profit on their investment (James Mallor, 2010, p. 1010). Corporations can be large or small. Some for-profit organizations like, General Motors, is an example of a publicly held corporation. Publicly held organizations have shares that are available to the public. Other organizations have shares that are held closely. Close corporations have very few shares that are not available to the general public (James Mallor, 2010, p. 1010). Close corporations are held to the same rules as publicly held corporations under the law. There are a number of people critical to the corporate process. First, there are shareholders. Shareholders are the owners of a corporation. However, the business law text explains that traditionally, shareholders have no right to manage the business of the corporation (James Mallor, 2010, p. 1047)...
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...Key Features of Budget 2010-2011 CHALLENGES ! ! ! To quickly revert to the high GDP growth path of 9 per cent and then find the means to cross the ‘double digit growth barrier’. To harness economic growth to consolidate the recent gains in making development more inclusive. To address the weaknesses in government systems, structures and institutions at different levels of governance. OVERVIEW OF THE ECONOMY ! India among the first few countries in the world to implement a broad-based counter-cyclic policy package to respond to the negative fallout of the global slowdown. The Advance Estimates for Gross Domestic Product (GDP) growth for 2009-10 pegged at 7.2 per cent. The final figure expected to be higher when the third and fourth quarter GDP estimates for 2009-10 become available. The growth rate in manufacturing sector in December 2009 was 18.5 per cent – the highest in the past two decades. A major concern during the second half of 2009-10 has been the emergence of double digit food inflation. Government has set in motion steps, in consultation with the State Chief Ministers, which should bring down the inflation in the next few months and ensure that there is better management of food security in the country. ! ! ! CONSOLIDATING GROWTH Fiscal Consolidation ! ! With recovery taking root, there is a need to review public spending, mobilise resources and gear them towards building the productivity of the economy. Fiscal policy shaped with reference to the recommendations...
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...Business organizations need to have the moral duty that extend well beyond serving the interest of its owners or stockholders, and these duties consist of more than simply obeying the law. That way businesses have to stand up to their own actions. It is the belief that a business has moral responsibilities to stakeholders including employees, customers, vendors, the local community and society as a whole. With this concept understood, it remains that business organizations can conform and be successful while practicing ethical behavior. Which what makes the business stand out from others. With saying that let me explain Dell’s ethical procedures. The characteristics that underpin the soul of Dell include trust, integrity, honesty, judgment, respect, courage and responsibility. As these characteristics imply, Dell places great priority on honoring its commitment of excellence to one another as well as its many stakeholders. Dell prides itself in adhering to stringent standards of ethical behavior in every facet of its elaborate business structure. Known throughout the organization as the Soul of Dell, their shared global culture is built on a foundation of personal and professional integrity (Dell, 2008). As Dell employees, we are committed to acting responsibly, honestly and with integrity in all dealings with our suppliers, customers, partners, shareholders, government regulators and competitors. Dell is committed to working with socially responsible entities that comply...
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...HAVE A MORAL DUTY TO PUT THEIR CONSUMERS FIRST 1.0 Introduction Nowadays, Malaysia has become one of the develop countries in the world. Many new things have been developed and improved in terms of business administration, economy, facility, technology, culture, education system, and so on. All of these things have a significant relationship with the law. People or organization has the right to be protected and the law have been created to make people’s lives more comfortable and peacefully. Laws have been used to protect consumers for centuries. These laws have been designed in a variety of legal forms, including criminal law, tort, contract, intellectual property, etc. In addition to those laws that specify consumer protection and product liability as their primary concern, numerous other provisions have the effect of protecting the consumer, for example by streamlining the prosecution of fraud, protecting property or facilitating litigation. This study will examine the critically assess the view that businesses have a moral duty to put their consumers first. Legislation of consumer protection in Malaysia now is entering to the new era with the recent introduction of the Consumer Protection Act 1999. 2.0 Business moral duty and consumer protection 2.1 Business moral duty A duty is an obligation to act in a certain way. When the obligation is based on moral and ethical consideration, it is a business moral duty. Often we think about moral duties in term of rules...
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...committee of NIRC-ICAI/ICSI Member of Indirect tax faculties of ICAI/ICSI/ICWAI CA Bimal Jain Contents 1 2 3 Central Excise - Overview Central Excise Valuation Other Important Aspects 12/23/2011 2 CA Bimal Jain Central Excise - Overview Statutes: Central Excise Act, 1944 (CEA) Central Excise Tariff Act, 1985 (CETA) Central Excise Valuation (Determination of Price of Excisable Goods) Rules, 2000 (CEV) w.e.f 1/7/2000 Central Excise Rules (CER) Taxable Event and Liability for Excise duty-Entry No. 84 of List I (VII) Taxable Event Manufacture or Production of Goods in India Liability to Pay Arise on Removal of excisable goods from factory Basic conditions for levy of Excise Duty o Duty is on Goods i.e. must be movable and marketable o Goods must be excisable i.e. be mentioned in CETA o Ownership 12/23/2011 3 CA Bimal Jain Central Excise - Overview Excisable Goods S. 2(d) of CEA – Goods specified in Ist & 2nd Schedule to CETA as being subject to duty. Goods includes any article, material or substance, capable of being bought & sold for consideration & deemed to be marketable. o Excisable Vs. Non-excisable/ Exempted Goods o Goods – Immovable, P&M erected at Site Marketable – Capable of being sold UOI v. Delhi Cloth Mills - AIR 1963 SC 791 (SC 5 member Constitution bench) o Every thing that is sold is not 'marketable‘ o Marketability to be decided on the basis of the state in which it is produced as such o Mere mention in Tariff is not enough -...
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...the FDA and PAI. What they chose to do was to take advantages of loopholes in the law. In order to avoid seizure by FDA, phony juice were transferred from one warehouse to another, to foreign countries and overseas markets so that Beech-Nut was able to minimize its financial losses and get rid of legal sanctions. It’s not like flipping coins where you always have equal chances of getting caught or not caught by doing bad things. Meeting financial targets for a company is surely important to top executives, but more important is to make right decisions and judgments that align with their moral duty and obligation. Social responsibilities are sometimes confronted with a company’s benefits. It has an obligation to act to benefit society at large. For Anderson, he should behave as a responsible individual first rather than a CEO who only focuses on financial goals. It is also a duty for every individual or company to perform so as to maintain a balance between each other. Beech-nut is selling baby food to newly born babies. Parents instill great trust and expectations into Beech-nut’s products. Same cases also happened such as Sanlu Milk Company in China. Many babies died from Melamine contained in the milk powders. Business moral standards are facing crucial challenges in...
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...UNION BUDGET 2010-11 Impact Analysis UNION BUDGET 2010-11: Impact Analysis CONTENTS BUDGET AT A GLANCE ............................................................................................ 1 UNION BUDGET 2010-11 : A MACROECONOMIC PERSPECTIVE ........................ 2 - 3 SECTORAL IMPACT ........................................................................................... 4 - 23 CHANGE IN CENTRAL PLAN OUTLAY..................................................................... 24 RECEIPTS .......................................................................................................... 25-26 EXPENDITURE ................................................................................................ 27 - 28 KEY ECONOMIC INDICATORS (Absolute Values) ................................................... 29 KEY ECONOMIC INDICATORS (Percentage Change Over Previous Year) ............... 30 UNION BUDGET 2010-11: Impact Analysis BUDGET AT A GLANCE (Rs bn) 2009-10 Revised Estimates 1) Revenue Receipts 2) Tax Revenue (net to centre) 3) Non-Tax Revenue 4) Capital Receipts (5+6+7)$ 5) Recoveries of loans 6) Other receipts 7) Borrowings and other liabilities * 8) Total Receipts (1+4)$ 9) Non-Plan Expenditure 10) On Revenue Account of which, 11) Interest Payments 12) On Capital Account 13) Plan Expenditure 14) On Revenue Account 15) On Capital Account 16) Total Expenditure (9+13) 17) Revenue Expenditure (10+14) 18) Capital Expenditure (12+15) 19) Revenue Deficit...
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...Running Head: Peter Singer’s Beliefs 1 In reading his article “Famine, Affluence, and Morality” Peter Singer gives us a seemingly devastating critiques of our ordinary ways of thinking in regards to famine relief, charity, and morality in general. In the spite of this there are some very few people that have accepted, or at any rate acted on, the conclusions he has reached. In aspect of these facts one could possible say of Singer’s arguments, as Hume said of Berkeley’s arguments for immaterialism, that “ they admit of no answer and produce no conviction.” In which I believe that Singer’s considerations show that people should do what would be considerably more than most people would actually do, people do not establish Singer’s conclusions in their full strength or generality. So Singer’s arguments may admit to partial answers, and possibly once properly qualified may produce some conviction. In the article Singer argues that the people who live in affluent countries must radically change their way of life as well as their conception of morality, so that they will become committed to helping those that are in need. Singer begins by asking us to consider cases of famine, like that in Bengal in 1971, Singer argues that the majority of people have a moral obligation to donate all we can possibly to the famine relief, and seeing that the people were suffering tremendously and either the government nor the individuals was doing anything near what was required to help...
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...at 19:25 Date & Time of Removal of Goods 23-Aug-2014 at 1955 Mode/Terms of Payment Dated 23-Aug-2014 Dated 23-Aug-2014 Dated Despatch Document No. Destination Delhi Motor Vehicle No. VAT TIN : 07766906454 CST No. : 07766906454 Excise Regn No. : AAHCP4632MEM001 Buyer (if other than consignee) Premium Graphite Pvt Ltd F-26R,First Floor, Kalkaji, New Delhi-110019 VAT TIN : 07766906454 CST No. : 07766906454 AAHCP4632MEM001 Excise Regn No. : Sl No. 1 No. & Kind of Pkgs. 1 Description of Goods Machined Graphite Components Cavity Ele Hse266159 C008_d Excise Duty 12% ( Output) Education Cess 2% (Output) S & H Edu.Cess 1% (Output) CST @ 2.0 % Against Form"C" (8,207.00) 60 Days Tariff / HSN Classification 38019000 Quantity 1 pcs Rate 7,304.00 per pcs Amount 7,304.00 12 2 1 2 % % % % 876.00 18.00 9.00 164.00 Total Amount Chargeable (in words) : INR Eight Thousand Three Hundred Seventy One Only Amount of Duty (in words) : INR Eight Hundred Seventy Six Only Amount of Cess (in words) : INR Twenty Seven Only 1 pcs 8,371.00 Form to Receive : C Form Dt: VAT Declaration : We declare that this invoice shows the actual price of the...
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...BA 260 WEEK 6 BREACH OF DUTY, A+ Graded Tutorial Available At: http://hwsoloutions.com/?product=week-7-consideration Visit Our website: http://hwsoloutions.com/ Product Description BA 260 WEEK 6 BREACH OF DUTY, In the case of the Mississippi Beef Plant case, duty of loyalty was breached. Mr. Hall duties and obligation were to get the beef plant built and running based on the $22 million budget he estimated. This did not happen and initial estimated price rose to $55 million dollars upon completion. In this situation, the issue of self-interest arose in the form of Mr. Hall paying his family member nearly $45,000 dollars to act as a consultant on the project. Secondly, as a means of providing and supporting his family, and maybe for financial gain, Mr. Hall also gave $269,000 or fraudulent obtained grant money to other family members. To make matters worse, Mr. Hall also had the construction company building the beef plant to pay him a 1% consulting fee totaling $173,130 and allegedly had the same construction company to perform nearly $20,000 in work on his personal home. According to the article, nearly $270,000 in false invoices were submitted to the Mississippi Development Authority and Community Bank for equipment and other items and demanded more than a $87,000 payment for several other miscellaneous items. In the end, the plant only functioned for several months and shortly afterwards, Mr. Hall defaulted on the $35 million loan and the bank and the state were...
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