...Democracy Mukulika Banerjee A s India is hailed as the next superpower, do its political credentials stand up to scrutiny? Is its record on governance and development up to the challenge of its newfound reputation? India has been a democracy for over six decades. In this time it has achieved some remarkable successes but also failed in significant ways. While economic growth has been rapid over recent decades, this has not translated into greater welfare for the majority of the Indian population. Despite being severely critical of its politicians, the electorate however remains enthusiastic in its political participation, especially at elections. In 1947, when India gained her independence from colonial rule, the choice of parliamentary democracy and a universal franchise for such a poor, vast and largely illiterate nation was considered foolhardy by many observers, at home and abroad. Nevertheless the first general election was held with great rigour, enthusiasm and success in 1952. In the meantime, a Constitution reflecting the political and ideological goals of the new nation had been adopted. It was authored by the Constituent Assembly made up of 299 members who represented the enormous class, religious and linguistic diversity of India’s population and who after much debate and deliberation set out the framework for India’s future as a republic and parliamentary democracy. Enshrined within it were the principles of the separation of powers, a universal...
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...GMI (Governance Metrics International) for MINDTREE Research Methodology GMI rating criteria are based on securities regulations, stock exchange listing requirements and various corporate governance codes and principles. Among the latter are principles promulgated by the OECD, the Commonwealth Association for Corporate Governance, the International Corporate Governance Network and the Business Roundtable. In addition, we have sought the views of various corporate governance and legal advisors, institutional investors, corporate officers and company directors, and utilized the combined experience of the founding partners.This endeavor has produced a set of hundreds of metrics structured in a manner that can only produce yes, no or not disclosed answers. In this way we have attempted to eliminate a large degree of subjectivity to answer these metrics from official company filings with securities regulators and stock exchanges. The GMI research process starts with a review of all pertinent public data, including regulatory filings, company websites, news services and other specialized websites. All data collected by GMI are entered into a relational database. Once the research template answers have been compiled and have been subjected to various quality control checks, data entry reports are sent to each company in our universe for a final accuracy check. After any company adjustments are made the data are locked and GMI runs a scoring model that calculates and assigns ratings...
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...Assignment Word Count (including footnotes):1997 Due Date: 16/4/2012 Name of Tutor: Michael Duffy Name of Unit: Corporation law Question 1 (a). Issue: can shareholders force the company comply with the replaceable rule and clause2.1? Under s134, a company’s internal management may be governed by provisions of the Corporations Act that apply to the company as replaceable rules, by constitution, or by a combination of both. Orchard Downs Pty ltd’s internal management is governed almost exclusively by its own constitution. The only replaceable rules it uses are the replaceable rule in s201G and the replaceable rule in s203C. In this case, Norm, Sean and Anne are the only shareholders of Orchard Downs Pty Ltd. They received a letter informing them that the board had appointment Betty as a director without holding a general meeting. The shareholders were all unsatisfied with appointment of Betty. However, the board of directors told them that as s201G was a replaceable rule, they were not obliged to comply with it. Under s135(3), a failure to comply with applicable replaceable rules is not of itself a contravention of the Corporations Act. However, the constitution and replaceable rules have effect as a contract. Hence, the shareholders can sue the company breach the contract. Section 140(1)(a) provides that a company’s constitution (if any) and replaceable have effect as a contract between the company...
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...Company Law Assignment Tak Wing Ho Alvin Part A 1.The concept of corporate personality Corporate Personality refers to a legally established company, which itself is authorized by law "person", in addition to the company itself, it does not belong to any individual, group. In other word, the company is a legal entity separate from its members. The company was established by law, will be awarded on a legal independent personality, the company became an independent entity and its members are independent of personality, which is the basic content of corporate personality. Accordingly, an independent company with its own name, in recognition of its independent existence Subsidiary refers to a company certain amount of shares of another company controlled by or pursuant to the agreement is actually controlled by another company, dominated. A subsidiary of an independent legal entity, with all his property, his own company name, articles of association and the board of directors, in their own name to carry out business activities, are engaged in various civil activities, independent bear all the consequences and responsibilities arising from corporate actions, but major decisions involving the interests of the company or major personnel arrangements, still determined by the parent company. Although the subsidiaries controlled by the Evergreen Co. Ltd. , but legally independent subsidiary companies still have legal status. It has its own name...
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...Student’s Name: Institution of Learning: Instructor’s Name: Course Name: Research Paper, Journalism, mass media and communication Big data tactics In recent times, the world is experiencing a data revolution especially in the fields of marketing, politics health and sports just to mention a few. In essence, scientist and journalist are trying to present the world to the ordinary citizen in terms of data. Therefore, one is left to wonder how this vast amount of data is analyzed. In addition, what models are being used to analyze such data and what is their accuracy. More so what assumptions are made when analyzing the figures? When these factors are keenly considered, there emerges an ethical issue that surrounds the whole process. For example, are the figures being used to forecast or tell the true position of an issue or are they being used as tolls to manipulate people. Advertisers and users of advertisements have embraced on the help availed by the use of big data tactics. A good illustration to this is the campaign teams’ especially for political career. Many politicians have found the use of opinion polls helpful because they are able to manipulate them. In such a case, the users of such polls (voters) are deceived to believing that a given candidate is well ahead of other opponents (Fahy 1-2). To conclude, the role being played by big data tactics is enormous and helpful to advertisers or sellers. However, when used for personal gain thus hiding the true position...
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...Slovenia, the question of selecting the right electoral system was on top of the political agenda. Slovenia, that just had socialist period of the past, when there was “voting without elections”, looked for ways to obtain a stable political system and chose the model, used by the developed countries of Western Europe. The choice to use proportional system has lead to multi-party system and effective governance. According to the reports by Freedom of House, the country is placed very highly with respect to its overall level of democracy, while the level of competition is above the global average. This proves us once again the validity of Lijphart’s theory, that claims that proportional electoral systems lead towards greater long-term democratic stability in deeply-divided plural societies. To begin with, the electoral system concerns multiple aspects of electoral law and its most basic characteristics, defined clearly in Patterns of Democracy, are the ballot structure, determining how voters can express their choices, the electoral threshold, or the minimum votes needed by a party to secure representation, the electoral formula, determining how votes are counted to allocate seats, and the district magnitude, referring to the number of seats per district. Slovenia's electoral formula is a proportional system of voting, that also includes a subsidiary type. The National Assembly, the parliament chamber, has 90 deputes, that are elected for a four year term through equal, direct...
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...CORPORATE OWNERSHIP IN LATIN AMERICAN FIRMS: A COMPARATIVE ANALYSIS OF DUAL-CLASS SHARES Luiz Ricardo Kabbach de Castro Rafel Crespi i Cladera Universitat de les Illes Balears Ruth V. Aguilera University of Illinois at Urbana-Champaign We assembly new data on dual-class firms in Latin America and analyze the relationship between the largest shareholder characteristics and its decision to leverage voting rights. First, we describe who are the largest shareholders in Latin American firms. Second, we find that both the type and origin of the largest shareholder, together with firm- and country-level characteristics, are important determinants to explain the decision to separate voting from cashflow rights. To tackle the determinants of ownership in Latin American publicly listed firms has both managerial and policy implications because the largest shareholders are those in charge to define business strategies and the allocation of firms’ resources. Key words: Corporate ownership; dual-class shares; voting rights; cash-flow rights; Latin America. 1 INTRODUCTION Most of the analysis of the Modern Corporation has focused on the conflicts of interest between managers and owners. Yet, recent literature, extending the discussion of the classic ownermanager conflict, adds minority versus majority shareholders conflict where more concentrated ownership structures takes place (La Porta, López-de-Silanes, & Shleifer, 1999; Villalonga & Amit, 2009; Young, Peng, Ahlstrom, Bruton,...
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...the control by corporations has influenced how Nat, Sam, and their parents act as citizens within their collapsing society. Governing bodies in Pills and Starships do not function in the manner they do in current societies. In Nat’s world, the service corporations have taken over as the main and only form of government. Corporations rule over all aspects of the society. When trying to describe the corps, Nat says that they, “along with the energy and food and water corps, are either instead of government or just run it themselves” (20). The people in this society still are voting for their leaders, undoubtedly to create an illusion of democracy because they choose their leaders mainly based upon their appearance in their vids and soundbites on face. The corps likely display their most pleasing members over the campaign vids to construct a sense of transparency within the government. Nat declares that voting is like “[choosing] the brand that fits you best” (20). Governance no longer concerns which political party will suit the nation best, but rather which marketing technique can brainwash the most citizens. The corps, however, operates mostly unseen by the public. But the everyday lives of these citizens are fully under the control of the service corps. As Nat begins her journaling, the evidence of how omnipotent the futurist governing body, the service corporations, is written about in a few ways. The tipping point has made the corps focused mainly on reducing carbon emissions...
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...CHAPTER 1 ANSWERS TO QUESTIONS 1. Internal expansion involves a normal increase in business resulting from increased demand for products and services, achieved without acquisition of preexisting firms. Some companies expand internally by undertaking new product research to expand their total market, or by attempting to obtain a greater share of a given market through advertising and other promotional activities. Marketing can also be expanded into new geographical areas. External expansion is the bringing together of two or more firms under common control by acquisition. Referred to as business combinations, these combined operations may be integrated, or each firm may be left to operate intact. 2. Four advantages of business combinations as compared to internal expansion are: (1) Management is provided with an established operating unit with its own experienced personnel, regular suppliers, productive facilities and distribution channels. (2) Expanding by combination does not create new competition. (3) Permits rapid diversification into new markets. (4) Income tax benefits. 3. The primary legal constraint on business combinations is that of possible antitrust suits. The United States government is opposed to the concentration of economic power that may result from business combinations and has enacted two federal statutes, the Sherman Act and the Clayton Act to deal with antitrust problems. 4. (1) A horizontal combination involves...
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...Business Associations Outline 1. Agency a. Creating the Agency Relationship i. agent and principal enter into an agreement (not required to be in writing....no K required) in which the agent acts on the principal’s behalf in entering K’s etc…. 1. if done within the scope of the agency (enter into K, etc…) anything done by the agent is binding on the principal 1. principal may be liable in K, tort, property, etc…. (Vicarious liability) ii. question of agency is a factual matter to be determined as a “matter of fact” b. Res 3d Agency 1.01 (definition of “Agency”) i. Agency relationship created when (First Question to ask when dealing with agency) 1. The principal manifests assent to have the agent act on the principal’s behalf and under the principal’s control; and 2. The agent manifests assent or otherwise consents so to act 1. When agency exists the principles of attribution bind’s the principals to agents dealings with third parties 2. manifestation need not be by words (spoken or written), it may be created by conduct/actions i. Agent rx believes that Principal has manifested assent, and has rx accepted ii. (Notes….Legal Consequences of Agency) 1. Inward Looking Consequences: relate to the relationship between the principal and the agent and are largely governed by the contracts between the parties and by the law of fiduciary duties 2. Outward Looking Consequences: relates to the relationship among the principal, the agent, and a third party and are governed...
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...Introduction Institutional investors have become predominant players in the stock market, and their influence has been growing steadily in recent times. Due to their large shareholdings it is perceived that institutional investors can leverage their position and act as watchdogs against corporate abuse. There are however several practical considerations which serve as disincentives to shareholder activism. The assertion that institutional investors have the potential and the incentive to contribute towards improving the corporate governance regime of their respective portfolio companies is a contentious issue. Some commentators on this subject have made a positive assessment of shareholder activism but empirical findings give a checkered history of the efficacy of such institutional investor activism thereby casting a shadow of doubt on the role of institutional investors in corporate governance. The analysis of divergent theories on the incentives and disincentives governing the behaviour of institutional investors in this regard becomes pertinent. The questions that are sought to be addressed in this paper are as follows - a. What are the various incentives and disincentives to shareholder activism among institutional investors? b. What are the techniques which may be employed by institutional investors to monitor the companies in which they invest? c. What are the reasons behind shareholder passivity? Is this apathy rational in the context of institutional...
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...Professor of Finance and Accounting at School of Economics, Management and Accounting of University of São Paulo (FEA/USP). Tel: (+55) 11 5054-1888. e-mail: alexfea@usp.br (contact author). b Professor of Finance at Mackenzie Presbiterian University. Tel: (+55) 11 3871-2689. e-mail: lucasayres2002@gmail.com. Corporate Governance Quality and Firm Value in Brazil Abstract This paper investigates the influence of corporate governance quality on market value of 154 Brazilian listed companies in 2002. In order to obtain a proxy for corporate governance quality, a broad governance index was built. The investigation was carried out through different econometric approaches in increasing order of complexity, including multiple regressions by Ordinary Least Squares (OLS), instrumental variables approach and systems of simultaneous equations. The results obtained in all econometric approaches show a positive and significant influence of corporate governance quality on firm’s market value. OLS results with market value variables Tobin’s Q and PBV multiple suggest that, ceteris paribus, a worst-to-best change in governance quality would result in a market capitalization increase of around 85% and 100%, respectively. The paper also finds evidence of corporate governance variable endogeneity and proposes different instruments for estimation by instrumental variables approach. Moreover, results by simultaneous equation approach indicate a relation of...
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...Effective Decision Making Abstract Managers judge the effectiveness of decision in terms of quality, timeliness, acceptance, and ethical appropriateness. The decision-making process is improved though creative problem solving and brainstorming. They way managers frame problems significantly affect the outcome. The effectiveness of a decision depends on cognitive biases and organizational barriers. Effective leader communicate well and motivate others. Managers match a leadership style with a preferred style for the situation. They develop a range of leadership styles and adapt to different situations. Quality, timeliness, acceptance, and appropriateness are components of decision-making. Transformational leaders have vision that guides and motivates them to higher goals. They motivate other to a higher level. Super leaders go a step further by helping others realize and maximize their abilities. Charismatic leaders motivate followers to make significant changes. Decision-Making Skills The effectiveness of a decision depends on factors such as the characteristics of the decision maker, various cognitive biases, and organizational barriers. In decision-making, managers vary in the amount or information, skills, or experience they have. They use different styles in making decision. Some focus on the details of a situation and compile them into a sensible decision. Others rely on their intuitive sense about a situation or focus on the “big picture.” Due to the complexity and...
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...Benefits of Good Corporate Governance to a Corporation: Culture within the organization and industry improves, Shareholder confidence improves, Companies that are seen as well governed get a premium for their stocks, Creation and enhancement of a corporation’s competitive advantage, Enabling a corporation perform efficiently by preventing fraud and malpractices, Providing protection to shareholders’ interest, Creates additional shareholder value over time, Enhancing the valuation of an enterprise, Ensuring compliance of laws and regulations Good Corporate Governance: National Interest, Political Non-alignment, Legal Compliances, Rule of Law, Honest and Ethical Conduct, Corporate Citizenship, Ethical Behavior, Social Concerns, Corporate Social Responsibility The Treadway Report: published in 1987 highlighted the need for a proper control environment, independent audit committees and an objective internal audit function and called for published reports on the effectiveness of internal control. Cadbury Committee on Corporate Governance, 1992: to help raise the standards of corporate governance and the level of confidence in financial reporting and auditing by setting out clearly what it sees as the respective responsibilities of those involved and what it believes is expected of them. The Cadbury Code of Best Practices had 19 recommendations Relating to the board of directors, non executive directors, reporting and controls The Greenbury Committee, 1995: to identify good practices...
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...Lord of Flies is a novel that is written by William Golding and it is published in 1954.It was adapted to film in 1963 and second time in 1990.The plot of the film is about a group of British schoolboys were shot down on a desolated island. They decide on to survive on the island they have to govern themselves and the boys elect the boy called Ralph as their leader. Ralph chooses another boy called Jack, to be in charge of the boys who will hunt food for the entire group. First Piggy and Ralph found a conch they begin to use that for their communication. Ralph and Jack looked for to discover the island and what can be done to live there. At first, the boys enjoy their life spend much of their time playing games. Ralph, however, complains that they should be maintaining the signal fire and building a shelter. Ralph always thought that one day they will be rescued but Jack had an opposite idea of that they will be living there till they die so he always tried to find explore new things in the island. Jack declares himself the leader of the new tribe of hunters and organizes a hunt and a violent. Ralph is the athletic, charismatic leader of the group. Ralph is the primary representative of order, civilization, and productive leadership in the movie. While most of the other boys initially are concerned with having fun, Ralph sets about building a shelter and thinking of ways to maximize their chances of being rescued. For this reason, Ralph’s power and influence over the other boys...
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