...DUE DILIGENCE MEMORANDUM TO: JJJ Company FROM: Riordan Manufacturing DATE: September5, 2012 RE: JJJ Company to complete the Due Diligence to complete by- Setember5, 2012- For any transaction takes place. As a result to the investigation of the proposed acquisition, Riordan Manufacturing needs more information from the company to make a firm decision on behalf of the company. Please provide us with the information stated below. Please note this memorandum is designed so you can indicate your response on the form, in substantial time frame. Accordingly, please check all appropriate boxes to the right that apply to you as indicated in the request make sure to indicate whether the boxes is applicable or not applicable and relevant documents or explanation is enclosed. To make sure your response item satisfies the responses request in other items, please so states. Unless something else different is stated, please enclose all requested information for your company and all of its subsidiaries. Make sure that all documents are completed and sign on the last page as indicated in the request and return a copy with the memorandum to Riordan Manufacturing, along with the applicable documents. When sending the documents to the company makes sure to retain a copy to help facilitate the preparation of the schedules to the definitive purchase agreement. All information that is provided will be treated...
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...DUE DILIGENCE MEMORANDUM TO: JJJ Company FROM: Riordan Manufacturing DATE: September5, 2012 RE: JJJ Company to complete the Due Diligence to complete by- Setember5, 2012- For any transaction takes place. As a result to the investigation of the proposed acquisition, Riordan Manufacturing needs more information from the company to make a firm decision on behalf of the company. Please provide us with the information stated below. Please note this memorandum is designed so you can indicate your response on the form, in substantial time frame. Accordingly, please check all appropriate boxes to the right that apply to you as indicated in the request make sure to indicate whether the boxes is applicable or not applicable and relevant documents or explanation is enclosed. To make sure your response item satisfies the responses request in other items, please so stated. Unless something else different is stated, please enclose all requested information for your company and all of its subsidiaries. Make sure that all documents are completed and sign on the last page as indicated in the request and return a copy with the memorandum to Riordan Manufacturing, along with the applicable documents. When sending the documents to the company makes sure to retain a copy to help facilitate the preparation of the schedules to the definitive purchase agreement. All information that is provided will be treated...
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...a debtor-creditor relationship arises when the parties enter into a contract that provides for the creditor to advance funds to the debtor and requires the debtor to repay that principal amount with specified interest over an agreed-upon time. Suretyship-pledge or guaranty to pay the debt or be liable for the default of another Surety- obligor of a suretyship; primarily liable for the debt or obligation of the principle debtor Obligor-promisor Guaranty- agreement or promise to answer for a debt; an undertaking to pay the debt of another if the creditor first sues the debtor Guarantor: one who undertakes the obligation of guaranty Principal/debtor/principal debtor: person or firm who employs an agent; the person who, with respect to a surety, is primarily liable to the third person or creditor; property held in trust. Obligee=creditor Guaranty of collection: form of guaranty in which creditor cannot proceed against guarantor until after proceeding against debtor Absolute guaranty=suretyship, Guaranty of payment creates absolute guaranty and requires the guarantor to pay upon default by the principle debtor. Indemnity contract is an undertaking by one person for a consideration to pay another person a sum of money in the event that the other person sustains a specified loss. All based on contract. Notice of acceptance must be given by the oblige to the guarantor. Surety’s rights 1, Exoneration: harmed by the failure by the debtor 2,subrogation:...
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...Should the NFL Expand into Mexico? The NFL generates roughly $9.2 billion in revenue each year (Boudway 2014), but like most American companies it must find a way to expand its brand internationally. All thirty two of the NFL’s teams currently operate within the United States, though three games a year are played at Wembley Stadium in London, UK. Expanding football globally presents a challenge to the NFL because the game is not widely played throughout the world. While its television contracts of $7 million per year (Kottasova 2014) remain the world’s most lucrative, interest and participation outside the United States is much smaller than other sports. While it is agreed upon that the NFL needs to expand globally to continue to grow its business, they are presented with several options as to how to accomplish this. The current arrangement of playing several games a year overseas has been in place since 2007, and the NFL seems content to continue this practice. Some believe that the NFL ultimately wants to permanently move a franchise to a foreign country, with London, Toronto, and Mexico City being discussed as potential destinations. Despite last playing a game in Mexico City in 2005, the city presents an intriguing variety of opportunities and threats to the NFL. I believe that these threats outweigh the opportunities and the NFL should look into alternative strategies to capitalize on the growth of the Hispanic market. Like many American companies, the NFL would...
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...Lowest Level – Superior Court The only state where the Supreme Court is the lowest is New York Federal Top Level – Supreme Court Middle Level – Circuit Court Lowest Level – District Court Jurisdiction – the power of a court to hear a case The two bottom courts are trial courts and have original jurisdiction Top two have appellate jurisdiction. State jurisdiction 1. Subject –matter jurisdiction (apply to the CT) + (2-5 apply to the person you are suing) 2. Personal jurisdiction – domicile 3and4 relate to property 3. In Rem – dispute is about the property itself 4. Quasi in Rem – breach of contract (attach the prop to the dispute) 5. Long arm statute – minimum contact rule. Revenue 15% Example: purchased a toy from a biz in Indiana. Child got hurt and wants to sue the person. You can use the 5th rule. The judge will order and accounting and if the rev is equal to or higher than 15% the trail is heard in Cali if lower than the trail is heard in Indiana. Federal 1. Federal question – is a federal law an issue? Is a federal law violate? Federal property? Concerned with our federal city? 2. __Complete___ Diversity of Citizenship + $75,000 PI = Platiff Delta = Defendant Pi Delta Cal Nev Can go to fed court Wash NH ID CA Now they cant Venue A different location within the same jurisdiction Superior – many in diff districts CT of Appeals—major cities Supreme – Sac, SF,...
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...Tutorial 3 1. Happening Place Pte Ltd is regulated by Table A of the Fourth Schedule of the Companies Act. Tuf Tan holds 45% of the shares in Happening Place Pte Ltd. Advise Tuf Tan and the directors as to the following: a. The directors appoint Payne Soh as the company’s public relations officer (ie an employee). Payne Soh has a personal conflict with Tuf Tan on one occasion. As a result, at a requisitioned meeting of the members Tuf Tan manages to get a resolution directing the directors to fire Payne Soh. The directors refuse to obey. Answer: The issues in question are whether the directors are entitled to disobey the decision of the member’s resolution to fire Payne Soh and what rights does Tuf Tan has after the refusal to proceed with the resolution. Under section 157A and Article 73 of Table A of the Fourth Schedule of the Companies Act (Cap. 50), the directors are conferred with the right to manage the business of the company under their direction. On the facts, the act of firing an employee, such as Payne Soh, is a management decision. Tuf Tan, as a member of the company, does not have managing rights and the power to enforce a decision on the directors. This is also supported by Automatic Self-Cleasing Filter Syndicate Co Ltd v Cunningham [1906] 2 Ch. 34 where the court stated that since the directors were conferred the power to determine such issues under the articles of the association, the members could not interfere. Therefore, the...
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...Law 252 Business Torts — Week One Course Reading Assignment 1 Part One: The "borderland" between tort and contract. Sommer v, Federal Signal Corp., 79 N.Y.2d 540 (1992); IKEA North American Services, Inc. v. Northeast Graphics, Inc., 56 F.Supp.2d 340 (S.D.N.Y. 1999). Part Two: Introduction to the economic loss doctrine. Grams v. Milk Products, Inc., 283 Wis.2d 511 (2005). ' I have edited the cases in this attachment. Le • ' 593 N.E.2d 1365 79 N.Y.2d 540, 593 N.E.2d 1365, 583 N.Y.S2d 957 • (Cite as: 79 N.Y.2d 540, 593 N.E.2d 1365, 583 N.Y.S.2d 957) Page I .'Sommer v. Federal Signal Corp. N.Y.,1992. Court of Appeals of New York. Beverly SOMMER et al., Respondents-Appellants, v. FEDERAL SIGNAL CORPORATION et Respondents-Appellants, andHohnes Protection, Inc., Appellant-Respondent, et al, Defendant (And a Third-Party Action and All Related Consolidated Actions.) May 12,1992. OPINION OF THE COURT KAYE, Judge. substitute-initially understood that 810 wanted normal service restored. But as the brief conversation proceeded, the dispatcher became confused by the caller's repeated insistence that he would "activate" the system and the dispatcher concluded-without attempting to elicit greater clarification from the caller, or any other confirmation-that 810 wanted its system taken out ofservice. Seven to nine minutes later, Holmes began receiving fire signals from the building. However, consistent with his mistaken impression that the system was to be taken out...
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...1. Today’s marketplace is fundamentally different as a result of major societal forces that have resulted in many new consumer and company capabilities. These forces have created new opportunities and challenges, and marketing management has changed significantly in recent years as companies seek new ways to achieve market excellence. Discuss the societal forces as well as the new opportunities and challenges they present. How has this changed marketing management? There are many societal forces that can affect the marketplace, and influence how marketing managers create and implement their marketing campaigns. One prominent force is the aging of the American population. As Baby Boomers get older and begin to reach retirement age, many companies have opted to shift their marketing from younger adults to older adults, creating products that are meant to cater to this active, but older generation. Another important social force is public interest, such as the “green movement” that has led to many people making their own lifestyles more environmentally-friendly, with methods from recycling to carefully choosing the products that they buy. Marketers have responded to this public interest in various ways, including cutting back on packaging for products, changing the manufacturing of certain products and packaging to incorporate recycled or “postconsumer” material, and even designing products, such as energy-efficient lightbulbs or hybrid cars, that will allow individuals to shop...
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...2.2 The market Qvenue is an online Q&A community (Knowledge community) specializing in offering access through its exclusive mobile application. It serves the people who seek information, and other contents (especially local contents). Most of the user of Qvenue is the youth population with smartphones and people wants get involved in virtual information and knowledge exchange. Qvenue now offers service only to the people of Bangladesh. Key to our success is that we provide a platform where people can post their queries, share their knowledge and views and engage in discussion. Qvenue offers convenient facility to its customer keeping in mind the fact is that most of the internet users access internet through mobile. Table: Market Analysis (approx.) Market AnalysisPotential customer | | 2013 | 2014 | 2015 | | Growth | | | | Non-mobile internet user | 12% | 80000 | 89600 | 1,00,352 | mobile internet user | 19% | 3,00,000 | 3,57,000 | 424,830 | Total | | 3,80,000 | 4,46,600 | 5,25,182 | Recent data shows that total of 2, 80, 00,000 active internet users in Bangladesh, of which 2,00,00,000 (71.43%) of them access them from mobile phone. (source: The Daily Janakantha, 30th march, 2012, Association of mobile operators of Bangladesh) Out of the six mobile operators of Bangladesh, 5 provide EDGE/GPRS GSM. The sole CDMA operator, Citycell offers EVDO. Qvenue targets to attract 1% of the conventional internet users and 1.5% of the cellular internet users in...
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...Thanks for downloading a sample plan from Bplans.com A sample plan is a great way to get started, but you can’t just print this plan out and turn it into the bank. You’re still going to have to put in all your own information and do all of your own financial forecasts. With LivePlan, you can easily use this sample as inspiration and create your own plan, complete with financial tables and graphs. You’ll also be able to: • Save time with linked financial tables (the formulas are built in, so you don’t have to do the calculations!) • Benefit from tons of help, advice, and resources. • Present your plan with confidence, with automatic charts and graphs corresponding to your financial data. • Work on your plan anywhere, on any computer. “For 20 dollars I ended up getting a quarter of a million dollars of funding. That’s worth it!” – Todd C. Tablegate Click here to save 50% off the first month of LivePlan! Cover Page [pic] This sample business plan has been made available to users of Business Plan Pro®, business planning software published by Palo Alto Software. Names, locations and numbers may have been changed, and substantial portions of the original plan text may have been omitted to preserve confidentiality and proprietary information. You are welcome to use this plan as a starting point to create your own, but you do not have permission to reproduce, resell, publish, distribute or even copy this plan as it exists here. Requests...
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...LABOUR FORCE FLUCTUATIONS AND ITS OUTCOMES INFLOWS FROM THE UNEMPLOYMENT POOL (NEWLY UNEMPLOYED) Look at the level of unemployment as a pool, i.e. there are inflows and outflows from the pool. Sacked or laid off. Temporarily laid off (but expecting to be taken on again). Voluntarily unemployed. People not previously employed School leavers People who were previously employed but left the workforce and didn’t register, and have decided to return to it. Immigrants People resigning from work OUTFLOWS FROM THE UNEMPLOYMENT POOL People get jobs or create their business People leave the labour force completely (retired and discouraged workers). Emigrants COSTS OF UNEMPLOYMENT Economic costs of Unemployment are estimated at over 7% of GDP. Loss in output that could have been produced if everyone was working Loss in tax revenue Loss of income Unemployment can lead to a lack of social cohesion, and physical and mental health, increased crime rates. Most unemployed people feel a low level of selfesteem REASONS FOR EU’S HIGH UNEMPLOYMENT RATE Competition from other areas of the world. Rapid growth in labour costs. High minimum wages have discouraged employers from hiring low-skilled workers. Replacement ratio - generous welfare benefits have weakened incentives for people to take available jobs. Tax wedge – discouraged workers. Restrictions against firings have discouraged firms from employing workers. MINIMUM WAGE EFFECTS MINIMUM WAGES, JANUARY 2014 (1) (EUR...
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...In this article the author outlines the new business prospects that are hoping to come to the Michigan and Ohio area. The midwest has provided us with companies such as Tumblr and Trip advisor and we all know that the Silicone Valley provides up with most social media we have all learned to love or hate but where is Michigan is the race? Chris Olsen thinks that someone coming out of OSU or UofM could produce the next big thing and is putting money into small firms, $250 million to be exact. These investments, that we learned in chapter 6, are part of equity financing, where investors put the money in for shares of stock. Entrepreneurship is also a very large part of this, Olsen and his partner Mark Kvamme are general partners at Drive Capital and have helped over 20 different entrepreneur based companies to get on their feet. Since they moved from Silicone Valley to Ohio they have invested in 4 small businesses in the midwest. These small businesses are part of the innovations and new industries that we learned about in Chapter 5.Our BizNews is an example of investment(chapter 6), Entrepreneurship(chapter 6 and 2), small businesses(chapter 5) but also a vision for the future and the business industry. As seen in chapter 2, vision is an important part of success. Olsen and Kvamme’s vision is to bring the industry to states like Michigan and Ohio. Their partnership shows that their joint vision is to change the way the consumer thinks and feels about the industry they see as only...
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...Daniels Fund Ethics Initiative University of New Mexico http://danielsethics.mgt.unm.edu PepsiCo’s Journey Toward an Ethical and Socially Responsible Culture COMPANY OVERVIEW PepsiCo is one of the largest food and beverage companies in the world. It manufactures and sells eighteen brands of beverages and snack foods and generates over $98 billion in retail sales. PepsiCo encompasses the Pepsi Cola, Frito-Lay, Tropicana, Quaker, and Gatorade brands and offers products in over 200 countries. It currently holds 36 percent of the total snack food market share in the U.S. and 25 percent of the market share of the refreshment beverage industry. The company’s headquarters are in New York and employs over 200,000 people. In 2006, Michael D. White became the CEO of PepsiCo International, and in 2007 Indra K. Nooyi became the CEO of PepsiCo. PepsiCo has received many awards and recognitions over the years, including being ranked in the top 25 of the best global brands, ranking number four overall by Diversity Inc, and earning the Green Award by the Environmental Protection Agency. COMPANY AND MARKETING HISTORY The Pepsi recipe was developed by pharmacist Caleb Bradham in the 1890s. Originally marketed under the unassuming name “Brad’s Drink,” Bradham’s creation was renamed Pepsi-Cola in 1898 due to the pepsin and kola nut ingredients used. Awareness of Bradham’s new creation spread quickly, and in 1902 he decided to create the Pepsi-Cola Company so people everywhere...
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...22 条 商 规 对于在市场营销中什么做法可行，什么做法不可行，美国营销问题专家在研究了 25 年之 久后发现 22 条商规 对于在市场营销中什么做法可行，什么做法不可行，美国营销问题专家在研究了 25 年之久后发现：成功向营销计划几乎总是与市场中的一些基本规律相符。 这些基本规律如今 被称为市场营销中的经典法则，它们被归纳为 22 条。记住：违背这些法则意味着拿自己企 业的命运去冒险。 一、市场领先法则 市场营销中最重要的一点是创造一类能使你成为市场"第一"产品，这比努力使人们相 信你能比产品首创者提供更好的质量或服务，要容易得多。总之，"第一"要胜过"更好"。 二、产品创新法则 当你不能成为某类产品中的第一时，就应努力去创造另一类新产品。因为潜在用户总 是乐于接受新型产品。 三、观念竞争法则 在市场营销世界中，最好的产品只是作为一种观念在于用户或潜在用户头脑中，而人 们津津乐道的所谓最好的产品，是并不存在的，市场营销不是产品之争，而是观念之争。 四、深入人心法则 这条法则来自于"观念竞争法则"抢先深入人心胜过抢先进入市场。而人们一旦形成某 种观念，就很难改变，要想进入人们的头脑必须选择"急风暴雨"式的战略。 五、概念集中法则 市场营销中最为成功的方法是使潜在用户心目中对本公司提供的产品或服务拥有一个 名词或概念。这个名词或概念必须是简单易记、朗朗上口的。 六、概念专有法则 一个公司必须拥有自己专有的概念，方能在市场营销中获胜，如果一个概念被你的竞 争对手在用户心目中开成，你想用同样的概念去赢得客户，其结果只能是徒劳无益。 七、阶梯定位法则 任何同类商品，都会在消费者心目中形成一个选购顺序的阶梯，在这一阶梯上，各种 品牌的商品各占一层，而你的产品的营销计划要与其在市场阶梯中所处的地位相符。 八、两强相争法则 最初，某种新类型产品在市场中的地位如同一个多级的梯子，逐渐地，这个梯子就变 成了只有现货及，成功的营销商将致力于跻身市场的两强之中。 九、针对第一法则 若想争取第二，就应采取针对市场第一的方针。 十、品种细分法则 随着时间的推移，某类产品总是从单一的品种细分为很多品种，而每一个不细分品种 都将成为分立的、独特的主体存在，都有其领先品牌。 十一、远期效果法则 一些市场营销做法的长期效果往往与其短期效果相背相反，而成功的营销行为应在长 期内显现效力。 十二、商标扩展法则 商标扩展是将一个成功产品的商标用列此公司计划推出的一个新产品上，它将不可避 免地给用户造成商标雷同的印象。而事实说明：商标扩展是无效的。 十三、有所牺牲的法则 成功的市场营销必须是懂得有所牺牲。这包括三方面的牺牲：产品系列，目标市场以 及不断的变化。 成功的公司不用成为涵盖所有产品系列和目标市场的全才，因为全才是软弱 的。 十四、对立特征法则 对任何一种产品的特征，总存在另一种与之相对立的有效特征。成功的营销策略是寻 找出与领先者对立的特征，记住：是"对立"，而不是"相似"，这样才能与之相抗衡。 十五、坦诚相见的法则 市场营销有如下令人吃惊的论断：使自己产品深入人心的最有效的方法是先承认自己 的不足，因为潜在用户会在你承认自己的短处时发现你的长处。 十六、唯一策略法则 事实上，成功的营销策略并不是大量细小而高超的努力的总和，在任何既定条件下， 只有唯一的，大胆的某一种突出行动可以产生实质性的效果。...
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...Toyota and Why It Is So Successful Robert B. Austenfeld, Jr. (Received on May 10, 2006) 1. Introduction The purpose of this paper is to describe one of the most successful companies in the world and explain the reasons for that success. Fortune magazine’s February 20, 2006 edition featured this headline on its cover: “The Tragedy of General Motors” and a story of GM’s woes by Carol J. Loomis. Two weeks later, Fortune’s next edition on March 6, 2006 had this headline on its cover: “How Toyota Does It: The Triumph of the Prius.” This stark contrast is typical of the stories circulating in the media these days. At a time when a company that was once admired and for many years held the lofty position of the world biggest automaker appears on the brink of bankruptcy1), Toyota is about to overtake it in global sales this year (O’Dell, 2005). Why is Toyota continuing to thrive at a time when other carmakers are struggling to survive? At the outset I would like to acknowledge the main source for much of the information in this paper: The Toyota Way: 14 Management Principles from the World’s Greatest Manufacturer by Jeffrey K. Liker (2004). This paper is organized as follows: 1. 2. 3. 4. Introduction The history of Toyota The Toyota Way Summary and conclusion 1) As of May 2006 GM was still struggling to stay out of bankruptcy. Papers of the Research Society of Commerce and Economics, Vol. XXXXVII No. 1 2. The History of Toyota For organizational convenience I will discuss...
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