Corporate Bond Market in India Essay

Foreword In the rush to produce urgent policy documents and briefing notes that any government has to do, it is easy to let matters that may not be quite as urgent to go unattended. However, the not-so-urgent often includes matters of great importance for the long-run well-being of the nation and its citizenry. Research papers on topics of strategic economic policy fall in this category. The Economic Division in the Department of Economic Affairs, Ministry of Finance, has initiated this Working Paper series to make available to the Indian policymaker, as well as the academic and research community interested in the Indian economy, papers that are based on research done in the Ministry of Finance and address matters that may or may not be of immediate concern but address topics of importance for India’s sustained and inclusive development. It is hoped that this series will serve as a forum that gives shape to new ideas and provides space to discuss, debate and disseminate them. Executive Summary: In this paper, we examine the factors behind underdevelopment of corporate bond market in India. We assess that one of the major bottlenecks to the development of this market lies in relatively larger costs of financing which dissuade the firms to raise finance from this avenue. We argue that the lack of transparency, inefficient market making and illiquidity of the instrument not only lead to such extra costs of financing that hampers investment in the real sector but can trap the bond market in a low level equilibrium. To alleviate such problems, we prescribe policies that ensure better production of information and increased volume of transactions that will lessen both liquidity and transparency problems and ensure efficient market making. A combination of such policies include mandatory disclosure of ratings by firms and assignment of multiple agencies for rating an issue at different points of time, minimum size of placements of (infrastructure) bonds, establishing stop loss thr eshold, among others will help breaking the trap and improve quality of issues and would eventually lead to a vibrant bond market with reduced costs of financing investment. Structure of the paper: The paper is structured in three parts. The first part, section 3 and 4 analyse how corporations finance themselves and how does the corporate bond market contribute in this process. Section 3 delves into how large Indian firms evolved in their financing pattern over the past decade. We further analyse what are some of the key drivers of such financing pattern when it comes to corporate bond markets in section 4. In section 5, we offer an analytical construct and mode that shows how liquidity, transparency and informational problems contribute not only to higher costs of financing but may create low level equilibrium trap in the bond market where few issuers, investors and market makers participate. In section 6, we summarise the policy implications of our findings and analyse what it would take for the corporate bond market to move from the current state (of low level equilibrium) to a higher level equilibrium. We examine where the policy maker might have a role to play and where th e market will respond to address its concerns spontaneously. 2. A review of how large firms in India finance themselves Our analysis about the debt market in India begins with a review about how firms in India finance themselves. Our information is necessarily restricted to the largest firms of India, those that are observed in the CMIE database. We focus on non-financial firms, so as to avoid the measurement problems of accounting data for financial firms. The `sources and uses of funds’ statement, which is the first difference of the balance sheet, yields important insights into the financing structure. Table 1: Structure of sources and uses of funds Ended 2000-01 35.2 5.7 29.5 64.6 17.2 14.4 3.5 0.5 25.5 Ended 2010-11 30.8 21.1 9.7 67.5 13.8 17.8 3.9 3.2 24.2 Component Internal Retained Earnings Depreciation External New equity Banks Bonds Foreign Current liabilities Table 1 shows the structure of the sources of funds, comparing the latest available year (2010-11) against one decade ago (2000-01). The first feature of interest is internal financing. We see a substantial reliance on internal financing: from 35.2% a decade ago to 30.8% today. To the extent that internal financing is important, it acts as a barrier against new firms who do not have pre-existing cash-flow. The hallmark of a sophisticated financial system is a substantial extent of external financing. From a normative point of view, to the extent that external financing is greater, this is likely to induce superior resource allocation and competitiveness. Turning to external financing, one important component – equity financing which was at 17.2% in 2000-01 and 13.8% in 2010-11 – is in relatively sound shape. The Indian equity market was the focus of policy makers from 1992 onwards, and substantial progress has been made. One key element – stock lending – i s as yet absent. Barring this, all sophisticated features of the worlds top equity markets are now found in India. The two Indian exchanges, NSE and BSE, rank 3rd and 5th in the global ranking by number of transactions, that is produced by the World Federation of Exchanges (WFE). The problems in India today lie in debt. Banks accounted for 14.4% of the financing of large firms in 2000-01, which went up to 17.8% in 2010-11. The bond market stagnated, with 3.5% in 2000-01 and 3.9% a decade later. Despite considerable interest in bond market development, the corporate bond market accounted for only 3.9% of the sources of funds of large Indian companies. Finally, foreign borrowing rose sharply, from roughly nothing in 2000-01 to 3.2% in 2010-11. To some extent, borrowing abroad has served as a way for Indian firms to overcome the difficulties of obtaining debt financing domestically. From a normative perspective, the picture that we see in the sources of funds is one of an excessive reliance on internal financing, a surprisingly large role for banks, and a miniscule and stagnant bond market. The next issue that we turn to is the role of secured versus unsecured borrowing. The hallmark of a sophisticated debt market is the presence of unsecured borrowing. Secured borrowing is the mainstay of a simple-minded financial system: The lender does not have to analyse the prospects of the borrower for he lends only against collateral. In contrast, unsecured borrowing requires that the lender has to understand the prospective cashflow of the borrower, which determines the extent to which the promises about future repayment may be upheld. We analyse secured versus unsecured borrowing by size quintiles, once again amongst all the non-financial firms seen in the CMIE database. In the smallest quintile, in 2001, secured borrowings were at 76.7%. A decade later, there was a small decline, to 65.37%. This shows the stubborn domination of secured borrowing, when it comes to the smallest firms. Similar patterns are found in other size quintiles also. In the fourth quintile – from the 60th percentile to the 80th percentile – secured borrowing was 84.7% in 2001 and had dropped slightly to 80% in 2011. This domination of secured borrowing suggests a debt market that has a highly limited ability (or incentive) to actually understand borrowers. Even in the top quintile of firms – roughly the 680 biggest companies of India – we do not see a meaningful extent of unsecured borrowing. In 2001, secured borrowing was 65.8%, and this dropped to 60.7% in 2011. In other words, even for the biggest firms of India, only 39% of borrowing was unsecured. The debt market was not able to analyse the prospects and give debt, based on assessment about the future, to a substantial extent to even the biggest firms in the country. This evidence shows a highly malformed debt market. The bond market is practically nonexistent in corporate financing. Forward-looking assessment is weak; even the biggest firms tend to rely on secured borrowing. 3. Key issues with Indian corporate bond market functioning The presence of corporate bond market in India is barely perceptible as compared to other economies. Despite of multiple endeavours by the government in the recent past, to revive the market, neither investors nor issuers showed any tangible interest. As a result, at least 80% of corporate bonds comprise of privately placed debt by public financial institutions. The following graph confirms inadequate growth of the bond market in India relative to the countries like US, Japan and China. Illustration – Share of Corporate Bonds in Total Debt (Source: BIS) Bond markets as well as equity market owe their difference to inherent characteristics of the instrument that underlies respective markets. The following summarise how the markets are different – Intermediaries – Market intermediaries in both bond and equity markets ensure liquidity. However the intermediaries in the bond market at present need to hold a larger amount of capital than their counterparts in the equity markets because of the larger volume of trade in each transaction. Subsequently the need to hold large inventory position is more for bond market intermediaries as compared to equity market intermediaries who have the option to do electronic limit order matching. Hence, intermediaries in the bond market are exposed to greater risks due to liquidity partly due to the absence of a secondary market where retail investors can participate along with large players. Investors – Bonds’ payoff are attractive to those who prefer predictable returns for known time horizons. As a result, bond market attracts institutional investors cautious of protecting their principal e.g. pension funds, insurers, banks, etc. This also results in relatively risk averse retail investors willing to invest in the bond market. However, casual empirical observations suggest that the share of retail investors in corporate bond market is very small. Lack of liquidity and transparency are the key reasons driving lack of investor participation in corporate bond market including retail investors. Another reason why the market for corporate bonds did not take off earlier was large scale default that undermined the system and safeguards in place. While this paper addresses how to alleviate problems of liquidity and transparency, other measures must also be adopted to reduce probability of default and increase the amount as well as speed of recovery in the event of bankruptcy. For example, it is well known that firms have a tendency to adopt excessive risky projects financed by debt due to limited liabilities. While banks can prevent such activities by placing covenants, public debt holders are powerless to do it because each owns an insignificant amount of the total debt. Many a times, the seniority of debt is debatable. On the other hand, the magnitude of the recoveries also depends on bankruptcy law which in India is very weak. Hence, strong legal systems that prevent excessively risky activities and also ensure faster resolution of bankruptcy are also preconditions for the emergence of a strong bond market. Though there might be a combination of factors that impede the growth of a vibrant corporate bond market in India, we will argue below that the lack of transparency, less liquidity and inefficient intermediation in the process of market making contribute to the current state of the market. The bullet points below succinctly summarize the impact of these three factors on the development of bond market in India. Efficiency in bond market is driven by transparency that allows bonds to be priced for all available information. Transparency in the bond market refers to the dissemination of information conveyed to all market participants 1regarding pre and post trade issues ranging from order interests to price and volume after trade is executed. Liquidity in bond market is driven by volume of bonds offered by issuers in the primary market on an on-going basis as well as the circulation of bonds in the secondary market with active investor participation. A greater the participation of investors reduces search costs of both buyers and sellers and ease liquidity problems leading to a lower discount of the bond. Liquidity problems here refer to the ease of selling the bond in a secondary market. ï‚ · Intermediaries quote both buy and sell side prices and hold inventory to enable market making. Any inefficiency in this process will be automatically reflected in the pricing of bonds and thus will adversely affect costs of borrowing of the issuers. 3.1 Transparency The Indian corporate bond market lacks both pre-trade as well as post-trade transparency. Factors limiting transparency of both primary and secondary corporate bond market are: (a) Systemic flaws in the credit rating process by the Credit Rating Agencies (CRAs) enhance risk and also reduce transparency due to a constellation of a number of factors articulated below: ï‚ §Ã¯â‚¬  Right to rate the issuers of bond is not confined to entities registered as CRAs (Credit rating agencies) and currently ratings are being done by entities not registered as CRAs. These unregistered agencies rate in a manner that is not calibrated to CRA rating standards and offer rating to not just instruments but also issuing organisations. This infuses additional noise in the production of information which may force retail investors to shy away from the bond market. For example, the SMERA which rate instruments as well as organisations for small and medium industries in a manner that very often do not mee t criteria of proper rating standards.

UK Post-War Welfare Settlements

Compare and contrast the trends in the ‘settling' & ‘unsettling' of the political, economic & social settlements for the UK social policies relating to health care and social housing. (Approx 2 pages) Explain and illustrate the broad nature of the UK post-war welfare settlements (namely political, economic, social & organizational) and their reconstruction in the 1980s and 1990s. In what ways has the discourse of management affected the above two areas of social policy (i. e. health care & social housing). In the United Kingdom, after the destruction weathered by the British populace during World War II and the subsequent poverty weathered by so many of the British peoples, the argument for the right of universal public services or the creation of an all-encompassing welfare state became popular. The idea that all British citizens had the innate right to accessible roads and a clean and healthy environment was extended to education, social housing, and to health services. Even then, however, there was some disagreement within Parliament about extending such social welfare programs to all, namely that of â€Å"cost. Selectivity is often presented as being more efficient: less money is spent to better effect. There are problems with selective services,† because â€Å"recipients have to be identified, the services can be administratively complex and expensive to run, and there are often boundary problems caused by trying to include some people while excluding others. Selective services sometimes fail to reach people in need,† and to limit the elitism that had so often marked policies in the past, universalism was adopted as the ethos of all social policy programs in the United Kingdom. Thus, unlike the solidarity system of social policy adopted in France, which attempts to provide care via mutually shred social obligations, the United Kingdom created what could be called ‘unsettling' challenge to its former institutional system of social welfare. It created a new system, one in which need was accepted as a normal part of all British citizens social live. (â€Å"Social Policy,† 2005) This guarantee of minimum standards included a minimum income for all Britans. (â€Å"The Welfare State, 2005) The United Kingdom became a unitary state in which central government substantially directed most government activities of social welfare policy, rather than leaving the enforcement of these policies to private industry. (â€Å"Social Policy in the United Kingdom,† 2005) Welfare such as universal health care for all citizens was provided for the population as a whole, in the same way as public services like roads, and the school system was rendered more accessible to all, as students who distinguished themselves received government support for their educations. In an institutional system, welfare is not just for the poor: it is for everyone. † The Beveridge Report of 1942 proposed a system of National Insurance, based on three cornerstones, of equal family allowances, a national health service, and the goal of full employment-this created a new idea of natural human rights than had existed before in England, and settled the question of what constituted innate human rights for the next decades, until the event of Thatcherism in the 1980's. (â€Å"Social Policy in the United Kingdom,† 2005) Eventually, the Beveridge Report â€Å"became a major propaganda weapon, with both major parties committed to its introduction,† because of its popularity. During the war, the coalition government had already committed itself to full employment through free universal secondary education, and the introduction of family allowances, and the right to public housing for all in the form of such innovations council flats as part of the war effort, but unlike the United States social welfare policies during World War II, the British government made a commitment to retaining this philosophy and these formal institutions even after the end of conflict. â€Å"Social Policy in the United Kingdom,† 2005) After World War II, all references to the working classes were removed from British laws. â€Å"The replacement of the housing stock, particularly through clearances, became council housing's main role, with mass building. The subsidies favoured industrial, high-rise building, though this was often more expensive than the alternatives. Quantity was more important than quality. (Housing and Urban Policy,† 2005) When the Labour Government was elected in 1945 it introduced three key acts: the 1946 National Insurance Act, which implemented the Beveridge scheme for social security and old-age pensions, the National Health Service Act 1946; and the 1948 National Assistance Act, which abolished the Poor Law while making provision for welfare services such as housing. † (â€Å"Social Policy in the United Kingdom,† 2005) Thus, the United Kingdom became a unitary state in which central government substantially directed most government activity. However, during the 1980's and 1990's, the rise of Thatcherism began to bring a new ethos to the land. In terms of social housing policy, for example, â€Å"the growth of owner-occupation in Britain† based on tax advantages became more common in the 1980s and 1990s. The Building Societie once founded on a social, co-operative and non-profit making basis, became banks during these decades, abandoning the original â€Å"mutualist tradition† on which they had been founded. â€Å"Housing and Urban Policy,† 2005) In terms of health care, in the 1980s, Enthoven, an American economist, made an influential criticism of National Health Services' organization. Enthoven argued that the NHS was â€Å"inefficient, riddled with perverse incentives and resistance to change,† and in the need of capitalist styles of management. â€Å"The reforms which followed were based in the belief that the NHS would be more efficient if it was organised on something more like market principles. Enthoven argued for a split between purchaser and provider, so that Health Authorities could exercise more effective control over costs and production. The NHS administration was broken up into quasi-autonomous trusts from which authorities bought services. The role of Regional Health Authorities was taken over by eight regional offices of the NHS management executive. † (â€Å"Health Care,† 2005) The United Kingdom to this day retains the mangerial innovations (or setbacks) depending on one's point of view of the Thatcher era. Thatcher was unable to institute some politically unpopular and reactionary ideas, such as a poll tax, during the decline of her power, but the privitization of health care and housing continued, as did such policies as asking for students to pay for more of their post-secondary educations, and limiting social welfare policies within the United Kingdom. The welfare system in the United Kingdom remains universalist in theory, but less and less universalist in practice after the ending decades of the 20th century required the government to make cutting costs and competing in the global marketplace the bywords of political rhetoric and policy. UK Post-War Welfare Settlements Compare and contrast the trends in the ‘settling' & ‘unsettling' of the political, economic & social settlements for the UK social policies relating to health care and social housing. (Approx 2 pages) Explain and illustrate the broad nature of the UK post-war welfare settlements (namely political, economic, social & organizational) and their reconstruction in the 1980s and 1990s. In what ways has the discourse of management affected the above two areas of social policy (i. e. health care & social housing). In the United Kingdom, after the destruction weathered by the British populace during World War II and the subsequent poverty weathered by so many of the British peoples, the argument for the right of universal public services or the creation of an all-encompassing welfare state became popular. The idea that all British citizens had the innate right to accessible roads and a clean and healthy environment was extended to education, social housing, and to health services. Even then, however, there was some disagreement within Parliament about extending such social welfare programs to all, namely that of â€Å"cost. Selectivity is often presented as being more efficient: less money is spent to better effect. There are problems with selective services,† because â€Å"recipients have to be identified, the services can be administratively complex and expensive to run, and there are often boundary problems caused by trying to include some people while excluding others. Selective services sometimes fail to reach people in need,† and to limit the elitism that had so often marked policies in the past, universalism was adopted as the ethos of all social policy programs in the United Kingdom. Thus, unlike the solidarity system of social policy adopted in France, which attempts to provide care via mutually shred social obligations, the United Kingdom created what could be called ‘unsettling' challenge to its former institutional system of social welfare. It created a new system, one in which need was accepted as a normal part of all British citizens social live. (â€Å"Social Policy,† 2005) This guarantee of minimum standards included a minimum income for all Britans. (â€Å"The Welfare State, 2005) The United Kingdom became a unitary state in which central government substantially directed most government activities of social welfare policy, rather than leaving the enforcement of these policies to private industry. (â€Å"Social Policy in the United Kingdom,† 2005) Welfare such as universal health care for all citizens was provided for the population as a whole, in the same way as public services like roads, and the school system was rendered more accessible to all, as students who distinguished themselves received government support for their educations. In an institutional system, welfare is not just for the poor: it is for everyone. † The Beveridge Report of 1942 proposed a system of National Insurance, based on three cornerstones, of equal family allowances, a national health service, and the goal of full employment-this created a new idea of natural human rights than had existed before in England, and settled the question of what constituted innate human rights for the next decades, until the event of Thatcherism in the 1980's. (â€Å"Social Policy in the United Kingdom,† 2005) Eventually, the Beveridge Report â€Å"became a major propaganda weapon, with both major parties committed to its introduction,† because of its popularity. During the war, the coalition government had already committed itself to full employment through free universal secondary education, and the introduction of family allowances, and the right to public housing for all in the form of such innovations council flats as part of the war effort, but unlike the United States social welfare policies during World War II, the British government made a commitment to retaining this philosophy and these formal institutions even after the end of conflict. â€Å"Social Policy in the United Kingdom,† 2005) After World War II, all references to the working classes were removed from British laws. â€Å"The replacement of the housing stock, particularly through clearances, became council housing's main role, with mass building. The subsidies favoured industrial, high-rise building, though this was often more expensive than the alternatives. Quantity was more important than quality. (Housing and Urban Policy,† 2005) When the Labour Government was elected in 1945 it introduced three key acts: the 1946 National Insurance Act, which implemented the Beveridge scheme for social security and old-age pensions, the National Health Service Act 1946; and the 1948 National Assistance Act, which abolished the Poor Law while making provision for welfare services such as housing. † (â€Å"Social Policy in the United Kingdom,† 2005) Thus, the United Kingdom became a unitary state in which central government substantially directed most government activity. However, during the 1980's and 1990's, the rise of Thatcherism began to bring a new ethos to the land. In terms of social housing policy, for example, â€Å"the growth of owner-occupation in Britain† based on tax advantages became more common in the 1980s and 1990s. The Building Societie once founded on a social, co-operative and non-profit making basis, became banks during these decades, abandoning the original â€Å"mutualist tradition† on which they had been founded. â€Å"Housing and Urban Policy,† 2005) In terms of health care, in the 1980s, Enthoven, an American economist, made an influential criticism of National Health Services' organization. Enthoven argued that the NHS was â€Å"inefficient, riddled with perverse incentives and resistance to change,† and in the need of capitalist styles of management. â€Å"The reforms which followed were based in the belief that the NHS would be more efficient if it was organised on something more like market principles. Enthoven argued for a split between purchaser and provider, so that Health Authorities could exercise more effective control over costs and production. The NHS administration was broken up into quasi-autonomous trusts from which authorities bought services. The role of Regional Health Authorities was taken over by eight regional offices of the NHS management executive. † (â€Å"Health Care,† 2005) The United Kingdom to this day retains the mangerial innovations (or setbacks) depending on one's point of view of the Thatcher era. Thatcher was unable to institute some politically unpopular and reactionary ideas, such as a poll tax, during the decline of her power, but the privitization of health care and housing continued, as did such policies as asking for students to pay for more of their post-secondary educations, and limiting social welfare policies within the United Kingdom. The welfare system in the United Kingdom remains universalist in theory, but less and less universalist in practice after the ending decades of the 20th century required the government to make cutting costs and competing in the global marketplace the bywords of political rhetoric and policy.

The Development and Achievements of the Virtualized Servers Research Paper

The Development and Achievements of the Virtualized Servers - Research Paper Example This paper examines the development of the virtualized technology and its benefits to the organizations. The establishment of the Virtualization Technology Virtualization was initially established in the early 1960s to partition huge mainframe into small manageable virtue machines. With such partitions, the mainframe was capable of multitasking. The first developmental phase emphasized data center management and green objectives. This mainly targeted reducing data center space and minimizing the energy consumed by the system. Additionally, manufactures accessed strategies that would promote operation efficiencies by curtailing the proliferation of servers and reducing the total IT operation cost (Buytaert, Rogier & Juan 51). The 2nd phase considered promoting management and consistency of desktop applications. Developments in this stage targeted establishing thin client model, a common management, provision layer and a steadfast application server based on a managed data center. Virt ualization technology was shunned in the period of 1980s to 1990s due to the effect of the client-server applications, the x86-servers and desktops which promoted distribution of computation. Importantly, the outspread utilization of the Windows and development of Linux OS in the 1990s built x86 servers as the standard products in the industry (Buytaert, Rogier & Juan 39). Future establishment of the x86-server and utilization of desktops new IT infrastructure and functional challenges. These challenges have countered development of the virtualization technology and minimized it adoption. Challenges that have checked establishment of the virtualization technology An apparent challenge that has undermined development and adoption of the technology is the deployment of low infrastructure. Most organizations use one application per server to reduce the vulnerability of their system to attacks arriving from other applications. Additionally, the technology faces a challenge of high physi cal infrastructure costs. Infrastructure maintenance cost remains high since computing systems must remain operational throughout and this leads to power consumption, and increased cooling costs (Buytaert, Rogier & Juan 23). Importantly, there is a challenge of increased IT maintenance, which emanates from the advancement of the computing environment. Management of advanced virtualization technology demands specialized and experienced personnel. This escalates the system management cost since acquiring and maintaining such a group is costly. Furthermore, managing enterprise desktops is challenging since the system requires numerous patches and frequent upgrades (Buytaert, Rogier & Juan 185). Lastly, the technology faces serious challenges of security and scalability. There are insufficient disaster protection systems hence firms are vulnerable to systems breakdown and server applications inaccessibility. Additionally, the risk of security attacks, health pandemics, natural disasters and terrorism continues to counteract the growth of the technology. Importantly, flexibilities in the industry have introduced the problem of scalability. The IT industry is highly flexible hence demands a flexible technology. Developing and restructuring the Virtual infrastructures to accommodate novel developments is

Occupational Safety and Health Act of 1967 (OSHA) Research Paper Essay

Occupational Safety and Health Act of 1967 (OSHA) Research Paper - Essay Example The study is all about the OSHA of 1967. The research will highlight the purpose of the law. Moreover, it the study will reveal the requirement of the law. The study will discuss about the application and effect of this law in the organizations. In order to clear the concept of the readers, the study has provided important case example and issues associated with the case. Finally the study will summarize the whole research and provide a recommendation plan. Analysis History In US, the DOSH under the Human Resource Ministry has ensured that the health, welfare and safety of the employees in both private and public sector should be upheld. DOSH has enforced machinery act in 1967. It is under the OSHA act. OSHA officially formed in the year 1971. The act has become effective. Due to this act the employers are bound to provide safety and health benefits to the employees. Several Facts about the Act Hazards can affect the work environment of several workplaces and organizations. Several c alamities and accidents, such as falling objects, sharp edges, noise, chemical and flying sparks can create a dangerous situation. Controlling the accidents and hazards is the best possible way to protect the employees within an organization. OSHA requires employers should have these controlling elements in order to protect the employees from the hazards and injuries in workplace (OSHA, 2003). According to the act, employers should provide PPE to their employees when the administrative and workplace controls are not feasible. The following controlling and management process will help both the employees and employers of an organization. Realize several types of PPE. Workplace hazard assessment needs to be conducted. Appropriate PPE should be selected for various circumstances. Appropriate training program and proper utilization of PPE need to be realized depending upon the specific situations. In order to ensure the best possible protection for the employees in an organization, the e mployers and employees need to execute collaborative and co-operative efforts. This will help them to establish and maintain a healthy and safe work environment. The followings are the recommended roles of both employers and employees. Employers should perform a hazard assessment of the organization’s workplace. It will help them to identify and control. Employers should provide training to use and take care of PPE. Employers should identify and offer useful PPE for employees. Employers should review periodically, update and evaluate the significance and effectiveness of the programs related to PPE. Employees should attend the training programs in regular basis. Moreover, they need to take care and maintain a PPE. Employees should inform the supervisors to replace the affected materials and PPE. This occupational safety and health program also protects employers, family members, co-workers and other who can be affected due to inadequate workplace environment. Occupational saf ety and health law is important for legal, financial and moral reasons. Critical Thinking, Elaboration and Discussion The OSHA act was developed in order to provide the employees a healthy and safe working environment in USA. This OSHA is an administrative body that is administered through the Labor Department. Application for HR professional, Managers and Employers Generally

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Aviation psychology - Essay Example is successful tends to manage all of its employees from the bottom to the top and it stays conscious of the various values that are inherent in its activities. One of the most fundamentals aspects of airline management is that of building confidence and skills among employees and this is done to ensure that they become more productive. The building of confidence is conducted in a manner which works towards making employees getting over their past failures and giving them the ability to face whatever future tasks that they are given without the fear of failure. The latter has been found to be among the main reasons behind the low levels of performance in a variety of tasks within the industry (Desai, Roberts & Ciavarelli, 2006). The confidence building process is conducted from the time immediately after employees are recruited and since many of these individuals tend to come directly either from high school or college, they often bring with them many feelings of defeat in a variety of ways. For example, there are times when new recruits might come to the airline with the burden of having experienced past failures in exams, or fresh from em barrassing adolescent experiences which might have hurt their confidence (Nemeth, Wears, Patel, Rosen & Cook, 2011). In this instance, the management of the airline takes the responsibility of ensuring that these individuals are convinced that they can be winners if only they can believe in themselves and work with the airline to ensure that they develop their confidence. In addition to confidence building initiatives, these employees are also given the opportunity to develop their skills in diverse sectors of the company and this is done through taking advantage of more experienced employees who often provide guidance for the newer recruits (Iani & Wickens, 2007). The skills are developed in a manner which provides these individuals with the means of handling diverse matters while at the same time showing them how to conduct

Research paper Example | Topics and Well Written Essays - 1500 words - 4

Research Paper Example Lamb wave based SHM however relies on wave propagation, offers characteristics of efficiency and convenience and this study seeks to investigate its application. The study is significant to structural health monitoring and involved stakeholders to monitoring processes because it seeks to validate a convenient and cheaper monitoring approach towards higher survivability of structures. The study aims at investigating feasibility of application of 3D laser vibrometer in conjunction with Lamb wave technique. This will incorporate literature review, implementation of experimental and specimen design, measurement of scattering waves on used structures, and analysis of results. Numerical approach was used to investigate robustness of the lamb wave model. A validated simulation study was done using ANSYS program to study propagation and scattering of waves and an experiment to investigate propagation and scattering of waves was done on aluminium specimens with the aid of 3D vibrometer. The s imulation and the experiment identified effects of a blind hole on wave propagation and scattering. Validation of the simulation demonstrated point differences in propagation and scattering relative to position of a blind hole. ... Its significance has grown among engineers because of its ability to generate timely and accurate data on health and functionality of structures, properties that allows it to ameliorate maintainability and safety concerns (Staszewski et al. 2004). The monitoring approach detects anomalies, specifies anomalies’ exact location, and evaluates damage extent towards corrective measures, a scope that offers economic, and safety advantages. Other applications of SHM include mitigation of uncertainty, planning for schedule activities, and test of hypothesis. There are three theoretical SHN techniques, visual inspection, traditional non-destructive evaluation methods, and remote monitoring. Visual inspection involves inspection by experienced and trained personnel while traditional non-destructive evaluation applies wave propagation approaches for defect detection. The approaches are however expensive, labour intensive and complicated while remote monitoring is automated and autonomous , only requiring attention on critical conditions (Thomas et al. 2009). Lamb waves for remote monitoring, for instance, only rely on wave propagation but instrumentation and interpretation needs hinder its efficiency (Franco et al. 2008). Lamb-wave based SHM efficient and convenient for detecting metallic structure cracks and delamination and disbanding of composites (Ong and Chiu 2012). Significance The study is significant to structural health monitoring as it proposes a cheap and convenient monitoring strategy that will facilitate regular inspection for damage detection and remedies. This scope extends the study’s significance to stakeholders to monitoring processes because validating the lamb wave based method will ensure the

Effects of Quality Management on Domestic and Global Competition Paper Research

Effects of Quality Management on Domestic and Global Competition - Research Paper Example As it is stated in their website, the passengers of Southwest Airlines must possess federal government-issued picture identification; an exception is given to people under the age 18 (Southwest.com). The South west Airlines has designed special provision for the customers who are age 65 and older. Similarly, they have arranged high tech facilities for the issue of boarding passes. The customers can receive boarding passes from the Skycap Counter (situated in selected locations) and check luggage four hours prior to the scheduled departure (Lufthansa). The Airport Arrival chart helps passengers to check the time of flights. The boarding passes are categorized into several groups as A, B, and C on the basis of the fare they purchased. Likewise, extreme facilities are offered to kids and disable persons. In the case of Lufthansa, they have been using ultra modern technologies in order to provide maximum conveniences to customers. Their checking-in system is based on the application of c heck-in machine. In order to take advantage of the system, passengers are required to possess an electronic ticket. This system is effectively employed in various other procedures also such as baggage checking and passport registration.

Bermuda Triangle Research Paper Example | Topics and Well Written Essays - 750 words - 1

Bermuda Triangle - Research Paper Example In this essay, we shall explain the mystery by examining the theories that have been postulated then give a conclusion. The Bermuda Triangle, also popularly referred to as the Devil’s Triangle, is an area in the Atlantic Ocean where it is believed several airplanes, ships, and other vessels have vanished without probable cause or explanation. Therefore, the disappearances are believed to be mysterious. The Bermuda Triangle’s specific location is the North western part of the vast Atlantic Ocean (Gibbs, 3). The area covering the triangle is a large area which is between the Puerto Rico, Florida, and Bermuda. It is one of the busiest sea routes frequently used by fishing vessels, cruise ships and other freight vessels destined to sea ports in Europe, North America, South America and the Caribbean Islands. Besides being a busy shipping lane, the triangle is also a busy route for both private and commercial airplanes. In a study conducted by the World Wide Fund for Nature whose main objective was to identify areas at sea that were most dangerous for shipping crew, the Bermuda Triangle was n ot included in the top ten list (McKinnon and Scott-Ireton, 193). The United States Coast Guard also has also distanced itself from the claims and theories offered to explain its mystery. It is prudent that to examine the theories that have been advanced to explain the mystery surrounding the Bermuda Triangle. There are several theories that have been suggested. However, there exist three major ones. The first theory is that the area in the Bermuda Triangle has magnetic properties which deviate from the norm and are thus unusual. This theory claims that compasses in ships plying the shipping lane across the Bermuda fail to indicate the true north and actually go off while within the triangle. This causes the ships to lose direction and disappear. However, the US Coast Guard, while indicating that it is

Absolutism in the 17th century Essay Example for Free

Absolutism in the 17th century Essay It is said that Louis XIV proclaimed I am the state! Whether or not he really said it is debatable, but the meaning of such a statement is clear. Through the course of the 17th Century various regimes across Europe began to model their states of off the very theme of I am the state,; that is, the monarch personified and had absolute control over his nation. Prior to the 17th Century such absolute control precluded this absolutism. By the time of the 17th Century, however, the conditions were in place for monarchs to take absolute control to shape their nations. The conditions and forces that made absolutism a desirable form of government were the necessity of centralized control, the political instability of the time, and the rise of single sovereignty over a country. Before one goes into what causes states to adopt absolutism, one must understand it. Absolutism is defined as a form of government where sovereignty is embodied in the person of the ruler. The Monarch felt that he had a Divine Right, that is he was responsible to only God, and though he may respect the natural law of where he governed, generally the Monarch attempted to place his realm under absolute control. Measures included elimination of certain freedoms, centralization of power, and the creation of a bureaucracy loyal to the Monarch to help oversee the country. Through these measures, the Monarch was able to control the nobility that always threatened. The Monarch became more and more powerful as he or she began to assert power and institute absolutism. The first reason why absolutism seemed to be a desirable government form was the necessity of centralized power. War was a constant threat to a nation and its people. In a country divided into kingdoms and realms ruled by individual nobles and dukes, mobilization for war was a difficult and lengthy task. To better prepare a state for war a country needed a single ruler with the absolute power. Another cause was the need for efficiently raising revenue. A monarch needed absolute control to effectively raise revenue for the cost of maintaining the state. The nation-state became more and more expensive to run during this time due to the increasing frequency of wars, the costs of trade and exploration, and to support the burgeoning bureaucracy. A country divided and ruled by many different people would be  unable to raise sufficient revenue. On the other hand, a country ruled a by a single strong ruler could more easily control and manage finances. In addition, because of the nature of the time, warfare and politics became very personal. Monarchs considered countries an extension of themselves, as exemplified by Louis XIVs supposed remark I am the state! To achieve this, Monarchs effectively eliminated all competition to their power, that is the nobles and the church. In the era of the Post-Reformation, it was all too easy for Monarchs to seize power from church and nobility, and this further contributed to their power. Another force at play that made absolutism seem desirable was the political instability of the time, both internal and external. France is a paragon example for this. There were many peasant revolts between 1624 and 1648, and Nobles and Parlements took advantage of peasant revolts and the Regency to protest their loss of ancient privileges and levels of taxation. Barricades set up in Paris and the mob burst into the Kings bedroom. King Louis XIII was powerless to stop these insurrections against his rule. Louis XIV soon came to power, and began to assert his royal authority. He put down these peasant revolts, reorganized government, and placed himself at its head. Loyal advisors were installed, and a deal with nobility which surrendered their authority in relation to the Crown in return for authority over their lands. In addition, the size of the military increased, and France began to engage in wars to help solve domestic problems. These wars were generally successful and contributed to an even higher growth in Royal authority. The successes of Louis XIV encouraged other European Monarchs to follow his example. The problems of instability seemed to be only able to fixed with a steady, but iron fist. Absolutism seemed to offer this, as the king would have authority to maintain control without interference from a constitution or a law making body. Finally, the political instability forced Monarchs to take measures that otherwise they would not wanted to take, i.e. levying heavy taxes. When the benefits of these measures came in, Monarchs often looked beyond their ideals to permanently install absolutism. To sum up, the basic political instability of the 17th Century, i.e. wars, peasant revolts, etc. paved the way for Monarchs seizing absolute control to stabilize their nations. The final cause for absolutism was the rise of single sovereignty over a country. In the times of feudalism, more than one person could have sovereignty over an area of a country. Dukes, Counts, and others may claim title to a land in addition to the Monarchs. However the decline of feudalism brought an end to this. Kings began to assert that there could be only one sovereign to a land, and that was the King. Many new political and legal theories supported the Monarchs absolute control over land. Jacques-Benigne Bossuet (1627-1704) adapted the medieval concept of kingship in his theory of the Divine Right of Kings, which argued that the king ruled absolutely by will of God, and that to oppose the king in effect constituted rebellion against God. Although people should be excluded from power, Gods purpose in instituting absolute monarchy was to protect and guide society. Coming from a moral approach, Thomas Hobbes argued that a strong ruler could best control and protect a society. Further justifying absolutism, Monarchs pointed out that it seemed to end Europes religious wars and had brought social and political peace. King Louis XIV believed that such absolute rule over a people was the duty of a Monarch, and anything else was failing the people. Essentially, Monarchs based their absolute sovereignty on moral and political justifications. In conclusion, the conditions of the 17th Century made Absolutism seem to be a desirable choice for government, and rightly so. Following the example of France, many countries tried to centralize power. Yet, not all were to be as successful as France. For example, Oliver Cromwell instituted a dictatorship with many absolutist qualities, but this failed as soon as he died. But it is difficult to deny that absolutism was a powerful force in the 17th Century. Absolutism may seem harsh to people of the 21st Century, but for the many of those who experienced it, it was at least beneficial. The political instability of the time, the need to centralize, and the increasing sovereignty of Monarchs all were driving forces in making Absolutism popular and helpful. Despite its problems, absolutism eventually led Europe down the right path.

Flappers in the 1920s

Flappers in the 1920s Arguably, the flappers of the 1920s were kind of a beginning of another change in the life of women. There was a surplus of women in Britain; this was caused by the loss of many men to the war. In this era women was done with their old way of lifestyle. They went for more beauty modern things and ditched what they believed to be a conservative way of life. They changed the way of clothing, styles of their dresses as well as their hairstyle. Change in life is believed to be very important, at the begging of change most people see it as being negative. This is because they are used to the old things they use to see. It takes time in a conservatism world for change to be effective and have impact on the people (Sagert 6). What is in the mind of many people is how the flappers in the 1920s was an important factor in the revolution of women way of living and lifestyle, furthermore does the flappers way of life have an impact on the lifestyle of the contemporary women. The term flapper didnt exist until after the First World War. The roaring twenties discovered that there were many changes. The women at that moment voted hence they had a new feeling of independence and lots of feminism ideas developed. The fight to prohibition of this triggered the flappers to fight for their freedom (Perrett 65). It came up for the first time in Great Britain. In this region it was used to bring out the characteristics of a generation of young girls. Many authors gave different descriptions to the flappers to some they viewed it as an expensive and lovely lifestyle. It was associated with girls about nineteen. Fashion of high quality was seen to only be for the rich women. The flappers dresses were simple and less sophisticated hence it was easier to produce them. Since then different definition and description of flappers have been used. Flappers opened doors to good things that were to come to the world of women. Women started exploration of the field of art tha t was untouched. Cultural practices and social norms changed. The fields to be explored by the flappers include completely new opinions, the dress code, the attitudes of individuals and the actions of women in society. The all scenario of flappers opened the eyes of women to make a wonderful new world where they would express themselves in public without any fear. The behaviors of flappers were viewed to be outlandish at that moment. The roles of women in society changed to a different direction in which women had the freedom to choose what they wanted and did things at will. The flappers possessed different characters, they were young girls of approximately nineteen of age .They went to jazz clubs; this was because the flappers had good taste on jazz music and dance(Perrett 80). During the night clubs the flappers danced in a provocative manner they were trying to break the chains of conservatism and been put in a cage by men. The flappers had powers to choose freely they dated in freestyle many; there were no conditions to dating. They dated different men without discriminating them. The women of this type were given a clear description on their general behaviors, many saw them as been risk takers and adventurous. The flappers way of looking was so different as compared to women in the past Sex was just like any other casual activities. Wome n in this group were heavy drinkers of alcohol, as this they did during the prohibition time. During drinking time they accompanied with smoking of cigarettes and also using cocaine. In 1920s this women also stated riding bicycles, furthermore they drove in cars. All this behavior was not accessible to the women in the past. Flappers also entered into petting; therefore they attended more petting parties. In some cases they carried out the petting at the back seat of their cars. The game became very popular than in the past. It started becoming more and interesting to pet. Flappers changed their duties, they were no longer the women who stayed indoors the way there predecessors did. They began to move away from home and face the world. They pursued lots of challenges to the past roles of women in the society. They believed that women had been oppressed and it was high time women fought for their rights in the society. The flappers pushed for the women rights as well as their voting rights. With time flappers were a big threat to the Victorian traditional duties. The gender roles included devotion to an empty life with no fun, working hard yet in the long run they achieve very little and finally follow religious believes. According to a flapper that was not the way to go. They were against rigid ideas whi ch oppressed women and d old activities. They pushed for freedom to choose what an individual wants and also to embrace consumerism. They were alway in war with the old and primitive way of life. The fight beard fruits, women were a lot to vote in the US in 1920. In the world that we live in, appearance is an important factor in describing an individual. In rhetoric way appearance is perceived to have a meaning. In most cases appearance is not the reality. Flappers in the 1920s changed their looks; they made themselves unique by introducing their new style. Before 1920s women were characterized with long hair, furthermore they had long gowns. Flappers decided to introduce a boyish look, they did this by cutting their hair short which only bobbed(Steele 340).They seemed to like their legs so much, therefore they showed their legs by putting on very short skirts they did this especially during dancing. Makeup was want they knew best. They used a lot of makeup. The makeup on the eyes and lips gave a clear distinction between flappers and the rest of the women. The flappers also had accessories in there wardrobe this included newsboy caps, necklaces and horn-rimmed glasses. The high heels shoes also were introduced into the fashion; this went han d in hand with the short skirts. They matched well and they were too provocative especially during dancing (Sagert 8). The all issue of appearance that people associated to flappers did find its way into the public until 1926.Despite all the barriers and challenges that flappers faced on their appearance, they still looked very beautiful. Respectable women started dressing and appearing like flappers in public. The stockings became a fashion of the day, this was hot fashion in the 1920s, and the embroidery was around the ankles and also up to the knees. The flappers changed from black stockings to stocks that had patterns on it. On their foot were cossy boots and the gladiator sandals. Lingerie also changed in the 1920s, they rejected corsets and went for the step-in panties. Flappers wore bodices so that during dance there chest remained hold. To make their hips soft flappers and good looking, they wore very soft corsets; this helped them in their appearance. The clothing made them look straight up (Steele 343). Symington side lacer was introduced and became the other of the day. Other women could not stand the way the flappers chest appeared. They went for the same. All this changes in the world of women happened when there was economic growth and prosperity. The roaring twenties was a good time for changes. At this era there was a very huge growth in the market of consumer goods. The economy of US adapted so fast after the war. The economy bloomed and peace also prevailed, some sectors which were stagnant were not of importance to the flappers (Baldwin 13). The soldiers returned from the war with lots of wages and new goodies. The writers also in the United States populated the flappers lifestyle, people started to view flappers in a different perspective, some of the characteriscts given included how attractive it was, reckless and d also independence. The flappers had their own way of referring g to things that they come across. For example; alcohol, marriage and sex.The all slang scenario is believed to having been started by the flappers. For example flappers referred marriage as a handcuff. Most of their slang was reference to what they liked most and what they hate. In the US today some of these words are still in use.Infact most of the terminologies found its way to American Engilish.In addition the slang scenario have been used by gangsters to eliminate strangers from understanding what they are talking about. The flappers in most cases insisted in driving cars, cars at that moment were moving fast and it was too risk. This was what flappers wanted. The flippers life was not to last for long at that era. Some of the characters and appearance of flappers became respectable in the community. The old and young were into the culture and behavior of flappers. Women continued to cut off their hair. In late 1920s the world faced difficult moments in the economy. The markets went to great depression, flappers were not exceptional. Life had to be adjusted to fit the economic crisis. Despite all this difficulties the changes that had been developed by flippers remained (Page 508). As the lifestyle of a flipper was very expensive and luxurious, the situation left no option for them in the times of depression, the best option was to leave the expensive lifestyle. They believed that there was a new generation of women. This generation was characterized by new and modern things. In conclusion the flapper despite its downfall it did not completely disappear. In the contemporary world we can clearly say that the characters, culture and the lifestyle of o flapper still exist. Today women are still in the race of fighting for their rights. This includes social, political and economic rights. They want their freedom, women activists are everywhere in the world.Nowdays women enjoy the same rights that men enjoy. When it comes to the rule of law there is no discrimination in terms of gender. The contemporary women in most of the countries have rights to vote for anyone of their choice, furthermore they can also be voted for. Women are good drivers, they are free to own cars of there choice,drive at any speed so long as it is within the speed limit recommended by the law. In the workplace women go for same posts just like men. In the field of politics too women are the big players, in some countries there are women presidents. The flappers used cosmetics to make her self beauty, currently women use different types of cosmetics to bring up there beauty. The clothes have even become shorter and sophisticated. Dating is all casual, women want to enjoy their freedom in a relationship, and furthermore sex is that casual too. All this changes that we see now was fought for in 1920s by the flapper. She worked to change the stereotype and rhetoric typical view of women. What she worked for were women to feel the sweetness of freedom they had never experienced in the past. All what she fought for opened doors for all the changes that todays woman is enjoying. Change is always inevitable and continuous; therefore our society will never stop changing. There is a continuous battle between the old cultures and modern cultures. The society should always be ready to accept change. Just like the way technology changes, human beings should welcome change, analyse then choose between good and bad. What is new and superior today, by the next day it will be old and inferior.

Comparing the Life of Tennessee Williams and Glass Menagerie Essay

Parallels in the Life of Tennessee Williams and The Glass Menagerie   Ã‚  Ã‚   Tennessee Williams is one the major writers of the mid-twentieth century. His work includes the plays, The Glass Menagerie and A Streetcar Named Desire. One theme of The Glass Menagerie is that hopeful aspirations are followed by inevitable disappointments. This theme is common throughout all of Williams' work and throughout his own life as well. It is shown through the use of symbols and characters.    "I have only one major theme for my work, which is the destructive impact of society on the sensitive non-conformist individual (Williams Netscape)." Symbols help to show the dreams and desires that the characters long for and also the restrictions that keep them from fulfilling those dreams. In The Glass Menagerie, the fire escape symbolizes the way for Amanda Wingfield to bring a man into the house to save her and her daughter. To Tom, the fire escape is a means of escape from the house that traps him- a path to the outside world (Susquehanna. "New Critical"). Rainbows in The Glass Menagerie symbolize hope and are associated with hopeful situations (Susquehanna. "New Critical.) When Tom Wingfield receives a rainbow-colored scarf at the magic show, he is amazed at the fact it turned a bowl of goldfish into flying canaries. Just like the canaries, Tom hopes to fly away- fly away to escape his imprisonment (Susquehanna. "New Critical"). At the end of the play when Tom looks at the "pi eces of colored glass, like bits of a shattered rainbow (Williams 137)", he remembers that he has left his sister behind and prays that he will be able to move on without her. Even though the rainbows appear to be positive signs throughout the book, they eventually all... ...s something they can relate to. His honesty through his writings brings hope to people looking for it.    Works Cited Haley, Darryl. "Certain Moral Values: A Rhetoric of Outcasts in the Plays of Tennessee Wililiams." 1997 < http://www.angelfire.com/al/haley002/Proctectus.html > Susquehanna University. "New Critical." Online Posting. < http://www.susqu.edu/ac_depts/arts_sci/english/lharris/class/williams/new.htm > Susquehanna University. "Biographical Criticism." Online Posting. < http://www.susqu.edu/ac_depts/arts_sci/english/lharris/class/williams/auto.htm > "Biography of Tennessee Williams : Playwright, Poet, and Screenwriter." American Decades CDROM 1.0. Detroit: Gale Research, 1998 Weales, Geralt. "Tennessee Williams." Scribner Writer Series, Comprehensive Edition. New York: Charles Scribner's Sons, 1997.

Morality and Egos in Radcliffes The Italian Essays -- Italian Essays

Morality and Egos in The Italian      Ã‚   The gothic tradition loves to play with the morality of a character and this explains one's egotistical tendencies.   In Radcliffe's Italian, no matter which side of the morality tree a character stands on, Satan has slipped a little pride in everyone's apple.   The role of doubles begins before Poe popularizes it.   Radcliffe works hard to create evil twins and/or corresponding halves to some of the characters in order to demonstrate the power of pride.   The gender roles of both male and female characters in The Italian do not always correlate to an archetype.   Radcliffe bends not only the gender rules, but also the stature expectations of the reader to show each character's true moral state and domineering personality through actions the reader would not usually expect.   Ã‚  Ã‚   Some male characters in this book have values that do not draw parallels with their stature in life.   For example, Schedoni is a monk, supposedly a loving and caring individual who spreads the word of God.   In reality, he conspires with the Marchesa (in a church) to commit a mortal sin, by telling her, "...this girl is put out of the way of committing more mischief..." (173).   This action shows his true color, usually green, and   through his large ego, this jealous nature reveals itself.   If he is secure as a person, these petty grievances against Vivaldi would be just that, petty.   Bonarmo's personality does not correspond to his stature either.   He is a servant whose loyalty to his master deserts him.   He is too independent and too intelligent to be in servitude to a master whom he does not believe superior to himself.   These characters possess too much pride and ego to live in a world where they are not always in co... ... self indulgence is knowing that she saved a young woman's life and contributed to her happiness (luckily, Ellena is her daughter).      Ã‚  Ã‚   The characters in this novel entertain conflicting notions of morality and pride.   Sometimes, these characteristics are at odds with one another, creating the immoral and "evil" characters.   Other times, they cooperate to create realism in these people.   The moral characters are good, but still have enough pride to be dignified, yet not arrogant.   Sometimes, when the evil twins (or other halves) run amuck, things get out of hand and troubles abound.   Though most of the time these troubles spring from the discrepancy between pride and morality,   at other points, dignity and morality work hand in hand to create reliable and realistic characters.    Works Cited Radcliffe, Ann.   The Italian.   Oxford University Press. 1968.

Mull :: essays research papers

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Military Commander & the Law Essay

Both in the civilian and the military population, the issue of legal drinking age has been a contentious issue. The proposal to lower the minimum drinking age among members of the military in different states has attracted a lot of debate all over the United States. The basic argument has been individuals who are able to defend the country and participate in combat missions in Afghanistan and Iraq among other areas are responsible enough to be allowed to legally buy and consume alcoholic drinks irrespective of the age. However, any debate that deals with changes in the law is always a controversial issue. There are a large number of people in support of the lowering of the drinking age in the military to 18 years irrespective of the laws in the state in which the military base is located. On the other hand, it has been opposed by a large number of individuals and groups (Bray & Hourani, 2007). However, it is important to note that if an individual is mature enough to take part in military duties, he is mature enough to drinking and therefore the drinking age in the military should be lowered to 18 years. Surveys carried out in the United States have always indicated that majority of Americans support the abolishment of legal drinking age limits in the military. The Americans are generally for the argument that all individuals in active duties in the armed forces should not be limited by the law to consume beer. Being a democratic country, the policy makers have no option but act according to the will of the majority. In the past, all military officials in active duty were allowed to consume alcohol in their military bases irrespective of the laws limiting the drinking age in the state. This changed in the 1980s when the congress enacted laws that required the states and federal laws on legal drinking age be enforced in the military bases (Powers, 2009). Since then, there have been suggestions to abolish this law in different states. The basic argument has always been if the individual is man enough to be in a battlefield, he should be able to handle beer responsibly. Common sense indicates that an individual is recruited and allowed to work in the military because they are adults and therefore should not be limited by the law (Hoellwarth, 2007). An 18 years individual in the United States has attained the majority age and is considered to have the ability to make informed decisions such as participating in general elections. The person can also take a weapon to defend his country. Does it make sense really for such a person to be denied the right to consume alcohol? I don’t think so. The common believe that tolerance to alcohol increases with age is not necessarily true. There are cases where younger people have been found to be more tolerant. Moreover, tolerance to alcohol is an issue of responsibility and discipline rather than age. Many young people serving in the US military are more responsible that some senior members of the society (Jacobson, et al, 2008). In conclusion, it does not make sense the limit the military personnel from consuming alcohol based on their age. The fact that they are mature enough to take part in combat missions and defend their country suggests that they are mature enough to control their drinking. Moreover, majority of the Americans are in support of abolishing legal drinking age in the military. Reference Bray R. M & Hourani L. L. (2007). â€Å"Substance use trends among active duty military personnel: findings from the United States Department of Defense Health Related Behavior Surveys,† 1980-2005. Addiction; 102(7):1092-101 Gittins, R. A. (1996). The Military Commander & the Law, ISBN 0788172603, DIANE Publishing Hoellwarth, J. (2007). Corps lowers drinking age to 18 in some cases, Retrieved on July 22, 2010 from: http://www. marinecorpstimes. com/news/2007/05/marine_alcohol_070511/ Jacobson I. G, Ryan MAK, Hooper TI, Smith TC, et al. (2008). â€Å"Alcohol use and alcohol-related problems before and after military combat deployment. † JAMA; 300:663–675. Powers, R. (2009). U. S. Military: Military Drinking Age. Retrieved on July 22, 2010 from: http://usmilitary. about. com/library/polls/blmildrinkingage. htm

Sea World

Sea World Did you ever wish that something amazing would occur in your life, and when your wish is fulfilled, the outcome is better than you imagined? Well ,welcome to my stunning story about my adventurous trip to the Orlando's Sea World Water Park†¦.. The day begun just fine. I was ten years old and it was a few days after I arrived in Florida. It was summer, in the year 2009 and my cousins and I were very bored. Before I arrived in Florida, my aunt promised me that she would have taken me somewhere, but she wasn't sure where as yet.A few minutes later, my older cousin- Que wanner arrived from work, exclaiming that she got free tickets to Sea World. Hearing about it all the time and watching the advertisements on the television, I was really anxious! â€Å"When are we going Que wanner? †, I asked, curiously. â€Å"How about we go now! † she replied. â€Å"Ye aah! † I screamed, ambivalently. I ran to my closet and took out: a pink strapless top,white short shorts, my new swimsuit, my towels and my pink and white hi-top sneakers. After packing my bag, I scampered down the stairs. Everyone was ready except mom. She was having trouble with finding her swimsuit.Five minutes later, we were on our way to Sea World. We laughed and sang until we arrived at the amazing place. I could smell the fresh aromatic scent of the fresh water-park as I stepped out of the car. I heard the birds chirping, a patter and the trees danced with the cool breeze. The first thing I saw, was a huge roller coaster extending over a small building in the sky, that seemed like a mini tower. The water park was colorful and everything was in order. As we were about to enter the building, there was an anile lady shouting and she created a big scene in front of a group of men.I think she was a bit of a coquette. Anyways we continued to enter the park. First, we visited the zoo. There were a lot of cameras flashing, as the different animals posed. We visited the tiger, the zebras,polar-bears,lions,snakes, ,stingrays and other animals. My cousin, a future veterinarian was overwhelmed with joy. After seeing that, we couldn't wait to explore the rest of the park. Secondly,we entered a building with a big aquarium roof and information about rocks made of limestone,and other information about the animals in the aquarium. The building was really pretty ; I couldn't wait to explore more!Third, we we went back outside. We were trying to decide where to visit next but the park was filled with different â€Å"catchy† attractions which made it hard to decide. I saw a big blue roller coaster that shaped like a stingray and a sign-Manta was printed on it. â€Å"Can we try that one? † my cousin Alyssa asked. â€Å"You guys can go but I'm not coming! † mom said nervously. â€Å"Are you scared ! † we teased her. My aunt, my cousins and I headed to the ride. Grandma and mom were sitting on a bench waiting. We walked briskly to the ride and it was also filled with a big aquarium roof, with real animals.At the door,there was a lady checking if we were at the average height to enter to the ride. As we stepped up, she said my aunt,my cousin-David and I were great, but Alyssa didn't make it to the average height. Disappointed, we walked Alyssa back to the bench, and tried to catch the ride. We sat in seats that were set in a horizontal order. It left within five seconds. As my first roller coaster, I was nervous. It carried us all the way in the sky,in the water, then diagonally back into the sky. It ended within one minute. I couldn't wait to race back and tell mommy and grandma about the excitement and the joy I felt on the ride.After talking, we left the park for twenty minutes and went to the nearest Wendy's Restaurant to eat. After eating, we returned to the park. We went on the simulator ride which welcomed relaxation and comfort. Then we went on a water slide which was quite risky, but fun. The place was getting re ally dark, it was 5:42. My aunt said that we would have to leave soon because the park closes at 6:00. We saw a sign that said a show by the famous whale- Shamu. We went into the building and there was a very big pool with deep water and some divers with buckets filled with dead, raw fishes.They were feeding dolphins and whales. As we were watching the show, I observed that the whale-Shamu, was pretty amazing, friendly and he was famous. The audience was cheering as he performed some cool tricks, which entertained me a lot. When the show was over, we were all tired but disappointed because we had to leave . Sea World Water park is the best water park I have ever visited! If I were to recommend a water park to a friend ,or a place to just relax and have some fun, I would really go for Sea World Water Park! MY WONDERFUL TRIP TO SEA WORLD Name:Celine DeCambre

How Does the Author, Robert Louis Stevenson, Present Good and Evil in his Novel ‘Dr Jekyll and Mr Hyde’? Essay

The novel ‘The Strange Case of Dr Jekyll and Mr Hyde’ was written in the late 19th century (1886) by Robert Louis Stevenson who first began to study engineering only with the aim of following his father’s footsteps. However, Stevenson who had not really wanted to study engineering, compromised with his father and decided to study law instead. Although he ‘passed advocate’ he did not practise law as he had already decided to become a writer. Following his dream, he chose to go to France to be in the company of some other artists, writers and painters. He later published volumes of writing which were regarded as some of his best. Immediately after Stevenson’s ‘inland voyage’ in 1876 he met his future wife, Fanny who changed the rest of his life. He was twenty-five years of age and she was a thirty-six years old independent American ‘new woman’ separated from her husband with two children. Two years later, Fanny decided to obtain a divorce from her husband and Stevenson set for California in order to be with Fanny. This was where he wrote his sensational novels. The novel is set in the 19th century Victorian Era in â€Å"the nocturnal streets of London† when religion was more looked upon than science. However, the industrial revolution then increased the importance of science slowly pushing out religion. This novel falls into the genre of mystery and gothic horror. Gothic horror which often has nightmarish qualities and is usually based around the dark side of human nature is a genre which generally uses fantastic settings far removed from reality in order to make an uncomfortable comment about society. The novel ‘Frankenstein’ by Mary Shelly was another famous gothic horror which influenced Stevenson as both novels are about arrogant creators (Jekyll and Dr. Frankenstein) who are destroyed by their creations (Hyde and the monster). The genre of the book is also science fiction. As Stevenson was influenced by Sir Charles Robert Darwin, a British scientist who laid the modern foundation of the evolution theory, he used quotes referring to animals which are less evolved creatures than man. Moreover, Stevenson was influenced by Sigmund Freud whose theory stated that everyone is made up of two or more conflicting personalities. During those times horror books were very uncommon and therefore, this book brought fear into the hearts of all those who read it. Many readers were surprised when Stevenson wrote this novel as there was a large contrast between ‘Treasure Island’, a story about people on an adventure and ‘The Strange Case of Dr Jekyll and Mr Hyde’, a Victorian gruesome gothic horror. The book reflected his two halves, the two contrasting sides of his soul, his Yin and Yang (Chinese symbol showing two sides of something: good and evil). The book is set on the duality of respectability, which is derived from Stevenson’s youth. The main themes of the book are the duality and conflict between good and evil. When Stevenson was young he lived in the new part of Edinburgh with respectable, pious, middle-aged men. From time to time, however, R.L. Stevenson went to the filth of brothels and shadiness. His character and life reflect Dr Jekyll and Mr Hyde; Jekyll being the respected figure while Hyde is the evil dirty side of him. Many people during the Victorian times believed in physiognomy (the use of facial features to judge somebody’s character or temperament) and therefore Hyde would have been thought of as evil because of his appearance. Physiognomy was a pseudo science as we know that one’s appearance does not judge the character of that person. Charles Robert Darwin was becoming famous because of his theories of evolution and natural selection. Like several scientists before him, Darwin believed all the life on earth evolved over millions of years from a few common ancestors. Stevenson who was influenced by Darwin uses many descriptions of his characters to animal behaviour. For example, he refers to Hyde’s anger â€Å"with ape like fury† saying that Hyde is like a creature who has not fully evolved. There was a rigid hierarchical class system during those times. On the top of the hierarchy would be the eminent rich class such as Dr Jekyll, Dr Lanyon, Sir Danvers Carew and Mr Utterson. Money and occupation would determine one’s status in the hierarchy. Lower than the rich class would be the butler, Poole followed by the knife boy and the maid. Finally, the lowest class would be the prostitutes who sold their dignity to earn a living. The story is about a respected, eminent scientist called Dr Jekyll who believes that the human soul is made of two opposite beings; good and evil. He discovers a potion that can separate the two beings, allowing him to transform into the dark side of Mr Hyde, short, well built, and having a devilish appearance, and then back into his good, manner-some side. He is able to transform at will using the drug. Following Mr Hyde murdering Sir Danvers Carew, Jekyll decides to stop transforming into Mr Hyde as he now realises the danger being Mr Hyde causes. Eventually, Mr Hyde becomes stronger and kills Dr Jekyll. The lawyer, Mr Utterson investigates the peculiar situation. Finally, when Mr Hyde is about to be caught he commits suicide and the strange tale of Dr Jekyll and Mr Hyde is unfolded to Mr Utterson. Dr Jekyll was a rich and respected man described as having some â€Å"kindness† in his body telling the reader he is good. He was religious and he had â€Å"copy of pious work for which Jekyll had several times expressed great esteem†. He believed that he was still a gentleman as it was Hyde whom Jekyll described as â€Å"pure evil†. Dr Jekyll was described as â€Å"a large man†, â€Å"a smooth-faced man of fifty† and his hand is described as â€Å"professional in shape and size†, â€Å"large†, â€Å"firm† and â€Å"white†. Mr Hyde, the evil side of Dr Jekyll, is described as being â€Å"deformed somewhere† but many of the characters â€Å"cannot specify the point† of where the deformity is. This is why Hyde is quite so repulsive and as physiognomy was strongly believed in, for Hyde’s appearance to be so repulsive he must have been evil. As the people do not know how to describe the evil which is seen in Hyde they describe it as a deformity. He is also described as â€Å"hardly human† and â€Å"like Satan† showing the extent of his evil appearance. Hyde was â€Å"dwarfish†, young and his hand was â€Å"lean, corded and knuckly†. Jekyll and Hyde are opposites showing evil and good in their appearances and personalities. Mr Utterson, a trustworthy and respected lawyer is described as â€Å"backward in sentiment†. The author tells us of his rationality and how he keeps his emotions to himself. Robert Louis Stevenson also mentions a â€Å"catholicity of good nature† and his dual personality. â€Å"When he was alone† he â€Å"drank gin† which was illegal according to Victorian laws but as for Mr Utterson, not only did he like Gin but he also drank â€Å"to mortify a taste for vintages†. He is respectable but he sins. Little is known about him throughout the novel but the reader trusts him. His full name ‘Gabriel John Utterson’ is symbolic of the Christian faith as two of his names are characters from the bible which also helps us as readers to have trust in him. Dr Lanyon, also a well respected man, is considered â€Å"hearty† and therefore we know he is a good person. There is nothing secretive about him as we know that he was a close friend of Jekyll and that he knew of Jekyll’s experiments which caused him to think of Jekyll as the â€Å"devil†. Sir Danvers Carew was a Member of Parliament and greatly respected. He was given the honour of knighthood showing his respectful position in society. It was monstrous of Hyde to kill a â€Å"gentle† man for no apparent reason. Good and evil are presented in ways other than through the characters. Jekyll’s house has two contradicting sides, one well maintained and the other neglected. The well maintained side of the house is well kept and is the only part visitors see, whereas the other more secretive side where guests are not allowed to enter is dirty and neglected. The ill maintained side that contains Dr Jekyll’s laboratory is where Jekyll created the magic potion splitting the good and evil of his soul. Hyde’s dialogue is one of the many devices which helps to show the reader Mr Hyde’s evil nature. His speech and manner is different from that of a gentleman. Talking in short sentences, being rude, never speaking in a normal tone by either mumbling or by raising his voice portrays his foul character. Another device used by Stevenson to highlight the intensity of the following chapter of the novel is the weather and setting. When it is a fine day, nothing evil shall happen whereas when the weather is bad, it is anticipated that something evil is imminent. Before the murder of Sir Danvers Carew the weather was described as â€Å"a fog rolled over the city in the small hours†. The weather turns grim just before a disaster strikes. This is repeated throughout the novel and it is used to camouflage Hyde adding tension and mystery. The settings are again a contradiction: Dr Jekyll lived around Regents Park, an extremely wealthy place and Hyde lived in Soho, the poorer part of London, an area full of prostitutes. The two doors of Jekyll and Hyde are also opposites which are used to describe the rich and poor class structure. The front door was said to be clean, expensive, new looking and well maintained which is likely to have been used by family, friends and other guests. However, the back door was said to be poorly kept, run down and dirty and was used by the workers, highlighting the class difference. The technique of using multiple narrators is used in ‘The Strange Case of Dr Jekyll and Mr Hyde’. They are used in order to suspend the reader in a state of uncertainty. Stevenson sets out the information which is available in a puzzling detective case providing separate narrators’ perspectives with the use of narrative techniques such as testimonies and letters which are written by well-respected people that have little overall understanding of the case themselves. By using different accounts of the same case Stevenson delays the understanding of the reader thus serving suspense and realism projecting into the reader’s imagination into the fiction which is experienced by the characters. The purpose of chapters nine and ten are to reveal to the truth to the reader and to end the suspense. Dr Jekyll is the final narrator and is also the one who reveals to the reader and to Mr Utterson that Mr Hyde and Dr Jekyll are the two sides of the same soul. The reaction of the unsuspecting Victorian would be devastating as during those times, horrors were so rare that this book would have brought fear to everyone who read it. I feel that the idea of people being good and evil is true but the actions people choose are what make up the overall character of that person. Jekyll resorts to drugs to satisfy his desires. This book is relevant in society today as people resort to alcohol, drugs, crime, and other evil things for pleasure and relief from aspects of their life. They are then ashamed but do not have the will power to stop or know of no other way in which to live their lives. Good and evil are well represented in ‘The Strange Case of Dr Jekyll and Mr Hyde’. Using the good and evil of the same person was an extraordinary idea by Stevenson. He manipulated the ideas of Freud and Darwin to create an exhilarating novel. Dr Jekyll does try to do the right thing at the end. Stopping the intake of the potion which changed him to Mr Hyde was a start in ending the disaster he had caused by unleashing Mr Hyde. In order to relieve his conscience, he donated a lot to charity even though nothing could change the fact that his other form had killed Sir Danvers Carew. Finally, the evil overcame the good which was what made the ‘Strange Case of Dr Jekyll and Mr Hyde’ a gruesome, gothic Victorian horror.

Legal Business Studyguide

Legal 2 Test 2 Studyguide Sole Proprietorships the simplest form of business organization. Sole proprietorships are the most common form of business organization in the US. Major advantages: * Forming a sole proprietorship is easy and does not cost a lot. * The owner has the right to make all management decisions concerning the business, including those involving hiring and firing employees. * The sole proprietor owns all of the business and has the right to receive all of the business’s profits. A sole proprietorship can be easily transferred or sold if and when the owner desires to do so; no other approval (such as from partners or shareholders) is necessary. Disadvantages: * The sole proprietor’s access to the capital is limited to personal funds plus any loans he or she can obtain * The sole proprietor is legally responsible for the business’s contracts and the torts he or she or any of his or her employees commit in the course of employment. Creating a sole proprietorship is easy. There are no formalities, and no federal or state government approval is required.A sole proprietor bears the risk of loss of the business. In addition, the sole proprietor has unlimited personal liability. Therefore, creditors may recover claims against the business from the sole proprietor’s personal assets (e. g. , home, automobile, bank accounts). A sole proprietorship is not a separate legal entity, so it does not pay taxes at the business level. Instead, the earnings and losses from a sole proprietorship are reported on the sole proprietor’s personal income tax filing. A sole proprietorship business earns income and pays expenses during the course of operating the business.A sole proprietor has to file tax returns and pay taxes to state and federal governments. For federal income tax purposes, a sole proprietor must prepare a personal income tax Form 1040 U. S. Individual Income Tax Return and report the income or loss from the sole propri etorship on his or her personal income tax form. The income or loss from the sole proprietorship is reported on Schedule C (Profit or Loss from Business), which must be attached to the taxpayer’s Form 1040. Vernon v. Schuster The father dies and the son takes over the sole proprietorship. Vernon had a warranty while the father was alive, and he warranty was broken because the product had failed so he wanted money from the son who took over the job. The court ruled that the son had formed a new sole proprietorship and was not liable for his father’s warranty. Partnerships a voluntary association of two or more persons for carrying on a business as co-owners for profit. Partners are personally liable for the debts and obligations of the partnership. Formation four criteria to qualify as a general partnership: * As association of two or more persons * Carrying on a business * As co-owners * For profitAn agreement to share losses of a business is strong evidence of a gener al partnership. It is compelling evidence of the existence of a general partnership if a person is given the right to share in profits, losses, and management of a business. A limited partnership agreement may specify how profits and losses from the limited partnership are to be allocated among the general and limited partners. General partnerships do not pay deferral income taxes. Instead, the income and losses of partnership flow onto and have to be reported on the individual partners’ personal income tax returns. This is called â€Å"flow-through† taxation.A new partner in a general partnership takes on all of the liabilities and responsibilities that the original partners have. Zuckerman v. Antenucci A woman’s child was born with severe physical problems. During her pregnancy, she was treated by Dr. Pena and Dr. Antenucci. She brought a medical malpractice suit against both doctors. The jury (trial court) found that Pena was guilty of medical malpractice but Antenucci was not. The Supreme Court found both doctors to be dually liable. Limited Partnerships a type of partnership that has two types of partners: (1) general partners and (2) limited partners.Two types of partners: * General partners partners in a limited partnership who invest capital, manage the business, and are personally liable or partnership debts. * Limited partners partners in a limited partnership who invest capital but do not participate in management and are not personally liable for partnership debts beyond their capital contributions. Once a limited partnership has been formed, a new limited partner can be added only upon the written consent of all partners, unless the limited partnership agreement provides otherwise.New general partners can be admitted only with the specific written consent of each partner. Uniform Partnership Act In 1914, the National Conference of Commissioners on Uniform State Laws promulgated the UPA. The UPA codifies general partnership law . Its goal was to establish consistent partnership law that was uniform throughout the US and has been adopted by 48 states. Fictitious names A general partnership must file a fictitious business name statement –d. b. a. (doing business as) –with the appropriate government agency to operate under a trade name. Kemmier Memorial Foundation v.Mitchell Davis and Mitchell formed a general partnership to purchase and operate rental properties for investment purposes. They entered into an agreement that provided that only Davis, and not Mitchell, would be personally liable on the note to the Foundation. They did not inform the Foundation of this agreement. They defaulted on a note, so the Foundation sued the partnership and both partners to recover on the note. The Supreme Court of Ohio held that both partners were jointly liable on the note. Corporations the most dominant form of business organization in the US, generating over 85 percent of the country’s gross busine ss receipts.Owners of corporations are called shareholders. Incorporation select a state, select a corporate name, incorporators, pre-incorporation contracts, articles of incorporation, purpose of a corporation, registered agent (often attorneys), corporate bylaws, corporate seal, organizational meeting of the board of directors. Purpose of a Corporation: * General-purpose clause allows the corporation to engage in any activity permitted by law * Limited-purpose clause stipulates the specific purposes and activities that the corporation can engage in. Shareholders have only limited liability.They are liable only to the extent of their capital contributions and do not have personal liability for the corporation’s debts and obligations. Nature of the corporation: * Separate â€Å"legal entity† for most purposes * Limited liability of shareholders * Free transferability of shares * Perpetual existence * Centralized management * Double taxation Nonprofit Corporation formed for charitable, educational, religious, or scientific purposes. Although nonprofit corporations may make a profit, they are prohibited by law from distributing this profit to their members, directors, or officers.The Model Nonprofit Corporation Act, which governs the formation, operation, and termination of nonprofit corporations. Professional Corporation a corporation formed by lawyer, doctors, or other professionals. Promoter a person or persons who organize and start a corporation, negotiate and enter into contracts in advance of its formation, find the initial investors to finance the corporation, and so forth. Registered Agents a person or corporation that is empoyered to accept service of process on behalf of a corporation.Incorporator the person or persons, partnerships, or corporations that are responsible for incorporation of a corporation. Bylaws a detailed set of rules adopted by the board of directors after a corporation is incorporated that contains provisions for mana ging the business and the affairs of the corporation. Organizational Meeting a meeting that must be held by the initial directors of a corporation after the articles of incorporation are filled. Articles of Incorporation the basic governing document of a corporation.It must be drafted and filed with, and approved by, the state before the corporation can be officially incorporated. Must include: * The name of the corporation * The number of share the corporation is authorized to issue * The address of the corporation’s initial registered office and the name of the initial registered agent. * The name and address of each incorporator Debt securities securities that establish a debtor-creditor relationship in which the corporation borrows money from the investor to whom a debt security is issued.Notice of a Shareholders’ Meeting A corporation is required to give the shareholders written notice of the place, day, and time of annual and special meetings. For a special meeti ng, the purpose of the meeting must also be stated. Only matters stated in the notice of a shareholders’ meeting can be considered at the meeting. Special Shareholders’ Meetings Meetings of shareholders that may be called to consider and vote on important or emergency issues, such as a proposed merger or amending the articles of incorporation.Proxy a shareholder’s authorizing of another person to vote the shareholder’s shares at the shareholders’ meetings in the event of the shareholder’s absence. Quorum required number of individuals that must be represented for voting, meetings, etc. Record Dates a date specified in corporate bylaws that determines whether a shareholder may vote at a shareholders’ meeting. Cumulative Voting a system in which a shareholder can accumulate all of his or her votes and vote them all for one candidate or split them among several candidates.Straight Voting a system in which each shareholder votes the numbe r of shares he or she owns on candidates for each of the positions open; also called noncumulative voting. Supramajority Voting Requirement a requirement that a greater than majority of shares constitutes a quorum of the vote of the shareholders. Voting Trust an arrangement in which the shareholders transfer their stock certificates to a trustee who is empowered to vote the shares. Voting Agreement an agreement between two or more shareholders that stipulates how they will vote their shares.Right of First Refusal an agreement that requires a selling shareholder to offer his or her shares for sale to the other parties to the agreement before selling them to anyone else. Preemption rights that give existing shareholders the option of subscribing to new shares being issued in proportion to their current ownership interests. Dividends a distribution of profits of the corporation to shareholders. Derivative Lawsuit a lawsuit a shareholder brings against an offending party on behalf of a corporation when the corporation fails to bring the lawsuit. It’s also called a derivative action.Management of a Corporation * Shareholders Owners of the corporation. They vote on the directors and other major actions to be taken by the corporation. * Board of Directors Elected by the shareholders. Directors are responsible for making policy decisions and employing the major officers for the corporation. The board may initiate certain actions that require shareholders’ approval. * Officers Officers are responsible for the day-to-day operation of the corporation, including acting as agents for the corporation, hiring other officers and employees, and the like.Duty of Obedience a duty that directors and officers of a corporation have to act within the authority conferred upon them by state corporation codes, the articles of incorporation, the corporate bylaws, and the resolutions adopted by the board of directors. Fiduciary Duties the duties of obedience, care, and loya lty owed by directors and officers to their corporation and its shareholders. Duty of Care a duty of corporate directors and officers to use care and diligence when acting on behalf of the corporation.Duty of Loyalty a duty that directors and officers have not to act adversely to the interests of the corporation and to subordinate their personal interests to those of the corporation and its shareholders. Proxy Contest a contest in which opposing factions of shareholders and managers solicit proxies from other shareholders; the side that receives the greatest number of votes wins the proxy contest. Merger a situation in which one corporation is absorbed into another corporation and ceases to exist. They become a similar corporation. If it is a consolidation, the two companies form into a completely different corporation.Appraisal Rights the rights of shareholders who object to a proposed merger, share exchange, or sale or lease of all or substantially all of the property of a corpora tion to have their shares valued by the court and receive cash payment of this value from the corporation. Proxy Statement a document that fully describes (1) the matter for which a proxy is being solicited, (2) who is soliciting the proxy, and (3) any other pertinent information. Share Exchange a situation in which one corporation acquires all the shares of another corporation and both corporations retain their separate legal existence.Tender Offer an offer that an acquirer makes directly to a target corporation’s shareholders in an effort to acquire the target corporation. The shareholders each make an individual decision about whether to sell their shares to the tender offeror. Such offers are often referred to as hostile tender offers. Short-form Merger a merger between a parent corporation and a subsidiary corporation that does not require the approval of the shareholders of either corporation or the approval of the board of directors of the subsidiary corporations.Willi ams Act an amendment to the Securities Exchange Act of 1934 made in 1968 that specifically regulates tender offers. Severance for Executives after retiring or being removed from a company, they’re given a package. â€Å"Golden parachute† Section 14(a) a provision of the Securities Exchange Act of 1934 that gives the SEC the authority to regulate the solicitation of proxies. Antitakeover Statutes statutes enacted by a state legislature that protect against the hostile takeover of corporations incorporated in or doing business in the state.Poison Pills defensive strategies that are built into the target corporation’s articles of incorporation, corporate bylaws, or contracts and leases. These tactics make the target corporation more expensive to the tender offeror. White Knight Merger mergers with friendly parties—that is, parties that promise to leave the target corporation and/or its management intact. Greenmail the purchase by a target corporation of its stock from an actual or perceived tender offeror at a premium.