1. Poison Pills are type of preventative defense installed to discourage an unwanted (hostile) takeover bid by another company. The target company attempts to make its firm (in terms of stock) less attractive (valuable) to the acquirer. In other words, they are provisions designed to make hostile takeovers too expensive. When an outside company or individual acquirer acquires enough stock to gain a controlling interest in the target company, a poison pill is triggered. Hostile acquirer is not able
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Foss v. Harbottle 1 Principles and Applications and Exceptions to the Principles INTRODUCTION Basically, both under the general law and under the Companies Acts there are some protections of minority. Example of minority protection is the doctrine under the general law that the majority of the members must not commit a fraud on minority but must act bona fide for the benefit of the company as a whole. Here, the topic that I am about to touch is the rule of Foss v. Harbottle in which there are some
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TUTORIAL :MEETING PART A H-wan N-wan Bhd is adopting Table A of the Fourth Schedule to the Companies Act 1965 except that proxy shall not be a quorum. Ahya Karim, a newly appointed company secretary, has received a memo issued by the chairman of the company reminding him to carry out board resolutions passed in previous Board meetings. The board meetings were held twice to: a. accept the retirement of Mr. Salmi Roslan as a director. b. authorize advance payment of RM50 000 to director
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Larry Chapman Business Ethics Exam Two The Stakeholder theory of a firm is made up into equal percentages on a pie chart, which is made up of Financials, Suppliers, Employees, Customers and Communities. The Stockholder theory of a firm is made up by a pyramid structure consisting of Labor, Management, CEO, Board and Stockholders. I believe the Stakeholder theory is less ethical than the stockholder theory in terms of Libertarianism and Egoism. Libertarianism view points are that there is no
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Ans. 1 As per the rules and regulations in the Internal revenue service the allegation led by the company on the client, in the first case of unreasonable compensation The person's reward must be accepted in proceed by an "certified body." This can be the whole of a committee of the board, board of directors, or persons authorized by the board or other persons to act on its part. Thus, it is not obligatory to have the complete board agree the deal. It can be permitted by a board selected for the
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GLF – NS2012 BY-LAWS OF ______________________________________________________________________________ (Name of Corporation) ARTICLE I BOARD OF TRUSTEES Section 1. Board of Trustees - The corporate powers of the organization shall be exercised, its business conducted and its property controlled by the Board of Trustees. Without prejudice to such powers as may be granted by laws, the Board of Trustees shall also have the following powers: a) To make and change
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JA Company Program Charter We, the student of St. Dominic College of Asia under the course of business administration and a contestant of the Junior Achievement mini – company program would like to petition our Company, Musa Generis Concepts for a charter to operate in school and in other places here in the Philippines under the official policies of our company’s bylaws. Bylaws Article I: Name and Purpose Section 1: The name of this organization shall be the Musa Generis Concept Section
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What was the motivation for the Diamond Foods scandal? Be specific, simply stating “greed” is insufficient. The motivation behind the Diamond Foods accounting scandal was to inflate income on financial statements in the years of 2010 and 2011. The company was able to do this by making payments to walnut growers for their product which is an expense to the company; however, the payments that Diamond Foods made weren’t in the correct period and pushed into the following year. This made the financial
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RadioShack: Qualities vs. Qualifications As a 1st year MBA student undergoing the recruitment process, I have constantly dealt with the dilemma of determining the fine line between lying and embellishing. Often times, given the scarcity of jobs, candidates are obliged to exaggerate their skills. With predefined skills and experiences that companies look for, previous job descriptions are modified to reflect the traits that are sought after. Furthermore, the MBA setting where people seek to switch
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Homework Enron : The Smartest Guys in the Room 1. There should be an external body who audits the company on a semi-annual/ yearly basis may it be a government entity or an external/non-biased auditing firm to monitor the activities and provide audit work for Enron. Auditing body should have no conflict of interest, with Enron the auditor, who was Arthur Anderson was also the consultant. 2. Enron’s Board of Director’s were not very keen on the company’s activities and how it was
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