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Journal articles on the topic 'Directors' powers'
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1
Valsan, Remus. "Directors' Powers and the Proper Purposes Rule." King's Law Journal 27, no. 2 (May 3, 2016): 157–64. http://dx.doi.org/10.1080/09615768.2016.1208897.
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Payne, Jennifer. "Directors' Powers and Duties by Peter Watts." Modern Law Review 73, no. 3 (May 2010): 515–17. http://dx.doi.org/10.1111/j.1468-2230.2010.00805-2.x.
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Das, Deba, Daniel Wylde, and Sophie Tang. "By your leave – the English High Court gives guidance on when directors subject to competition disqualification orders may obtain limited permission to act." Competition Law Journal 19, no. 1 (April 2, 2020): 1–9. http://dx.doi.org/10.4337/clj.2020.01.01.
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In Stamatis and Davies v. Competition and Markets Authority, Re Fourfront Group Ltd, the English High Court has for the first time considered aspects of the CMA's directors disqualification regime. The CMA regards the power to disqualify directors for competition law infringements as an important tool in its enforcement of competition law. The judgment in Stamatis and Davies v. CMA provides useful guidance on the approach of the English courts to applications by an individual subject to a competition disqualification undertaking for permission to act as a director, under section 17 of the Company Directors Disqualification Act 1986. This article looks at the way the court approached the principles that apply to applications in the non-competition context and highlighted some important considerations that are specific to the competition regime. This article also considers how the judgment may influence the manner in which the CMA approaches its use of its director disqualification powers in the future.
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Moore, Colin R. "Obligations in the shade: the application of fiduciary directors' duties to shadow directors." Legal Studies 36, no. 2 (June 2016): 326–53. http://dx.doi.org/10.1111/lest.12110.
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This paper argues that shadow directors, as defined in English law, ought to owe the full range of directors' duties, both fiduciary and non-fiduciary, enacted in the Companies Act 2006 (CA 2006), ss 171–177, to the relevant company under their influence. Following the enactment of the recent Small Business, Enterprise and Employment Act (SBEEA) 2015, these general duties are likely to apply to shadow directors, although there is still a case to be made as to why shadow directors should owe fiduciary duties to the relevant company. It is argued here that such a relationship is fiduciary in nature, but the current approach deployed in the English courts, based upon the application of Finn's originally formulated ‘undertaking’ test alone, is inadequate. Given these inadequacies, it is proposed that the Canadian ‘power and discretion’ test be deployed alongside the ‘undertaking’ test, in order to provide a far more comprehensive justification for the application of fiduciary obligations to shadow directors. This position is supported by establishing a theoretical basis for the ‘power and discretion’ test, via Paul Miller's ‘fiduciary powers theory’, as well as considering the application of such a test to shadow directors.
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Nwafor, Anthony O., and Gloria C. Nwafor. "Breach of duty: Power of shareholders to ratify directors fraudulent dealings." Corporate Board role duties and composition 10, no. 2 (2014): 32–45. http://dx.doi.org/10.22495/cbv10i2art3.
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Company directors owe duty of loyalty to the company which prohibits them from fraudulent dealings in the course of conducting the affairs of the company. Although the shareholders could, in the exercise of their voting powers, grant relieves to the directors from liabilities arising from a breach of duty that amounts to fraud, the extent and capacity in which the shareholders could exercise such powers is confounded by the elusive attempts by the courts in defining fraud. The paper argues that without a definite meaning ascribed to fraud, the power and capacity in which the shareholders could ratify a breach of duty arising from self-dealing and expropriation of corporate opportunities by directors cannot be predetermined, but that each case would be based on the peculiarities of its own facts.
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Lim, Ernest. "Directors' duties: improper purposes or implied terms?" Legal Studies 34, no. 3 (September 2014): 395–418. http://dx.doi.org/10.1111/lest.12020.
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This paper challenges the prevailing assumption that the directors' duty to act for proper purposes under s 171 (b) of the Companies Act 2006 is well-grounded on authorities such as Howard Smith Ltd v Ampol Petroleum Ltd, Hogg v Cramphorn Ltd, Lee Panavision Ltd v Lee Lighting Ltd and Extrasure Travel Insurances Ltd v Scattergood. It advances the argument that a close analysis of these authorities shows that, despite the use of the language of proper purpose, the primary and central justification for impugning the director's exercise of powers in question is that an implied term of the company's constitution was contravened. Given that case-law support for the proper purpose duty is at best overstated and at worst misconceived, a consideration of whether future cases concerning whether directors have breached their duties should be decided on the basis of whether an implied term of the constitution has been contravened under s 171(a), instead of whether directors have exercised their powers for proper purposes under s 171(b), is warranted. It is submitted that deciding cases based on implied terms under s 171(a) is more defensible because: (i) high authorities such as Attorney General of Belize v Belize Telecom and Equitable Life Assurance Society v Hyman endorse the use of implied terms as a technique for controlling the exercise of discretionary powers conferred on directors; (ii) a principled approach for implying terms can be derived from these authorities; (iii) there are safeguards that are built into the doctrine of implied terms; (iv) the application of the improper purpose doctrine gives rise to perennial problems; and (v) that doctrine is based on a fallacious conceptual justification.
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Quinn, John. "The Sustainable Corporate Objective: Rethinking Directors’ Duties." Sustainability 11, no. 23 (November 27, 2019): 6734. http://dx.doi.org/10.3390/su11236734.
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Traditionally, the purpose of directors’ duties within company law is to ensure that the powers of management given to directors are properly exercised. For instance, instead of using their managerial powers to further their personal interests or for some collateral purpose, directors are under a duty to take decisions which they think will further the company’s interests. In most EU jurisdictions, determining what acting in the company’s interest means is not mandated by law, but is rather left to the subjective business judgement of directors. The discretion allowed by this duty has allowed for, influenced in part by a law and economics approach to company law, the shareholder value norm to become entrenched. This paper argues that the law of directors’ duties should evolve to provide specific guidelines to directors on the question of the corporate objective. It supports existing arguments for a reform of EU company law to include a new duty requiring directors to ensure sustainable value creation. The paper argues that any such duty should be framed objectively and be enforced through public mechanisms rather than a reliance on private actors.
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Andert, Darlene. "Why do directors feel so separate when they are interconnected?" Corporate Ownership and Control 5, no. 1 (2007): 155–57. http://dx.doi.org/10.22495/cocv5i1p13.
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The current events at Hewlett-Packard (HP) offer steadfast corporate governance professionals a new case study concerning: (1) the powers of the Board, (2) the role of the Chair, and (3) the expectation by individual directors to expect boardroom due process to redress issues. While the Sarbanes-Oxley Act of 2002 (SOX) changed the requirements for transparency and financial disclosure for the CEO and CFO, it remained too silent concerning director-to-director transparency and the role of the Chair to take action without full board consent. This is a re-occurring directorship problem as Enron, Disney, and other exigent cases show. These cases point to the need for director-to-director transparency and disclosure if board members are to avoid unsubstantial board action.
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Powers, Amanda Clay, Martin Garnar, and Dustin Fife. "New academic library leader discussion series: Part three." College & Research Libraries News 79, no. 2 (February 1, 2018): 81. http://dx.doi.org/10.5860/crln.79.2.81.
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Amanda Clay Powers (ACP), Martin Garnar (MG), and Dustin Fife (DF) are all relatively new library deans or directors. This series is their attempt to discuss the process of moving to a new library and becoming more than just a new manager, but truly a leader. In part three, Powers, Garnar, and Fife will explore some of the lessons they have learned. In part two, the authors focused on their first 100 days on the job and, in part one, they discussed finding their new jobs. Powers, Garnar, and Fife believe this open and honest conversation is essential to help prepare future library deans, directors, and leaders.
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Malekzedeh, Ali R., Victoria B. McWilliams, and Nilanjan Sen. "Implications of CEO Structural And Ownership Powers, Board Ownership And Composition On The Markets Reaction To Antitakeover Charter Amendments." Journal of Applied Business Research (JABR) 14, no. 3 (August 31, 2011): 53. http://dx.doi.org/10.19030/jabr.v14i3.5703.
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<span>This study analyzes how the CEOs structural and ownership powers, along with the board of directors ownership and composition influence the markets reaction to antitakeover charter amendments. We find conditional support for both the agency and stewardship theories, each being relevant depending on governance mechanisms. The market evaluates the potential effect of the amendments on the balance of power between the CEO and the board of directors, and whether there are any countervailing forces to assure shareholders rights are being protected.</span>
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Jahan, Tasnuva. "Directors’ Remuneration and Corporate Governance within the UK." International Journal of Learning and Development 7, no. 3 (July 10, 2017): 12. http://dx.doi.org/10.5296/ijld.v7i3.11496.
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In this era of globalization and rapid growth of world economy size of directors’ remuneration is a matter of international debate. Current anxieties are around the increase in executive pay as reports disclose that executive pay no longer corresponds with performance and the gap of wealth have widened since the 1980s. The courts, nevertheless, has been reluctant to scrutinise this condition, neither has the legislature shown any interest to fix any standard of pay. Model Articles for Public Companies allow the board of directors to delegate their powers on conditions they seem fit. Compared the pay of CEOs of companies of Japan, Germany and UK with the USA and found that USA and UK were closest with their generous pay. This comparison is important since the UK and the USA have been taking serious techniques to prevent extra pay. This paper will discuss about the issues with remuneration highlighting the legal control of director’s remuneration and the flaws of regulations from different viewpoints of shareholder, executive and company along with social and economic the factors that increases director’s remuneration.
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Gracheva, M. "Development of Corporate Governance Standards in UK: The Higgs Report." Voprosy Ekonomiki, no. 1 (January 20, 2004): 118–28. http://dx.doi.org/10.32609/0042-8736-2004-1-118-128.
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In 2001-2002 numerous scandals have occurred in developed countries in connection with financial reports' distortions and breaches of good corporate governance principles. As a result, regulatory bodies began to study the role of boards of directors in preventing such cases, putting an emphasis on the duties and powers of non-executive directors. Serious steps have been taken in United Kingdom, where the first corporate governance standards were established in the beginning of the 1990s. The article analyses the document published in January 2003 — the review of the role and effectiveness of non-executive directors prepared by D. Higgs team. The author considers the peculiarities of the British corporate governance system and examines most important provisions of the Higgs report.
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Feng, Li, Rong Zhang, and Dennis McCornac. "An analysis of restrictive mechanisms on director behavior regarding corporate philanthropy in China." International Journal of Law and Management 58, no. 3 (May 9, 2016): 246–57. http://dx.doi.org/10.1108/ijlma-05-2015-0026.
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Purpose Currently, in China, the governance structure of modern companies gives directors great powers to pursue profits. However, little attention is paid to the undertaking of corporate philanthropic activities. Therefore, rules on directors’ behavior in terms of corporate philanthropy are urgently needed to resolve the conflict between philanthropy and profits. This paper aims to discuss the main purpose of corporate philanthropy behavior in China, namely, the promotion of the company, and to analyze the theoretical mechanism for placing restrictions on directors’ behavior. The concepts and details of directors’ duty of loyalty and duty of diligence are also discussed. Design/methodology/approach The paper addresses the theoretical framework for the restriction of director behavior in corporate philanthropy in China, explains the legal dilemma for the current situation and analyzes the problems associated with the determination of board directors’ behavior. Findings It is concluded that board members should give priority to their duty of loyalty and comply with their faithful obligations in corporate philanthropy. They should also fulfill their diligence obligations and not cause inconvenience and trouble for the company. Research limitations/implications Corporate philanthropy is well known as a beneficial activity to both the company and society. It not only helps to establish a good image of the company, which is in line with the interests of the shareholders and creditors, but also contributes to the development of social welfare. It is a topic worthy of deep discussion. Practical implications It is still very difficult to establish non-profit organizations because of stringent conditions on registration, organization and funding in China. Therefore, there are a limited number of independent non-governmental charitable organizations in China. Most charitable organizations have charitable expertise and government ties. Corporate philanthropy is a problem closely related to governmental administration and legal system renovation. Social implications Recently, a young girl related to the Red Cross Society of China was found guilty and arrested. This scandal has made people lose their confidence in philanthropy and has caused another round of intense discussion online. Corporate philanthropy is the focus of criticism because individuals with power gain benefits by taking advantage of their position. It is a very challenging issue for the Chinese society as to how to restore the reputation of philanthropy. Originality/value This paper points out the weakness in the current legal system as a restrictive mechanism to supervise the board directors’ behaviors in China. It analyzes the corporate philanthropy issue from the national level and highlights the significance of supervising governmental administration and corporate management through the improvement of the legal system.
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Lutsenko, S. I. "Features governance of the company from board of directors." Strategic decisions and risk management, no. 6 (February 20, 2017): 66–70. http://dx.doi.org/10.17747/2078-8886-2016-6-66-70.
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This paper considers the features of corporate management on the part of board of directors. This paper includes consideration of efficiency of decision-making, the resolution of conflicts be-tween shareholders, realizations of investment in the company. In the presented work are considered mutual relations between board of directors and shareholders, from the point of view of accepting of effective decisions. The author analyzes one of tools of motivation for board of directors, namely stock options as incentives for company executives which effective decisions help to make. Realiza-tion of stock options in the Russian legal realities at times is an inconvenient task. Besides, principal causes of infringement are considered from controlling shareholder: imperfection of the national corporate legislation, an inefficiency of governance from board of directors. The author notices that the company management is capable using the management powers, effectively to manage the com-pany, in due time to inform shareholders on forthcoming strategic business decisions. Thereby, al-lowing diligent to expect shareholders injurious moods from, first of all, majority shareholders and to permit corporate conflicts. The permission agency problem is reached by means of optimization of structure of the capital of the company. Thereby, the permission of an agency problem (at least its mitigation), will allow board of directors to make more effective decisions and also to promote in-vestment realization in the company. Eventually investors build the policy with the company on fi-duciary bases, giving a priority of that which copes strong management.
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Lee, Sangjae, and Joon Yeon Choeh. "Movie Production Efficiency Moderating between Online Word-of-Mouth and Subsequent Box Office Revenue." Sustainability 12, no. 16 (August 14, 2020): 6602. http://dx.doi.org/10.3390/su12166602.
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The studies are almost nonexistent regarding production efficiency of movies which is determined based on the relationship between movie resources powers (powers of actors, directors, distributors, and production companies) and box office. Our study attempts to examine how efficiency moderates the relationship between eWOM (online word-of-mouth) and revenue, and to show the difference in prediction performance between efficient and inefficient movies. Using data envelopment analysis to suggest efficiency of movies, movie efficiency negatively moderates the effects of review depth and volume on subsequent box office revenue compensating negative effects of smaller box office in previous period while efficiency exert a positive moderating effect on the influences of review rating and the number of positive reviews on revenue. This shows that review depth and volume are affected by the slack of movie resources powers for inefficient movies, and high rating and positive response for efficient movies to affect revenue. The results of decision trees, k-nearest-neighbors, and linear regression analysis based on ensemble methods using eWOM or movie variables indicate that the movies with the inefficient movie resources powers are providing greater prediction performance than movies with efficient movie resources powers. This show that diverse variation in the efficiency of movie resources powers contributes to prediction performance.
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Tran, Hai, and Jason Turkiela. "The powers that be: Concentration of authority within the board of directors and variability in firm performance☆." Journal of Corporate Finance 60 (February 2020): 101537. http://dx.doi.org/10.1016/j.jcorpfin.2019.101537.
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Chiang, Christina, and Paul Wells. "How and why did regulatory governance fail finance company directors in New Zealand?" Pacific Accounting Review 30, no. 4 (November 5, 2018): 444–62. http://dx.doi.org/10.1108/par-11-2016-0095.
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Purpose The theory of economic regulation is used to ascertain how and why the failure of regulatory governance in New Zealand contributed to investor losses of $8.5bn following the collapse of more than 60 public finance companies since 2006. Design/methodology/approach Relevant documents in the public domain, including government documents, government agency reports, newspaper articles, business journals, academic journals and trade publications were examined to gather evidence for this study. Findings This study found that the regulatory and supervisory framework failed to provide the trustee companies with the necessary enforcement powers and/or responsibilities and ensure effective auditor performance. Practical implications The findings suggest that, segmenting the market with different regulations for each market segment may discourage competition and may protect private interests rather than the public interest. It was also found that the control mechanisms for monitoring auditor performance are detective rather than preventive in nature which means investor losses from poor auditor performance can only be mitigated and not prevented. Originality/value This study analyses the contributing factors to the investor losses.
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Shvets, Yu I. "PROBLEMS OF DELIMITATION OF POWERS AND RESPONSIBILITIES OF THE SUPERVISORY BOARD AND THE EXECUTIVE BODY OF THE BANK." Economics and Law, no. 1 (April 15, 2021): 30–47. http://dx.doi.org/10.15407/econlaw.2021.01.030.
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The article is devoted to the study of the issue of delimitation of powers and areas of responsibility between the supervisory board and the executive body of the Bank. There is a contradiction between the rules regarding the realization of the supervisory board management and control over bank’s management in Ukrainian legislation, management and control (supervisory) functions of the supervisory board are insufficiently differentiated, which complicates application of law and understanding the legal status of the supervisory board. In this regard, it is extremely difficult to define the responsibilities and powers of the members of the supervisory board and members of executive board in the bank, as well as to separate the responsibilities and powers of the members of the supervisory board from the responsibilities and powers of the executive board members. Law does not fully define the limits of the powers of the supervisory board and the executive board in the bank. This is due to the lack of an exhaustive list of issues on which decision-making falls within the competence of the supervisory board, and the unregulated legal status of the supervisory board. The legislator distinguishes between such concepts as "competence" and "exclusive competence" of the supervisory board. If law provides the issues related to the "exclusive competence" of the supervisory board, law does not define the list of issues related to the "competence" of the supervisory board. However, the members of the supervisory board and the executive board of the bank are responsible for the activities of the bank within their powers. Given the above, it is impossible to establish the scope of responsibility of members of the supervisory board and to differentiate the responsibilities of members of supervisory board and members of the executive board. The reason for this is the combination of the functions of the supervisory board according to the American model (when the supervisory board and the executive body are united in one body — the board of directors) and the German model (separately the supervisory board and the executive body). Despite the fact that Ukraine has chosen a two-tier corporate governance structure, which is widely used in Germany, the way to apply this structure is different. Under Ukrainian law, the supervisory board, like the executive body, is responsible for the management of the joint-stock company, which is more typical of the powers of the board of directors according to the American model. The article proposes to develop and define in the law the boundary between current management and strategic management, between management and control, as well as the legal consequences of the supervisory board’s decisions on operational activities and the procedure for delegation of powers between the bank’s bodies. It is considered correct if the competence of the supervisory board should include only control (supervisory) functions and the responsibility of the members of the supervisory board should be limited exclusively to the control over the work of the executive board.
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Harris, Elizabeth, and Bede Harris. "Cakes and Ale, Paintings and Sculptures: Directors’ Duties and Corporate Art Collecting." Journal of Politics and Law 13, no. 3 (August 30, 2020): 268. http://dx.doi.org/10.5539/jpl.v13n3p268.
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Corporations spend significant amounts of money on art collecting and art sponsorship, but little research has been done on the question of whether such activities are permissible in light of directors’ duties. This article addresses that issue by examining whether corporate expenditure on art collecting and sponsorship is consistent with the duty to act in the bests interests of a corporation, the duty to exercise powers for a proper purpose and the fiduciary duty not to make improper use corporate information or position. This is done first by examining the scale of corporate expenditure on art and then by analysing the case law on various directors’ duties, before discussing whether corporate art collecting is legitimate in light of those duties. The article examines the most important reasons why a corporation may collect art – as an investment, in furtherance of corporate social responsibility goals and in order to enhance the psychological well-being of employees – and concludes that while art collecting for such purposes does not amount to a breach of directors’ duties, this is subject to the requirement that a corporation put into place safeguards contained in a formalised art collecting and sponsorship policy, the key principles of which are stated at the end of the article.
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Rietbergen, P. J. A. N. "Witsen's World: Nicolaas Witsen (1641–1717) between the Dutch East India Company and the Republic of Letters." Itinerario 9, no. 2 (July 1985): 121–34. http://dx.doi.org/10.1017/s0165115300016144.
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In a collection of essays concerning the inevitably diverse vicissitudes of the representatives of that phenomenon collectively known as ‘the Company's servants,’ the inclusion of Nicolaas Witsen may come as a surprise. In our democratic age, he undoubtedly would have termed himself a ‘servant’ of the Dutch East India Company; in his own, more hierarchical times, he will have considered himself one of the Company's masters, as indeed he was. Whatever the powers of the Heren XVII may actually have been, Witsen for many years was one of the directors of the Amsterdam Chamber, the Company's most powerful division, and one of Amsterdam representatives to the bi-annual assembly which actually directed the Company's affairs at home, and tried to do so abroad, in its far-flung commercial empire, where other servants often held far greater, and less controlable power.
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Semba, Hu Dan, and Haiyan Zheng. "Corporate governance and performance: Evidence from Chinese private listed companies based on cash flow rights and control rights." Corporate Ownership and Control 9, no. 2 (2012): 85–93. http://dx.doi.org/10.22495/cocv9i2art7.
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This paper investigates the relationship between control rights, cash flow rights, and firm performance across a sample of 276 China’s private listed companies (CPC) from 2003 to 2008. This paper finds that the performance of firms with pyramid ownership structures (POS) is lower than that of firms with direct controlling ownership structures (DOS). The separation of control rights and cash flow rights, which is the main characteristic of POS, is negatively related to the firm performance. Furthermore, in order to reduce the negative influence of control rights, this paper proposes the following countermeasures: cash flow rights should be increased because it has a positive effect on the firm performance; the supervisory powers of shareholders meeting (SM) should be strengthened because it helps improve firm performance and overrule invalid decisions taken by independent directors in China. This is proved by the findings that show a positive correlation between the attendance rate at shareholders’ meetings and firm performance; moreover, there is no positive relationship between independent directors and firm performance.
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Qu, Charles Zhen. "Some Reflections on the General Meeting's Power to Control Corporate Proceedings." Common Law World Review 36, no. 3 (September 2007): 231–61. http://dx.doi.org/10.1350/clwr.2007.36.3.231.
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The jurisprudence on the power of the general meeting of a company to control corporate actions has been developed largely through the courts' interpretation of various versions of constitutional provisions on corporate power allocation, all of which can be traced back to the Companies Act 1862 (UK), Table A, reg. 55. This body of jurisprudence is likely to be resorted to when a need for resolving a similar question arises, regardless of how the power allocation provision is worded under the current model company constitution in the relevant jurisdiction. This article discusses two different schools of views on corporate power allocation. The mainstream view is that where the management power is vested in the directors, it is not a matter where the general meeting can intervene. However, the author feels that this view is doctrinally unsustainable. Instead, the author agrees with the view that the general meeting's power to make management, and hence corporate litigation, decisions is determined by the parties' intention manifested in the words in all forms of company regulations. This article also argues that regardless of how the relevant constitutional provision on division of corporate powers is worded, the general meeting has power to act where a board that is capable of making impartial decisions is unavailable.
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Lutsenko, Sergej I. "Arguments for Benefit of the Owner's Priority in Company Management." Economic Strategies 144, no. 2 (April 20, 2021): 120–27. http://dx.doi.org/10.33917/es-2.176.2021.120-127.
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The author proves priority in company management from the owner (the participant, the shareholder). The participant has managerial powers, including concerning the choice of economic strategy of business, owing to the economic and legal nature. The right of the owner makes changes to the charter confirms its priority in company management. In competence of the owner there is development of long-term incentive system of governing body (management and board of Directors). The owner can use model of «the expected damage» (interpretation of the agreement), for decrease in the risk connected with actions of management in private interests (self-dealing) in the conditions of the incomplete contract.
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Schandy, Javier, Leonardo Steinfeld, Benigno Rodríguez, Juan P. González, and Fernando Silveira. "Enhancing Parasitic Interference Directional Antennas with Multiple Director Elements." Wireless Communications and Mobile Computing 2019 (February 21, 2019): 1–9. http://dx.doi.org/10.1155/2019/7546785.
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The Swedish Institute of Computer Science Parasitic Interference Directional Antenna (SPIDA) is an electrically switched directional antenna that uses switched beamforming techniques to shape the antenna radiation pattern focusing the transmitted power in a given direction, increasing the maximum gain, and simultaneously reducing interference in other directions. This work extends the use of the SPIDA antenna, showing that using multiple director elements results in an improved performance in terms of maximum gain, narrower Half Power Beamwidth (HPBW), and a lower module of the S11 parameter. Measurements show that using three directors improves the maximum gain about 1.4 dB (6.8 dBi for the single director element antenna against 8.2 dBi for the antenna with three directors); the input impedance matching was also improved, obtaining a module of S11 parameter of -9.8 dB at the central frequency (fc = 2.4525 GHz) against -7.5 dB for the antenna with a single director element. Finally, new intermediate directions of transmission can be achieved by using two successive director elements, where the power is focused in the bisectrix of the angle formed by the two directors. This converts a six-sector antenna like the SPIDA into a twelve-sector antenna without changing the hardware.
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Wang, Yanling. "A Study of China's Elimination of Private Benefits of Control in State-owned Enterprises." Public Administration Research 5, no. 1 (April 28, 2016): 45. http://dx.doi.org/10.5539/par.v5n1p45.
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To eliminate control of state-owned enterprise managers of self-interest is a key problem for management of state-owned enterprises, the Chinese government has adopted a separate government functions from enterprise management, clear property rights, the board of directors system, assignment of the board of supervisors system, disciplinary leadership system reform, the mixed ownership and other measures, are difficult to eliminate the soe managers to seize control of self-interest, together with the present situation of China's state-owned enterprises, this paper proposed by the board of supervisors as the center of the corporate governance structure, powers and running of the reform of internal management mechanism, to try to eliminate the control gain, achieving the value of state-owned enterprises.
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Arsan, Annora, and Hasniati Fahmi. "KEDUDUKAN HUKUM KOMISARIS BERDASARKAN UNDANG-UNDANG NOMOR 40 TAHUN 2007 TENTANG PERSEROAN TERBATAS." VERITAS 7, no. 1 (April 30, 2021): 72–88. http://dx.doi.org/10.34005/veritas.v7i1.1086.
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Pursuant to Article 1 number 6 of Law Number 40 of 2007 concerning Limited Liability Companies, a Commissioner is an organ of the Company whose task is to carry out general and / or special supervision in accordance with the articles of association and provide advice to the Board of Directors. In principle, the role of the Commissioners is actually to supervise and provide advice to the Directors. However, individual commissioners do not have significant power in supervising directors. From the research results, it can be concluded that the Legal Position of Commissioners based on Law Number 40 of 2007 concerning Limited Liability Companies is that the Commissioners must be able to wisely manage various conflicts as a result of differences in the interests of shareholders. However, in practice, the responsibility of the Commissioner to manage these differences of interest can take various forms, for example making various agreements that benefit the company, not hiding information for personal gain, not abusing trust and not engaging in unfair competition. Commissioners are fully responsible for the management and operation of the company for the interests and goals of the company. In carrying out these duties, Commissioners are given full rights and powers, with the consequence that every action and action taken by the directors will be considered and treated as the company's actions and actions, as long as they act in accordance with what is stipulated in the company's articles of association.
Abstrak
Berdasarkan Pasal 1 angka 6 Undang-Undang Nomor 40 Tahun 2007 tentang Pereroan Terbatas, Komisaris adalah Organ Perseroan yang bertugas melakukan pengawasan secara umum dan/atau khusus sesuai dengan anggaran dasar serta memberi nasihat kepada Direksi. Secara prinsip, peran Komisaris sebenarnya adalah melakukan pengawasan dan memberi nasihat kepada Direksi. Namun, komisaris secara individu tidak punya kekuatan yang berarti dalam mengawasi direksi. Dari hasil penelitian dapat disimpulkan Kedudukan Hukum Komisaris Berdasarkan Undang-Undang Nomor 40 Tahun 2007 Tentang Perseroan Terbatas adalah Komisaris harus mampu mengelola secara bijak berbagai pertentangan sebagai akibat adanya perbedaan kepentingan para pemegang saham. Namun, dalam pelaksanaannya, tanggung jawab Komisaris pengelolaan perbedaan kepentingan ini dapat muncul dalam berbagai bentuk, misalnya membuat berbagai perjanjian yang menguntungkan perseroan, tidak menyembunyikan suatu informasi untuk kepentingan pribadi, tidak menyalahgunakan kepercayaan dan tidak melakukan kompetisi yang tidak sehat. Komisaris bertanggung jawab penuh atas pengurusan dan jalannya perseroan untuk kepentingan dan tujuan perseroan. Di dalam menjalankan tugasnya tersebut, Komisaris diberikan hak dan kekuasaan penuh, dengan konsekwensi bahwa setiap tindakan dan perbuatan yang dilakukan oleh direksi akan dianggap dan diperlakukan sebagai tindakan dan perbuatan perseroan, sepanjang mereka bertindak sesuai dengan apa yang ditentukan dalam anggaran dasar perseroan.
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Athanasiadis, Athanasios, Nikoleta Ratsika, Constantinos Trompoukis, and Anastas Philalithis. "The health decentralization process in Greece: the insiders’ perspective." International Journal of Health Governance 23, no. 4 (December 3, 2018): 316–29. http://dx.doi.org/10.1108/ijhg-06-2018-0025.
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PurposeGreece has legislated health decentralization several times since the 1920s, but none had been implemented until 2001. Even so, the decentralized system was subsequently modified several times, curtailing the powers that were initially delegated to the health regions, while the whole process has been criticized as limited in scope. The purpose of this paper is to explore the reasons that the decentralization process did not fulfil its initial aims.Design/methodology/approachElite interviews were conducted with 37 of the 50 directors of health regions who served between 2001 and 2009. Interview transcripts were divided into four themes and analyzed using thematic analysis.FindingsThe participants agreed that health decentralization in Greece was only administrative rather than political and did not include fiscal decentralization. They described problematic and competitive relations with party officials and civil servants. They blamed their short tenure for the inability to fulfil their plans. Findings indicate that decentralization in Greece did not achieve its objectives because of the dominant mentality of centralized control, the lack of political support, the discontinuity in health policies and opposition from vested interests.Originality/valueThe value of the present study lies in the fact that it examines in depth the issue of health decentralization drawing on the experiences of the former directors of the Greek health regions, i.e. the persons who were called on to put into practice the process of regional decentralization.
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Nwafor, Anthony O. "The protection of environmental interests through corporate governance: A South African company law perspective." Corporate Board role duties and composition 11, no. 2 (2015): 8–20. http://dx.doi.org/10.22495/cbv11i2art1.
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The quest to maximize profits by corporate administrators usually leaves behind an unhealthy environment. This trend impacts negatively on long term interests of the company and retards societal sustainable development. While there are in South Africa pieces of legislation which are geared at protecting the environment, the Companies Act which is the principal legislation that regulates the operations of the company is silent on this matter. The paper argues that the common law responsibility of the directors to protect the interests of the company as presently codified by the Companies Act should be developed by the courts in South Africa, in the exercise of their powers under the Constitution, to include the interests of the environment. This would guarantee the enforcement of the environmental interests within the confines of the Companies Act as an issue of corporate governance.
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Bell, Jessica L. "Governing Commercial Access to Health Data for Public Benefit: Charity Law Solutions." Medical Law Review 28, no. 2 (August 19, 2019): 247–69. http://dx.doi.org/10.1093/medlaw/fwz022.
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Abstract There is a growing body of evidence that supports the view that research participants and the public are concerned about commercial access to health data. Evidence also suggests that attitudes are ameliorated when charity organisations are involved and where research promises to deliver ‘public benefit’. To a significant extent, therefore, mechanisms that ensure the public benefit are key to sustaining public and participant support for research access to health data. As a regime founded on the concept of public benefit, charity law provides regulatory and governance mechanisms through which the public benefit of a charity is protected and promoted. This article examines the merits of charity law mechanisms and analyses their significance for governance of commercial access to health data for public benefit, using UK Biobank Ltd, a charitable company limited by guarantee, as an example. The article critically analyses three charity law mechanisms that operate to ensure that an organization providing access to data meets its public benefit requirements: charitable purposes; members’ and directors’ powers and duties; and accountability via the oversight powers of the Charity Commission and charity proceedings in court. The article concludes that there is potential for the charity model to be the benchmark for governing commercial access to health data for public benefit research, but notes the limitations of the model and recommends the appointment of independent data governance committees to further bolster the charity law framework.
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Garces, Chris. "Ecuador's “black site”." Focaal 2014, no. 68 (March 1, 2014): 18–34. http://dx.doi.org/10.3167/fcl.2014.680102.
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When a state of emergency in Ecuador's prison system was declared in 2007, municipal leaders in Guayaquil built the country's first “supermax” prison, La Roca, for the administrative segregation of inmates considered a security threat. I suggest that administrative curtailment of access to these so-called “worst of the worst” prisoners merits legal comparisons with the juridical status of detainees in US “black site” facilities, the inter-American drug wars now paralleling the global war on terror insofar as prisoners' rights are concerned. Contrasting my brief visit to La Roca with political-economic and media analysis, my article draws two conclusions: (1) that limited physical access to prisoners, stimulated by administrative “zones of legal silence”, demands an ethnographic focus on daily conditions of prison life using inconsistencies in administrative rhetoric; and (2) that measures to securitize the prison system have augmented prison directors' powers to coerce inmates and to confound understandings of their living conditions.
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Boczek, Kamil. "Odpowiedzialność osób zarządzających w transnarodowych korporacjach w prawie karnym – aspekty międzynarodowe i transnarodowe." Problemy Prawa Karnego 30, no. 4 (October 30, 2020): 75–96. http://dx.doi.org/10.31261/ppk.2020.04.03.
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Owing to increasing globalisation, transnational corporations play an important role in international trade. Those wealthy and very complex entities have a major impact on reality and often engage in activities which involve illegal practices such as the environmental pollution, forced labour and other serious infringement of employees’ right or even crimes against humanity. Carrying on business which is primarily profit-oriented may result in violations of fundamental human rights, if this is required for a corporation to financially exploit a business opportunity. It is difficult in practice to hold these entities and their corporate directors to account. Regulations regarding criminal responsibility of managers of transnational corporations can be found in national and international laws. However, criminal proceedings do not give satisfactory results. The main problem lies in powers, flexibility and close links of those corporations with local authorities. The paper points to different solutions applied throughout the world, and describes the best-known criminal proceedings against corporate managers.
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Welsh, Michelle, and Helen Anderson. "The Public Enforcement of Sanctions against Illegal Phoenix Activity: Scope, Rationale and Reform." Federal Law Review 44, no. 2 (June 2016): 201–25. http://dx.doi.org/10.1177/0067205x1604400202.
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The loss suffered by unsecured creditors of all insolvent companies is the non-payment in full of amounts rightfully owed to them. This loss is all the more unacceptable to creditors when a company has been illegally phoenixed by the transfer from the insolvent company of assets at undervalue. One way of increasing the pool of funds available for distribution to creditors is to issue proceedings seeking compensation against directors alleging that their ‘phoenixing’ amounted to a breach of directors’ duties or insolvent trading. Such an action may be instigated by the liquidator and by ASIC. ASIC's enforcement role can be contrasted with the recovery role of the liquidator where the latter acts primarily in the furtherance of private interests, being those of the insolvent company's creditors; ASIC's mandate, on the other hand, is to act in the public interest. The purpose of this article is to examine the enforcement roles of liquidators and ASIC where suspected illegal phoenix activity has occurred. Following consideration of the difficulties faced by liquidators acting on behalf of creditors of phoenixed companies, this article considers whether it is appropriate, from a policy perspective, for the public regulator to promote private interests by exercising its enforcement powers for the benefit of creditors. The argument in favour of a publicly funded regulator seeking compensation for creditor losses is particularly compelling in the context of illegal phoenix activity, given the inability of creditors to bring enforcement proceedings themselves and the difficulties faced by liquidators when they seek redress for creditors’ losses.
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Zhylenko, N. "CONDITIONS FOR EFFECTIVE DELEGATION OF POWERS BY THE MANAGER OF A HIGHER EDUCATION INSTITUTION." Visnyk Taras Shevchenko National University of Kyiv. Pedagogy, no. 2 (12) (2020): 16–20. http://dx.doi.org/10.17721/2415-3699.2020.12.04.
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The article deals with the level of readiness of the manager of the Free Economic Zone to delegate his powers and summarizes the experience of such activities. During the study of the activities of vice-rectors, heads of departments, deans of faculties, directors of institutes, educational and research centers of higher education, it was found that the head (manager), as a subject of management, must be able to analyze the situation, predict strategy, plan tactics to achieve defined goals and organize operational management for their implementation. But most of the respondents approach the solution of this problem at the level of everyday consciousness, do not always understand that management is first of all the ability to organize teamwork. The effectiveness of managerial work in a higher education institution largely depends on the personal characteristics of the head, but a mandatory component of its productivity are competencies that can not be formed without special knowledge. The procedure for election and appointment does not provide for the availability of such knowledge. The manager of an educational institution can hardly influence the level of predictability of tasks that have an external nature, while the professional organization and streamlining of the structure of internal activities provides significant advantages. One of the ways to optimize the structure of the internal activities of the manager and increase its efficiency is the willingness and ability to delegate their powers. This, as part of a well-planned work, gives the manager the greatest reserve of time. Analysis of the practice of successful managers and scientific literature on this issue, allowed to formulate and test recommendations to managers for successful delegation of authority, which involves the use of certain principles of delegation, a clear understanding of the types and scope of work, work that can be delegated; understanding the procedure and procedure for setting goals and setting goals; taking into account the professional capabilities of staff. It is proved that an important condition for effective delegation is the master's mastery of the logic of formulation and the procedure of setting reasonable goals, which should provide a busy rhythm for each employee, taking into account the goals and personal and professional capabilities.
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Zotova, E. К. "Development of German and Russian Corporate Law in the Hostile Take- over Environment." Journal of Law and Administration, no. 3 (January 23, 2019): 44–52. http://dx.doi.org/10.24833/2073-8420-2018-3-48-44-52.
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Introduction. Speculative behavior is common for modern stock markets. It leads to corporate short-termism and therefore has negative systemic implications for the states’ economies. In an attempt to mitigate this trend, the German lawmaker developed national legislation aiming, inter alia, to provide company management with additional powers it could potentially use to prevent hostile takeovers. This experience needs to be critically studied in terms of both German and Russian doctrine and legal practice.Materials and methods. This paper uses the following general and specifc scientifc methods: structure-function analysis, comparative law method, Aristotelian method, statistical method, historical method, systemic method and hermeneutic method.Results of the research. Reacting towards a number of transactions affecting the German corporate landscape, the German legislature developed the Law on Acquisition of Securities and Change of Corporate Control. This Law contains protectionist provisions potentially entitling the board of directors of a joint-stock company to undertake measures to prevent hostile takeovers either subject to consent of the supervisory board or in cases where it is authorized to do so according to the corporate charter. Nevertheless, the impact these powers have in practice is very limited, which can be mostly attributed to practical considerations of the German judiciary and legislature.Discussion and conclusions. The article contains analysis of the German and Russian legal doctrine and court practice pertaining to joint-stock companies, as well as the scope of authorities of their management, analysis of the basic advantages and disadvantages of the German regulatory approach, conclusions as to applicability of the German approach in Russia.
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Nguyen, Huu Cuong. "Factors causing Enron’s collapse: An investigation into corporate governance and company culture." Corporate Ownership and Control 8, no. 3 (2011): 585–93. http://dx.doi.org/10.22495/cocv8i3c6p2.
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This paper investigates and evaluates the weaknesses of Enron’s corporate governance structures, weaknesses that lead to the collapse of the company. Overall, poor corporate governance and a dishonest culture that nurtured serious conflicts of interests and unethical behaviour in Enron are identified as significant findings in this paper. Employing the case study method, the paper synthesizes, analyses, and interprets all aspects of corporate governance that lead to Enron’s collapse based on three main reports: The Powers Report (Powers, Troubh and Winokur 2002), the Testimony of Chief Investigation (Roach 2002), and The Subcommittee’s Report (United States Senate’s Permanent Subcommittee on Investigations 2002). Firstly, Enron’s Board of Directors failed to fulfil its fiduciary duties towards the corporation’s shareholders. Secondly, the top executives of Enron were greedy and acted in their own self-interest. Thirdly, many of Enron’s employees witnessed the wrongdoings of Enron’s top executives, and quite a few whistleblowers came forward. Lastly, Enron outsourced external auditing for its internal audit function instead of establishing a functionally internal audit mechanism and its external auditor acquiesced in the application of questionable accounting and fraudulent financial reporting. Although Enron’s collapse has been widely discussed in the literature, no paper has been found that synthesizes the various aspects of corporate governance that resulted in the Corporation’s collapse. This paper contributes to the literature on the numerous weaknesses of Enron’s corporate governance structures, including the following: the role of the Corporation’ board, especially its top executives; the Corporation’s corporate culture and whistle-blowing system; and the Corporation’s internal auditor and external auditors.
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Śliwińska, Anna. "tragedy tailored to the spirit of the times – Romeo and Juliet as interpreted by Franco Zeffirelli and Baz Luhrmann." Images. The International Journal of European Film, Performing Arts and Audiovisual Communication 26, no. 35 (December 15, 2019): 219–29. http://dx.doi.org/10.14746/i.2019.35.12.
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This article discusses two film adaptations of Romeo and Juliet, i.e. one directed by Franco Zeffirelli and the other by Baz Luhrmann. It covers the following aspects: the structure of both the drama and its two film adaptations, the characters’ creation, the choice of setting and screen time, and the function of tragedy. Shakespeare’s language is characterised by unparalleled wit and powers of observation, and the final form of his plays is a clear indication of his ambivalent attitude towards tradition and the rigid structure of the drama. By breaking with convention, favouring an episodic structure, and blending tragedy with comedy, Shakespeare always takes risks, in a similar vain to the two directors who decided to make film adaptations based on his plays. Each technical device the adaptors selected could have turned out to be a wonderful novelty or a total disaster. The strength of both Zeffirelli’s and Luhrman’s adaptations is their emphasis on love and youth, which thanks to their directorial skill is perfectly in tune with the spirit of their respective times.
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Vasylkivska, V. V. "ON THE QUESTION OF NORMAL DETERMINATION OF THE STATE ADMINISTRATIVE OFFICER’S INSTRUCTION." Actual problems of native jurisprudence, no. 4 (August 30, 2019): 121–24. http://dx.doi.org/10.15421/391926.
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The article deals with the question of the order of improvement and development of the civil service institute as part of the normative settlement of the legal status of a civil servant, the clear attachment of his powers, rights, duties, directions of work. It is noted that the priority of the development of the modern civil service is to clearly define the legal status of a civil servant, determine the basic requirements and competencies, and specify the specific competencies and duties. Contemporary development of our state, active European integration processes and integration of the country into the world community are also impossible without qualified personnel, which are called to implement their own managerial powers and legally defined status. In connection with the foregoing, the personal factor, professionalism and competence of civil servants who are thoroughly aware of the legislative and regulatory acts regulating their legal status and the activities of public authorities are becoming increasingly important. In addition, it is good to understand the main trends of modern state policy, economics, development and law, as well as to have a professional knowledge of specialist knowledge and skills in accordance with the special field, position and function. Only such personnel will be able to effectively fulfill their professional powers, implement the legal status in order to ensure the functioning of the civil service institute and predict the development of political, economic and social spheres, to prevent the use of outdated stereotyped forms of management and to provide targeted public-management activities. At the same time, the growth of new requirements for the role of professionals in the process of state-building needs to improve the domestic model of civil service management, as well as the use of innovative approaches to the development and implementation of typical job descriptions of a civil servant. It is the job description that is the central element of a clear idea of the role and place of a civil servant in the management system. A well-designed typical civil servants instruction guarantees the implementation of a legally defined legal status of a civil servant, as well as a rational and effective performance by the official of his official duties and the provision of high-quality public services to citizens, a clear understanding of liability for unlawful acts or omissions or violations of the established legal restrictions in the civil service. The job description is defined as a document that regulates the organizational and legal status of a civilservant and defines its specific tasks and responsibilities, rights, responsibility for violation of the official discipline, determines the conditions for a clear, coordinated work, knowledge and qualification, the competencies necessary for ensuring the effective functioning of the state service Reconsideration and development, as well as a clear normative settlement of the place and importance of the job description, will eliminate the free treatment of civil servants of their functions and powers, will help directors avoid the need for constant clarification to employees of their obligations, as well as save time when familiarizing each new employee with his tasks and duties. Allow a person who takes an appropriate position to immediately orientate in his legal status.
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Barros, Francisco Elder Escossio de, Ruan Carlos dos Santos, Lidinei Eder Orso, and Antonia Márcia Rodrigues Sousa. "The evolution of corporate governance and agency control: the effectiveness of mechanisms in creating value for companies with IPO on the Brazilian stock exchange." Corporate Governance: The International Journal of Business in Society 21, no. 5 (February 17, 2021): 775–814. http://dx.doi.org/10.1108/cg-11-2019-0355.
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Purpose From the agency theory’s point of view, this paper aims to analyze corporate governance mechanisms about the characteristics of the companies quoted in the segments Bovespa Mais and Bovespa Mais 2 and their influence on the creation of value in preparation for the opening of the initial public offering (IPO). Design/methodology/approach A quantitative approach was adopted to achieve the proposed objective using the panel data with fixed effects and secondary data collected on the Comissão de Valores Mobiliários website, using statistical software Stata® 13.0 for statistical tests. The population comprises non-financial companies belonging to the Bovespa Mais and Bovespa Mais Level 2 groups, as the survey sample took into account the period of adhesion of the companies, totaled in 15 companies, which cover the period from 2008 to 2019. The selected variables correspond to the ownership structure’s characteristics, then the board’s composition and the fiscal council as the body responsible for supervising the administrators’ acts. Findings The main results indicate that the number of independent members on the board of directors and the supervisory board’s participation positively influence market performance. However, it also reveals that the concentration of ownership brings fundraising for other companies’ acquisitions, risk reduction concerning information asymmetry between investing powers. Research limitations/implications The main results indicate that the number of independent members on the board of directors and the supervisory board’s participation positively influence market performance. Despite this, it also reveals that the concentration of ownership brings fundraising for other companies’ acquisitions, risk reduction concerning information asymmetry between investing powers. Practical implications This paper advances a comparative institutional perspective to explain capital market choice by firms making an IPO in a foreign market. This paper finds that internal governance characteristics (founder-chief executive officer, executive incentives and board independence) and external network characteristics (prestigious underwriters, degree of venture capitalist syndication and board interlocks) are significant predictors of foreign capital market choice by foreign IPO firms. Social implications While product market choices have been central to strategy formulation for firms in the past, financial markets’ integration makes capital markets an equally crucial strategic decision. This paper advances a comparative institutional perspective to explain capital market choice by firms making an IPO in a foreign market. Originality/value This situation generates value to shareholders and is perceived by the market and, ultimately, generates a direct relationship with the market performance of companies. While product market choices have been central to strategy formulation for firms in the past, financial markets’ integration makes capital markets an equally major strategic decision.
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Zal, Tomasz, Mateusz Rytelewski, Rodrigo Jacamo, Malgorzata Anna Zal, Meenakshi Shanmugasundaram, and Michael Andreeff. "Intravital Imaging of Bright Cyan-Fluorescent AML Model Reveals Impact of CXCR4 Inhibitor on AML and Immune Cell Dynamics." Blood 134, Supplement_1 (November 13, 2019): 2674. http://dx.doi.org/10.1182/blood-2019-131945.
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INTRODUCTION: CXCR4 chemokine receptor inhibitors such as BL-8040 (BioLineRx) have been investigated by us and others as possible anti-leukemic drugs due to their ability to "mobilize" leukemia cells out of the BM and into the circulation, where they are more sensitive to chemotherapy. However, the exact mode of cell relocation remains unclear. CXCR4/CXCL12 signaling pathway also participates in BM homing of immune cells, including both central memory T cells and immunosuppressive CD4+FoxP3+ T-regulatory cells (T-reg). Therefore, CXCR4 inhibition has the potential to either counteract or enhance the process of AML immune surveillance. Therefore, we sought to develop a syngeneic AML model for intravital 2-photon microscopy (TPM) compatible with existing immune reporter mouse strains, which typically occupy the green, yellow and red fluorescence channels. HYPOTHESIS: CXCR4 inhibition decreases AML and T cell BM cellularity by increasing the rate of intravascular cell entry and/or decreasing the rate of circulating cell homing back to BM. MODEL: The cyan-colored fluorescent protein mTurquoise2 was lentivirally introduced into C57BL6-origin AML cells containing the MLL, ENL-FLT3, ITD, and p53-/- mutations, termed AML1-mTurq2. Syngeneic FoxP3-GFP/CD11c-YFP/hCD2-DsRed reporter mice were generated by inter-breeding of the corresponding strains, respectively highlighting T-reg, myeloid antigen presenting cells, and all T cells. After intravenous infusion of 1E5 AML1-mTurq2 cells, 1-2% blasts appeared in peripheral blood on day 9, increasing to 70% on day 15-20 when animals had to be euthanized. TREATMENT: Mice with >1% blasts were given BL-8040 I.P. in two daily 400 µg doses followed by imaging 24 h later, or intravenously during imaging 10 µg and 50 µg one hour later. ANALYSIS: Disease progression was characterized by blood flow cytometry, symptom scoring and thick-mount organ tissue fluorescence microscopy. Intravital TPM of the calvarial bone marrow (BM) was performed through intact bone under general anesthesia. By interline multiplexing dual femtosecond lasers with four-sensor detection for 8 distinct channels, mTurquoise2 and SHG were recorded by the same sensor at, respectively, 860 and 990 nm excitation, along with GFP, YFP, DsRed and dextran-TRITC (blood tracer). AML and T cell subsets were 3-D tracked using Imaris software. RESULTS: AML1-mTurq2 cells stably and uniformly expressed bright cyan fluorescence, suitable for intravital TPM with low incident laser powers and fast imaging rates in deep tissue locations. In C57BL6 mice, sparse AML cell clusters were found in BM perivascular spaces on day 1 after cell infusion. AML cells were slowly motile (~4 um/min) and highly proliferative, gradually filling BM spaces and emerging in other organs. T cells and CD11c dendritic cells were present in leukemic BM, and the vasculature appeared largely intact and well perfused. T cells interacted with AML cells and the stroma, migrating with high average velocities (~10 µm/min) and slowing down to ~3 µm/min in late-stage disease. After 2 days of BL-8040 treatment, disease symptom scores improved from 3 to 1 while the untreated controls progressed from 3 to 4 (range 0-6). TPM revealed a 4-fold reduction of AML cellularity in BM. Cellular velocities of both AML and T cells were unchanged by BL-8040 treatment. After acute drug administration, a fraction of stromal AML cells begun entering capillary vessel lumens by amoeboid movement. The intravasated AML cells adhered to vessel wall for 1-2 minutes before rapid detachment. Some cells remained tethered while already loose in the blood stream. CONCLUSIONS: A novel, brightly cyan-fluorescent syngeneic AML1-mTurq2 AML model is advantageous for 6-color intravital microscopy of cell trafficking and immune surveillance in optimal compatibility with green, yellow and red reporters of cell lineages and tissue architecture. Using this model, we show that CXCR4 inhibitor BL-8040 decreases AML BM cellularity by increasing the frequency of intravasation without increasing AML migratory velocity. Disclosures Zal: Daiichi-Sankyo: Research Funding; NIH-CTEP: Research Funding; BioLineRx: Research Funding; VueBio.com: Equity Ownership; NIH/NCI: Research Funding; CPRIT: Research Funding; Moleculin Biotech, Inc.: Research Funding. Andreeff:BiolineRx: Membership on an entity's Board of Directors or advisory committees; Aptose: Equity Ownership; Eutropics: Equity Ownership; Senti Bio: Equity Ownership, Membership on an entity's Board of Directors or advisory committees; Oncoceutics: Equity Ownership; Oncolyze: Equity Ownership; Breast Cancer Research Foundation: Research Funding; CPRIT: Research Funding; CLL Foundation: Membership on an entity's Board of Directors or advisory committees; NCI-RDCRN (Rare Disease Cliln Network): Membership on an entity's Board of Directors or advisory committees; Leukemia Lymphoma Society: Membership on an entity's Board of Directors or advisory committees; German Research Council: Membership on an entity's Board of Directors or advisory committees; NCI-CTEP: Membership on an entity's Board of Directors or advisory committees; Cancer UK: Membership on an entity's Board of Directors or advisory committees; Center for Drug Research & Development: Membership on an entity's Board of Directors or advisory committees; NIH/NCI: Research Funding; Reata: Equity Ownership; 6 Dimensions Capital: Consultancy; AstaZeneca: Consultancy; Amgen: Consultancy; Celgene: Consultancy; Daiichi Sankyo, Inc.: Consultancy, Patents & Royalties: Patents licensed, royalty bearing, Research Funding; Jazz Pharmaceuticals: Consultancy.
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Al-Tahat, Saqer S., Osama A. Ali, Nourdeen M. Abu Nqira, Tharwat M. Alhawamdeh, and Faris S. Al-Qadi. "The Impact of Social and Positive Psychological Capital on the Efficiency: A Field Study From the Perspective of Jordanian Auditors of the Performance of Audit Offices." International Journal of Financial Research 11, no. 5 (September 22, 2020): 469. http://dx.doi.org/10.5430/ijfr.v11n5p469.
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The main objective of this study is to show the social positive and psychological impact on the performance efficiency of audit offices from the perspective of the employees in those offices, and to fulfill this, the researchers relied on two inputs: the inductive and descriptive analytical approach, as well as relying on spss software to analyze data of this study, and test the hypothesis, which were in descriptive statistics metrics, model fit tests, and multiple linear regression analysis, to test the study hypothesis. The study sample consisted of 325 qualified people working in these offices. The most important conclusion from this research is that the psychological capital develops the fruitful exploitation of auditors in the work, to accomplish the audit work. In addition, the directors of audit offices seek to establish social cooperative relations among office workers. The most substantial recommendations of this research are crystallized by attracting human and intellectually, psychologically, socially and practically qualified elements who have sufficient skills and experience in auditing processes, in addition, the demand to encourage teamwork, and give powers to team members, so that many of the work problems are resolved through teams.
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Khalid Hussain Abbasi, Ashfaque Ali Banbhan, and Najia Shaikh. "Structure and Composition of Board’s Committees: Analysis of Pakistan International Airlines Corporation Limited." Research Journal of Social Sciences and Economics Review (RJSSER) 2, no. 1 (March 7, 2021): 83–96. http://dx.doi.org/10.36902/rjsser-vol2-iss1-2021(83-96).
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This study aimed to explore the composition of BODs committees in PIACL. Secondary data from Annual Reports, Act, Rules and Regulations of the corporation in general and SECP recommendations i.e., the codes of CG in particular were collected. Data were analyzed in MS-Office 2016 version using MS-Excel and MS-Word. Obtained results are, the BODs can exercise their powers to form the board’s various committees, but at the same time BODs must execute their responsibilities focusing on objectives of the corporation and larger interest of stockholders in good faith and judgment, especially executing authority for the establishment of AC. BODs must confirm that none of the member's interests conflicts with the objectives of the committee. The Principal Finance Officer (CFO), inside audit officials, and officers like the chief cooperating officer (CEO) do not represent AC. However, one member of the committee must hold ample knowledge related to finance, but this does not mean that a member of the board who is linked either with financial matters or audit operations is appointed on the committee. Results further indicated that in PIACL different committees of BODs have been formed where a director in the finance committee is also appointed as member or chairman in AC in contrast to SECP codes. Similarly, various BODs have been made part of the AC, HR, IT, Procurement, Marketing (Brand and advertisement) committee. Whereas, practically it is very uncommon that an individual possesses expertise in IT, HR, Marketing, and Finance fields simultaneously as these are diverse fields, how come a person can be an expert of all disciplines at the same time? Hence, the appointment of directors in multiple committees at the same time raises a lot of questions about the independent working or decision-making of such committees.
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فرحان, عمر, هاني هزاع, and عزنان حسن. "تطوير مبادئ حوكمة المؤسسات الوقفية بالاستفادة من مبادئ حوكمة الشركات (The development of governance principles for Waqf Institutions in line with the corporate governance principles)." Journal of Islam in Asia (E-ISSN 2289-8077) 17, no. 2 (September 17, 2020): 39–66. http://dx.doi.org/10.31436/jia.v17i2.972.
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إن مفهوم الحوكمة والمبادئ التي تقوم عليها والأهداف التي تسعى لتحقيقها يتوافق مع المنظور الإسلامي للعمل الإداري، ويمكن الاستفادة من مبادئ حوكمة الشركات وتكيفيها بما يتناسب مع المؤسسات الوقفية، مع مراعاة طبيعة الأوقاف وخصائصها، بالإضافة إلى مراعاة الفروق بين الأطراف ذات المصالح في كل من الشركات والمؤسسات الوقفية، ويهدف البحث لاستنباط مبادئ لحوكمة المؤسسات الوقفية من خلال الاسترشاد بمبادئ حوكمة الشركات، وقد اعتمد البحث على المنهج التحليلي المقارن، وذلك من خلال تحرير الأطراف ذات المصلحة في المؤسسات الوقفية ومقارنتها بنظائرها من الأطراف ذات المصلحة في الشركات، وتحديد أوجه التشابه أو التقابل بين تلك الأطراف، ثم استخلاص مبادئ الحوكمة للأوقاف بالاسترشاد بمبادئ حوكمة الشركات الصادرة عن منظمة التعاون الاقتصادي والتنمية، وبناءً على تحرير الأطراف ذات المصلحة في المؤسسات الوقفية ومقارنتها بنظائرها الأطراف ذات المصلحة في الشركات، فقد توصل البحث إلى وجود تراتبية تصلح للقياس والمقابلة، فالصيغة "صك الوقف" يقابله عقد التأسيس، والواقف يقابله المؤسس أو المؤسسون، والناظر أو مجلس النظارة يقابلهم مجلس الإدارة، والموقوف عليهم يقابلهم المساهمون، والعين الموقوفة يقابلها رأس المال، في حين تتشابه كل من المؤسسات الوقفية والشركات في الأطراف التالية: الإدارة التنفيذية، والجهات ذات المصالح، والجهات ذات العلاقة (حيث لا توجد فروق تؤثر أو تنعكس على الحوكمة متعلقة بهذه الأطراف)، وقد توصل البحث إلى صياغة مبادئ الحوكمة في المؤسسات الوقفية في خمسة مبادئ: توفر الإطار الفعال المتعلق بالحوكمة، وحماية حقوق الواقف والموقوف عليهم، وتحديد صلاحيات ومسؤوليات مجلس النظارة، وتقديم متطلبات الشفافية والإفصاح عن الأداء الإداري والمالي، ودور وحقوق أصحاب المصالح. الكلمات المفتاحيّة: الحوكمة، الوقف، المؤسسة الوقفية، حوكمة الشركات. Abstract This research aims to develop governance principles for the Waqf institutions in line with the corporate governance principles, The research compared the stakeholder parties of the corporates with those of Waqf institutions in order to identify the similarities and concluding with the principles of Waqf governance, The results of the research revealed that the Memorandum of Association of the company, the founders, board of directors, shareholders and, the capital have equal meanings and functions to the trust deed of Waqf, the Waqf owner, guardian of Waqf (Mutawali), the beneficiaries of the Waqf and, the property of Waqf respectively. Additionally, the research found that both corporates and Waqf institutions have identical similarities in the functions of the board of directors and the type of stakeholders. Therefore, the research developed five governance principles for Waqf institutions which are; ensuring the basis for an effective governance framework, protection the rights of Waqf owner and the beneficiaries, identification of the powers and responsibilities of the board of directors, provide the disclosure and transparency requirements with regard to the financial and administrative performance and, identifying the roles and rights of the stakeholders. Keywords: Governance, Waqf, Waqf institutions, corporate governance.
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Chugunova, K. Yu. "Features of the Formation of the Will of Joint-Stock Companies Subsidiaries with Predominant State Participation (The Case of Russian Railways)." Actual Problems of Russian Law 15, no. 10 (October 29, 2020): 116–24. http://dx.doi.org/10.17803/1994-1471.2020.119.10.116-124.
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In the paper, the author examines the independence of joint-stock companies subsidiaries with predominant state participation in decision-making through the prism of the practice of building corporate governance at JSC 'Russian Railways'. The author sets the task to study the limits of participation of the main company in the formation of the will of the management bodies of a subsidiary company using the example of one of the largest Russian joint-stock companies with state participation. The author concludes that the parent company has virtually unlimited powers in determining the subsidiary's decisions, which is generated by the broad approach of the legislator to the definition of the subsidiary. For the first time, the paper identifies two independent forms of determining the decisions of a subsidiary by the main company, which are actively used in practice, but without direct consolidation at the legislative level. They are as follows: the direction to the subsidiaries by the main company of draft local regulations subject to approval by the management bodies of the subsidiary; and issuance by the parent company of instructions for voting at the annual general meeting and the meeting of the board of directors of the subsidiary. The author notes that under the conditions of unlimited powers of the parent company when determining the decisions of the subsidiary company there is the risk of transformation of subsidiaries of joint-stock companies with predominant state participation into nominal structures not interested in high-quality corporate governance, blindly fulfilling the will of the parent company. The material presented in the paper can be used both in further scientific research when studying the issue of independence of subsidiaries of joint-stock companies with predominant state participation, and by practicing lawyers working in joint-stock companies with state participation and their subsidiaries, as well as by state bodies participating in the improvement of corporate law.
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Admink, Admink, and Юлія Гапчук. "СПЕЦИФІКА ДІЯЛЬНОСТІ ПРОДЮСЕРАВ АНТРЕПРИЗНИХ ТЕАТРАХ УКРАЇНИ." УКРАЇНСЬКА КУЛЬТУРА : МИНУЛЕ, СУЧАСНЕ, ШЛЯХИ РОЗВИТКУ (НАПРЯМ: КУЛЬТУРОЛОГІЯ), no. 33 (May 3, 2020): 96–103. http://dx.doi.org/10.35619/ucpmk.vi33.297.
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Розглянуто специфіку діяльності та визначено роль продюсера в антрепризних театрах України. З’ясовано, що новий виток розвитку продюсерства зумовлений не лише складністю комплексу економічних та творчих завдань сучасності, але й перспективами подальшого розвитку театрів приватної форми власності, якими є антрепризи. Показано, що у театрах антрепризного типу роль продюсера виконували не економісти та підприємці, а виключно митці – актори, режисери, драматурги. Означена тенденція зберігається й донині, проте діяльність продюсера трансформувалася та вдосконалилася. Констатовано, що сучасний український продюсер бере участь в усіх процесах на шляху виготовлення театрального продукту, починаючи від ідеї постановки до прокату вистави.
The specifics of the activity and the role of the producer in the entree prizes of the theaters of Ukraine are considered. The new stage of production development is caused not only by the complexity of the whole complex of economic and creative tasks of the present, in particular, they directly relate to the prospects for the further development of the theaters of private ownership, which are entreprizes. In the theatrical type theaters, the role of the producer was played not by economists and entrepreneurs, but only by artists – actors, directors, playwrights; The modern Ukrainian producer is endowed with several powers, as he participates in all processes on the way of production of a theatrical product, from the idea of staging to the rental of a performance.
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Donaldson, Jason Roderick, Nadya Malenko, and Giorgia Piacentino. "Deadlock on the Board." Review of Financial Studies 33, no. 10 (February 5, 2020): 4445–88. http://dx.doi.org/10.1093/rfs/hhaa006.
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Abstract We develop a dynamic model of board decision-making akin to dynamic voting models in the political economy literature. We show a board could retain a policy all directors agree is worse than an available alternative. Thus, directors may retain a CEO they agree is bad—deadlocked boards lead to entrenched CEOs. We explore how to compose boards and appoint directors to mitigate deadlock. We find board diversity and long director tenure can exacerbate deadlock. We rationalize why CEOs and incumbent directors have power to appoint new directors: to avoid deadlock. Our model speaks to short-termism, staggered boards, and proxy access.
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Chae Hong Lim. "Appointment Power of Directors by Government-nominated Directors." Democratic Legal Studies ll, no. 33 (March 2007): 485–510. http://dx.doi.org/10.15756/dls.2007..33.485.
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Fang, Shuai. "Homophily Exclusion or Homophily Preference? The Influence of the Executive Identity of Nonexecutive Directors on the Focal Firm Executive Pay and Ordinary Employee Pay." Journal of Systems Science and Information 7, no. 6 (December 18, 2019): 550–67. http://dx.doi.org/10.21078/jssi-2019-550-18.
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Abstract The occupational identity of nonexecutive directors exerts a considerable influence on their way of designing and distributing executive pay as well as ordinary employee pay in the focal firm. Integrating the status characteristics theory into the corporate governance literature, I theorize that status contest effect comes into play in the process of setting executive pay in the focal firm, specifically when its nonexecutive directors serve as executives on stakeholders. More often than not, such executive identity triggers the status competition with focal firm executives, which motivates nonexecutive directors to reduce the focal firm executive pay so as to secure and aggrandize their own status within the focal firm. However, since ordinary employees pose no threat to nonexecutive directors in the focal firm, they tend to increase ordinary employee pay. Basing upon the empirical test which adopts the data of China’s Shanghai and Shenzhen A-share listed firms, I find that the greater the focal firm’s nonexecutive director ratio, the less will be the top executives’ pay in the focal firm; the greater the focal firm’s nonexecutive director ratio, the greater will be ordinary employees’ pay in the focal firm; the greater the focal firm’s nonexecutive director ratio, the smaller will be the pay gap between top executives and ordinary employees in the focal firm. In addition, I also find that ownership power and gender can moderate the relationship between nonexecutive director ratio and executive pay: top executive ownership can alleviate the negative relationship between focal firm’s nonexecutive directors and top executives’ pay; female nonexecutive directors are more likely to increase focal firm’s ordinary employee pay than their male counterparts.
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Petkukjeski, PhD Ljupcho, PhD Marko Andonov, PhD Zoran Mihajloski, PhD Kate Trajkova, and PhD Samir Ljativ. "PARTICIPATION OF EMPLOYEES IN MANAGEMENT BODIES OF THE MACEDONIAN SHAREHOLDING COMPANIES." JOURNAL OF SOCIAL SCIENCE RESEARCH 10, no. 2 (June 30, 2016): 2060–69. http://dx.doi.org/10.24297/jssr.v10i2.4731.
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Joint Stock Company is a company in which shareholders participate with investments in the nominal capital which isdivided into shares and the shareholders are not liable for the obligations of the company.Modern joint-stock companies are companies with enormous economic and other powers. Concentration of capital andlabor of these companies gives them a very strong position in the market through which these companies have greatimpact on the economic and political relations as well as on the social situation in the society.Besides the managing bodies (members of the supervisory bodies and non-executive members), the bodies ofmanagement - management (executive directors, board members and other senior workers - managers), shareholdersand employees also are participants in the organization of the company. Each of the participants, including employees hasits place and its role within the activity of the enterprise.Employees are one of the most important factors involved in the realization of the business venture and in the creation ofnew value of the company (profits). As a real consequence of this fact arises the question of their participation in decisionsabout the distribution of newly created value, which can lead to a possible conflict with investors and managers of thecompany.With the participation of employees in the bodies of the shareholders company and in decision-making of importance tothe company, they protect their primarily economic and social rights and interests, and with this, they contributes toeconomic and social peace and stability in the company.The main goal of this paper is to give the legal basis for the practical realization of the right of participation of employees inthe management of the share holders company in the Republic of Macedonia.
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Henkel, Dennis, Eelco M. Wijdicks, and Axel Karenberg. "Nicht nur Slapstick: Stummfilme als unterschätzte Zeugen der Medizingeschichte." DMW - Deutsche Medizinische Wochenschrift 145, no. 25 (December 2020): 1818–27. http://dx.doi.org/10.1055/a-1160-1493.
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AbstractMedicine in silent film has a long history. Although the silent era in cinema was dominated by burlesques (using escaped “lunatics”) a number of themes emerged after systematic review. The cinematic representation of medicine coincided with the discovery of X-rays. During this “roentgenomania”, short films were produced showing groundbreaking X-ray images, which fitted perfectly into needs of dramatic cinema. But soon the “cinema of narration” evolved: Starting just after the turn of the century, the short film “The Country Doctor” was able to address complex interplay between duties and limitations of the medical profession. This was followed by numerous feature films on infectious diseases, which often used tuberculosis as a centerpiece of its story. Directors often took advantage of the well-known stereotype of the omnipotent physician. But in certain medical fields, such as psychiatry or surgery, a more ambivalent figure of the doctor was portrayed, f. e. in “Hands of Orlac” (1924). Silent cinema also offered interesting ideas on the healing powers of the medium itself: in “The Mystery of the Kador Cliffs” (1912) a film screening could cure the patient of fears after reenactment. Finally, a closer look at the early era of film echoes how social conflicts where dramatized, especially in the case of nationwide birth control. How illegal abortion kept the society on its edge, was most clearly shown in the adaption of the scandalous play “Cyankali” (1930).In addition to discussing various topics in the cinematic representation of medicine, this brief overview shows that silent movies were a new and true art form, representing an exceptional resource for historians of film and medicine.
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Alves, Boris Krajnc, and Jacob Lubliner. "Method of Virtual Power Applied to Cosserat Surfaces With Deformable Directors." Applied Mechanics Reviews 46, no. 11S (November 1, 1993): S266—S278. http://dx.doi.org/10.1115/1.3122645.
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Following a brief outline of the method of virtual power, the local equations of motion for a Cosserat surface with inextensible directors are derived by means of this method. The model obtained coincides with the results derived from three-dimensional theory by Simo and Fox. Subsequently the model is extended so as to account for deformable directors. Besides the linear-momentum and moment-of-momentum balance equations, one additional scalar equation is derived. This equation replaces the director-momentum balance equation of Naghdi and therefore eliminates the necessity of introducing constitutive restrictions. The equivalence between the model derived by the virtual-power method and the results from the direct method of Naghdi are finally noted.