...Business and Law by an authorized administrator of Scholarly Commons at Hofstra Law. For more information, please contact lawcls@hofstra.edu. Spieler and Murray: Management Controlled Firms v. Owner Controlled Firms: A Historic MANAGEMENT CONTROLLED FIRMS v. OWNER CONTROLLED FIRMS: A HISTORICAL PERSPECTIVE OF OWNERSHIP CONCENTRATION IN THE US, EAST ASIA AND THE EU Andrew C. Spieler* & Andrew S. Murray" ABSTRACT This paper will present a historical perspective on the relationship between owner controlled firms and management controlled firms in the US, Europe, and East Asia, and the degree to which concentration of ownership correlates with higher firm valuation. We will discuss how agency theory defines the degree to which owner and manger interests diverge. We will also discuss how that divergence as well as the costs of aligning the interests contributes to lower valuations for these firms. In addition, we present theories as to why the US financial structure and corporate governance...
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...Section 2.3 : Credit Ratings MERGERS & ACQUISATIONS Section 3.1 : Legal Structures Section 3.2 : Documentation Section 3.3 : Business Valuation TAKEOVERS Section 4.1 : Types Of Takeover Section 4.2 : Financing a Takeover Section 4.3 : Mechanics Section 4.4 : Strategies Section 4.5 : Agency Problems Section 4.6 : Pros & Cons Laws & Codes used during takeover Section 5.1 : City Code on Takeovers & Mergers Section 5.2 : Competetion Law Section 5.3 : Takeover Directives Section 5.4 : Companies ACT 1985 BLACKBERRY TAKEOVER REGULATORY APPROVAL COMPETETION COMMISION FOR TAKE OVER FCPA Section 8.1 : Provision & Scope Section 8.2 : History Section 8.3 : Requirements Section 8.4 : Application UK BRIBERY ACT TAKEOVER MECHANICS OF BLACKBERRY TAKEOVER CONCLUSION BIBLIOGRAPHY & REFERENCES ACKNOLEGDEMENT I take this opportunity to express my profound gratitude and deep regards to my guide Prof. Deepak Dayal for his exemplary guidance, monitoring and constant encouragement throughout the course of this thesis. The blessing, help and guidance given by him time to time shall carry me a long way in the journey of life on which I am about to embark. I also take this opportunity to express a deep sense of gratitude to Mr. Krishnamurthy, Director, Institute of Management Technology, Dubai for his cordial support, valuable...
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....................... 19 6. Primary Sources and Bibliography ............................................ 22 7. Annexes: .................................................................................... 26 FEUC – Negociação Internacional – 2013-14 1 1. Introduction The United Nations Monetary and Financial Conference that occurred from the 1st of July to the 22nd in 1944 better known as the Bretton Woods conference gave origin to a ground-breaking system. It was the first time a fully negotiated monetary order came to existence which a new paradigm perspective on how to face economical international relations. This essay will help you understand why the Bretton Woods system happened, its historical context, why it worked throughout the time it did and the motive why it stopped functioning. Paramount to this essay will be its non-biased writing as hundreds of theories from Europeans and Americans exist trying to blame each other for the ending of this system. This is tremendously important because most current articles written about the possibility/impossibility of a well-functioning Bretton...
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...“Deconstructing Independent Directors”(*) María Gutiérrez Maribel Sáez Universidad Carlos III de Madrid and ECGI Universidad Autónoma de Madrid January 2012 Abstract In this paper we argue that boards of directors lack the mandate, the incentives and the ability to control insiders, especially in jurisdictions where the main agency problem arises between controlling and minority shareholders. We analyze the problems that render independents an inefficient monitoring device for companies with concentrated ownership structures and conclude that the current focus of the regulators and codes of best practice on empowering independents is ineffective and companies would be better off choosing their board members at liberty. Nevertheless, we also present two different proposals for reform: independents as gatekeepers for the regulator and independents as surrogates of the minority. Both proposals are based on the idea that if independent directors are expected to monitor controlling shareholders their most important characteristic should be accountability rather than mere independence. JEL Classifications: G32; G34; K22 Keywords: Independent directors, Board of directors, Concentrated ownership, Monitoring, Corporate Law (*)The authors wish to thank, Jesus Alfaro, Magda Bianco, Fernando Gómez Pomar and Assaf Hamdani and seminar audiences at AEDE 2010 and SIDE 2011 for many useful comments. The contents of this paper are the sole responsibility of...
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...[pic] [pic] |Briefing | |Mergers & Acquisitions: An Introduction | |Prof. Ian Giddy, New York University | |[pic] | | | |INTRODUCTION | |This is an introduction to the subject of mergers, acquisitions, buyouts and divestitures as covered in my Mergers & Acquisitions course. The purpose is to delineate how and why a merger | |decision should be made. The course focuses on mergers and acquisitions in the context of private as well as publicly traded companies. Acquisitions...
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...A PROJECT TO STUDY Acquisition OF TATA AND CORUS 0BY Jigar Gandhi Roll No- 11 PGDM - 4TH semester INTRODUCTION –( MERGERS AND ACQUISITION ) In this changed business paradigm only those organization rule who visualize the possibilities before they appear as plausible. Present Business environment, characterized by the globalization and liberalization, accommodates organization that are coming up with innovative strategies to survive and flourish. Companies in the global economies climate are thriving to each the pinnacle of the successes seeking competitive edge of over their rivals. While the waves liberalization and deregulation have been shaking the corporate shore around the global the domestic organizations are falling prey to the fierce competition and unprecedented challenges carried by this emerging business scenario. The recessionary trend consequents to the wall Street tsunami has made for the organization a maze with no exit . Drowning in the luxury of producing goods only to keep life simple is suicidal, rather an un quenched thirst must always prevailing that makes the quest for the value sustainable. Existence of keen competition with number and volume also made the texture of the competitor stronger shock absorber both finally and strategically creating a wide exposure for the business enterprises to build armour for protecting themselves from the threats lying in and forthcoming from the environment. Thus, organizations are left with...
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...GOVERNMENT AND POLITICS AS LEVEL UNIT TWO GOVERNING THE UK “Never, never, never give up” Winston S Churchill 1874-1965 1 GOVERNING THE UK 50% of AS [25% of A2] UNIT TWO SAMPLE QUESTION Answer one question from Section A and one question from Section B in 80 minutes. Spend 40 minutes on Section A and 40 minutes on Section B SECTION A QUESTION ONE PRIME MINISTERIAL POWER “For too long the big political decisions in this country have been made in the wrong place. They are not made around the Cabinet table where they should be, but they are taken on the sofa in Tony Blair’s office. No notes are kept and no one takes the blame when things go wrong. That arrogant style of government must come to an end. I will restore the proper process of government. I want to be Prime Minister of this country not a President (Source: David Cameron, The Times, 5th October 2006) “The Cabinet is the committee at the centre of the British political system. Every Thursday during Parliament, Secretaries of State from all departments as well as other ministers meet in the Cabinet Room in Downing Street to discuss the big issues of the day. The Prime Minister chairs the meeting, selects its members and also recommends their appointment as ministers to the monarch. The present Cabinet has 23 members (21 MPs and two peers). The secretary of the Cabinet is responsible for preparing records of its discussions and decisions”. (Source: From a modern textbook) (a) What...
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...traditions of British universities. CORPORATE SOCIAL RESPONSIBILITY A ROLE IN GOVERNMENT POLICY AND REGULATION? Constantina Bichta Desktop published by Jan Marchant © The University of Bath ISBN All rights reserved Centre for the study of Regulated Industries (CRI) The CRI is a research centre of the University of Bath School of Management. The CRI was founded in 1991 as part of the Chartered Institute of Public Finance and Accountancy (CIPFA). It transferred to the University of Bath School of Management in 1998. It is situated on the 8th floor of Wessex House (North), adjacent to West car park. The CRI is an interdisciplinary research centre investigating how regulation and competition are working in practice, both in the UK and abroad. It is independent and politically neutral. It aims to produce authoritative, practical contributions to regulatory policy and debate, which are put into the public domain. The CRI focuses on comparative analyses across the regulated industries. CRI activities and outputs include: • • • • • Regulatory statistics, information and analysis Discussion papers and Occasional papers Regulatory Briefs, Reviews and International series Research Reports and Technical papers Seminars, courses and conferences Direct links with regulated industries, the regulators, the academic...
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...for Decision Makers Peter Atrill and Eddie McLaney Pearson Education Limited Edinburgh Gate Harlow Essex CM20 2JE England and Associated Companies throughout the world Visit us on the World Wide Web at: www.pearsoned.co.uk Second edition published 1999 by Prentice Hall Europe Third edition published 2002 by Pearson Education Limited Fourth edition 2005 Fifth edition 2008 Sixth edition 2011 © Prentice Hall Europe 1996, 1999 © Pearson Education Limited 2002, 2011 The rights of Peter Atrill and Eddie McLaney to be identified as authors of this work have been asserted by them in accordance with the Copyright, Designs and Patents Act 1988. All rights reserved. No part of this publication may be reproduced, stored in a retrieval system, or transmitted in any form or by any means, electronic,...
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...KXO223: Systems Acquisition and Implementation Assignment 1, 2013 – Case Studies Tutorial-based group assessments Due: See ‘Due Dates for Case Study Submission’ section Marks: 30% of the total marks for the unit Background – Learning with Cases Harvard University, probably the most famous source of teaching cases, describes these resources as follows: “Teaching cases – also known as case studies – are narratives designed to serve as the basis for classroom discussion. Cases don’t offer their own analysis. Instead, they are meant to test the ability of students to apply the theory they’ve learned to a ‘real world’ situation … where good accounts of specific events can help exemplify and illuminate theory” (Harvard, 2000). The use of cases based on or around real organisations and/or current issues provides an entirely different approach to learning from that of lectures or more conventional tutorial exercises, where students solve specific problems in isolation from the world of business. Case preparation is a significant part of both undergraduate and postgraduate business study – particularly in the English-speaking world – and it is important to learn to do it effectively and efficiently. I have provided two introductory readings to help you with this process: “Learning Information Systems with Cases” (a pdf file available from your KXO223 MyLO resources) and “Notes on Writing a Case Study Report” (included in this document as Appendix A). Please begin by reading...
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...Business and management terms dictionary 21-Gun Salute - Traditional honour given to royalty and heads of state, derived from the old signal of peaceful intent, when multiple firing practically removed capability for immediate threat due to re-loading time. 24-Carat/Karat - The purest form of gold (karat is US-English spelling, too soft for jewellery, hence gold jewellery is made of 22-carat, 18-carat, or 9-carat gold, etc., in which other metals such as copper are mixed. Carat is a measure of purity in which 24 parts equate (virtually) to 100% gold. 18-carat is therefore 75% gold. Less than 10-carat gold is generally not sold as gold. The carat measure of diamonds is different, for which carat is a measure of weight (1 carat = 200mg). 24-hour Society - Refers to a way of life available to many in the modern world in which people can work socialize, shop, bank, etc., 24 hours a day. The phenomenon has caused significant new thinking in business, management, marketing, etc., and continues to do so. ...
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...Mergers and Acquisitions Basics Mergers and Acquisitions Basics All You Need To Know Donald DePamphilis Amsterdam • Boston • Heidelberg • London New York • Oxford • Paris • San Diego San Francisco • Singapore • Sydney • Tokyo Academic Press is an imprint of Elsevier Academic Press is an imprint of Elsevier 30 Corporate Drive, Suite 400, Burlington, MA 01803, USA Elsevier, The Boulevard, Langford Lane, Kidlington, Oxford, OX5 1GB, UK Copyright © 2011 Elsevier Inc. All rights reserved No part of this publication may be reproduced or transmitted in any form or by any means, electronic or mechanical, including photocopying, recording, or any information storage and retrieval system, without permission in writing from the publisher. Details on how to seek permission, further information about the Publisher’s permissions policies and our arrangements with organizations such as the Copyright Clearance Center and the Copyright Licensing Agency, can be found at our website: www.elsevier.com/permissions. This book and the individual contributions contained in it are protected under copyright by the Publisher (other than as may be noted herein). Notices Knowledge and best practice in this field are constantly changing. As new research and experience broaden our understanding, changes in research methods, professional practices, or medical treatment may become necessary. Practitioners and researchers must always rely on their own experience and knowledge...
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...Dictionary of Economics A & C Black London First published in Great Britain in 2003 Reprinted 2006 A & C Black Publishers Ltd 38 Soho Square, London W1D 3HB © P. H. Collin 2003 All rights reserved. No part of this publication may be reproduced in any form or by any means without the permission of the publishers A CIP record for this book is available from the British Library eISBN-13: 978-1-4081-0221-3 Text Production and Proofreading Heather Bateman, Katy McAdam A & C Black uses paper produced with elemental chlorine-free pulp, harvested from managed sustainable forests. Text typeset by A & C Black Printed in Italy by Legoprint Preface Economics is the basis of our daily lives, even if we do not always realise it. Whether it is an explanation of how firms work, or people vote, or customers buy, or governments subsidise, economists have examined evidence and produced theories which can be checked against practice. This book aims to cover the main aspects of the study of economics which students will need to learn when studying for examinations at various levels. The book will also be useful for the general reader who comes across these terms in the financial pages of newspapers as well as in specialist magazines. The dictionary gives succinct explanations of the 3,000 most frequently found terms. It also covers the many abbreviations which are often used in writing on economic subjects. Entries are also given for prominent economists, from Jeremy...
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...awareness of China is likely to increase as the 2008 Olympics in Beijing draw near. This Research Paper is intended to act as a resource that Members of Parliament and their staff can draw upon when engaging with China’s remarkable transformation. Part I provides key facts and figures about China. Parts II and III review recent developments and future prospects by addressing four key questions. Is political authoritarianism sustainable? Can China’s development be peaceful? What are the main domestic economic challenges facing China? What is China’s impact on the world economy? Part IV summarises key aspects of UK and EU relations with China. The Paper ends with a select bibliography of key sources. The Research Paper is intended to act as a platform for a series of Library Standard Notes that will address in more depth specific issues about China that there is space here only to discuss briefly. Jon Lunn, Maria Lalic, Ben Smith and Claire Taylor INTERNATIONAL AFFAIRS AND DEFENCE SECTION Ed Beale, Ed Potton, Ian Townsend and Dominic Webb ECONOMIC POLICY AND STATISTICS SECTION HOUSE OF COMMONS LIBRARY Recent Library Research Papers include: List of 15 most recent RPs 06/21 06/22 06/23 06/24 Unemployment by Constituency, March 2006 Direct taxes: rates and allowances 2006-07 The Northern Ireland Bill [Bill 169 of 2005-06] Social Indicators [includes article: Social statistics at parliamentary constituency level] 06/25 Economic Indicators [includes article: Appointments to the Monetary...
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...Tesco Value travels Annual Report and Financial Statements 2009 Introduction Financial highlights Chairman’s statement Tesco at a glance Chief Executive’s Q&A Report of the Directors Business Review Long-term strategy Markets served and business model International Core UK Non-food Retailing Services Community People Resources and relationships Group performance Key Performance Indicators Risks and uncertainties Financial review General information Our Board of Directors Corporate governance 2 3 4 5 6 6 6 7 8 12 16 20 24 28 30 32 36 38 40 41 42 44 Directors’ remuneration report Financial statements Statement of Directors’ responsibilities Independent auditors’ report to the members of Tesco PLC Group income statement Group statement of recognised income and expense Group balance sheet Group cash flow statement Reconciliation of net cash flow to movement in net debt note Notes to the Group financial statements Five year record Tesco PLC – Parent Company financial statements Independent auditors’ report to the members of Tesco PLC 50 65 66 67 68 69 70 71 71 72 124 126 136 Go online Every year, more and more information is available for our shareholders, staff and customers online. Welcome to tesco plc 1 Value travels – Tesco is about creating value for customers to earn their lifetime loyalty. We understand that this is more important than ever as our customers around the world are looking to us to help them spend less. So whether they are looking...
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