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  • Classified Boards

    than in a corporation’s bylaws . If a corporation’s certificate of incorporation contains a provision classifying the board of directors, declassification cannot be done by stockholder vote alone because declassification will require an amendment to the certificate of incorporation. Amendments to a certificate of incorporation require action by both the board of directors and the stockholders. See.…

    Words: 736 - Pages: 3
  • Internal Governance In China Case Study

    In China, the internal governance can be characterized as three elements: board of director, ownership and control, and managerial incentives. In China, there is a proof that outsider director on the board has a positive impact on increasing the return of investment. Having outsider director on the board leads to make a better decision. There are two kinds of board in china: director and supervisory boards. However, supervisory board is unable to monitor the daily operation in Chinese companies…

    Words: 736 - Pages: 3
  • Ultra Vires Case Study

    Riche (1875) LR 7 HL 653. In this case, the object clause allowed the company to "make and sell, or lend on hire, railway-carriages and wagons, and all kinds of railway plant, fittings, machinery and rolling stock..." However, the company's directors contracted with Riche for construction of a railway line in Belgium. The company then repudiated the contract as ultra vires. Riche sued the company for breach of contract but failed. The company was held that the contract was ultra vires and, thus…

    Words: 1365 - Pages: 6
  • How To Write A Case Study Wells Fargo

    compensations based on quarterly reports seem to have dominated corporations’ decision-making over the past few years. Any proposed regulations after 2008 that seeked to limit these motives seem to only brush past the greedy ethos of some of the board of directors across Wall Street. What happened to the San-Francisco based bank contrasts the statement of the 1997 Business Roundtable that the…

    Words: 700 - Pages: 3
  • Enron Internal Control Essay

    main. The Corporate Governance Code issued by the Financial Reporting Council (2010) defines corporate governance as ‘the system by which companies are directed and controlled’. Boards of directors are responsible for the governance of their companies. The shareholders’ role in governance is to appoint the directors and the auditors and to satisfy themselves that an appropriate governance structure is in place. The responsibilities of the board include setting the company’s strategic aims,…

    Words: 1355 - Pages: 6
  • Direct Employee Relationship

    DIRECTOR OF MEMBERSHIP & AFFILIATE SERVICES, 09/2001 to 12/2013 National Apartment Association, Arlington, VA • Delivered annual revenue growth of 5-7% in membership and improved market penetration throughout the national federation; • Guided the Mississippi…

    Words: 836 - Pages: 4
  • Case Study Of Marlow's Duty Or Duties Toward Aerogels, Inc.

    profits he receives in his new venture? At the heart of this dilemma is the issue of whether or not, as a director, Marlow violated any duties by using his position in the company to form a competing business. But before an adequate conclusion about this issue can be drawn, its important to analyze all of the possible fiduciary duties that could apply to a member on the board of directors. In this case, there are two primary duties, the duty of loyalty and the duty of care, both of which work…

    Words: 2318 - Pages: 10
  • J. C. Penney Company, Inc. (JCP)

    current Chief Executive Officer, serves as the only active JCP leadership member on the Board of Directors. Thomas Engibous (Chairman) who also serves on the Audit and Finance and Planning committees and chairs the Committee of the Whole. Engibous is also a trustee of Southern Methodist University, Director of the Texas Instruments Foundation, Chairman Emeritus for Catalyst Inc., and Independent Director, Member of Audit Committee and Member of Compensation Committee in Taiwan Semiconductor…

    Words: 940 - Pages: 4
  • Narcissism And The Takeover Process Analysis

    In the article “CEO Narcissism and the Takeover Process”, the authors noticed that the narcissism could explain the CEOs’ reactions on the takeover process better. Since narcissism is a complete personality trait that could describe the CEOs cognitive skills and behavior better. And the characteristics of narcissists, manipulative and lacking in empathy, could affect the merger negotiations (Nihat Aktas, Eric de Bodt, Helen Bollaert, Richard Roll, 2012). The authors first examined the…

    Words: 1843 - Pages: 8
  • Boeing Case Study: Board Of Director's Phenomen

    Missile System before, meaning; this position was only created to put Mrs Druyun in. Those facts and ethical issues associated with them clearly establish that we are facing both a corruption issue and a conflict of interest. So as the Board of Directors, we have to admit that she was giving the position because she gave Boeing the deal with the government, and then identify whom are the parties affected by this behaviors and what can be the consequences. First, our reputation is at stake which…

    Words: 1159 - Pages: 5
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