Comparative Corporate Governance Coursework Example | Topics and Well Written Essays - 3750 words

Comparative Corporate Governance - Coursework Example deal with mergers and acquisitions and will further strengthen the differences that exist between US and UK takeover activities. The directors of target corporations in U.S. can make use of the available takeover defences to shift the hostile offers within the procedures of a conciliated acquisition that creates greater power for negotiation allowing the board to optimize the value of shareholders within M&A transactions. While the process of conciliation is on, the directors have the power to consolidate provisions within the M&A agreement under the deal protection measure, that goes on to elevate the prices and premium rates for the shareholders. Therefore, we find that in case of US target corporation as per the extensive rules established under the Delaware General Corporation Law and the Delaware common law the ultimate authority and power is wielded by the board of directors in case of selling the company. However, the board of directors in U.K. target corporations do not have similar powers to transfer the offers into the process of conciliation. Instead, in this case the takeover defences are face strict prohibition order in UK and the recent amendments made to the takeover code by the Panel impedes the use of any kind of deal protection measures. Therefore, by removing the deal protection measures and the takeover defences, the takeover code largely curbs the board’s power of negotiation. This article will examine the various differences that exist in the regulation of takeover defences in the UK and the US and how they reflect the different approaches taken in the UK and the US to the balance of  power between the board of directors and the shareholder body. Discussion Antitakeover disposition... From the research it can be comprehended that antitakeover disposition used by target firms are defence measures adopted to avoid unwarranted hostile tenders presented by any future bidders. Some of the defence measures are used as pre-emptive strategies (in anticipation of future negotiation), while there are also a wide spectrum of complaisant defences available to organisations that find themselves as potential targets after the negotiations. Besides these, the defence strategies and the manner by which they can be employed differ widely between US (especially under Delaware law), and UK. As per the Delaware law while defending against a hostile takeover the directors of the target company may apply their ‘business judgment rule’ where they are allowed to show that after showing â€Å"good faith and reasonable investigation,† they felt a threat to the present policies of the corporation. Furthermore as per the awarded sentence in the case Unocal Corp v Mesa Pet roleum Co, a judiciary review of any defensive takeover strategies looks towards whether the threat mentioned by the directors were viewed reasonably, and if the defensive strategies applied were feasible to the posed threat. In UK however, in direct contrast, the use of takeover defences to ward off hostile takeovers is restricted largely by the City Code on Takeovers and Mergers and make sit necessary that there is shareholder approval before the defensive strategies are exercised.

Engineering Management Research Paper Example | Topics and Well Written Essays - 250 words

Engineering Management - Research Paper Example borrowed from the society practices and must consider the immediate environment to ensure that the organization’s operations are not against the norms of the society, which may work against to their disadvantage. Managers should also understand that organization norms vary from one company to another and are set based on what every organization values most. One missing link that most construction managers need to comprehend is the connection between the organization’s culture and efficient delivery of construction projects. This is because organizational culture influences the perception of its members, controls their behaviors, and integrates its internal processes with the external demands to ensure harmonious correlation with all the factors influencing construction (Cheung, Wong & Wu, 2011). Practicing engineering managers need to understand that all construction contractual agreements, procurement procedures, and utilization of construction materials are based on culture of the organizations. This will help protect the organization against abuses and leaves management with no room for guesswork. In case engineering management fails to appreciate organization culture, there is the risk of conflicts and resistance in the execution of the constructions plans from several quarters (Fellows, 2010),such as the community, the employees, and different dependable departments that directly impact the construction like procurement and finance, thus minimizing the overall

Full Explanation Of Network Diagram

Full Explanation Of Network Diagram Network architecture is the plan of a connections network. It is a structure for the design of a networks physical mechanism and their functional association and design, its operational values and events, as well as data formats use in its function. In telecommunication, the plan of network architecture may also consist of a detailed report of products and services deliver via a communications network, as well as detail rate and billing structure under which services are compensated. Reference http://www. Wikipedia.com/architecture Network architecture diagram Figure-network architecture Full explanation of network diagram We designed in this company basic network architecture and we followed millstone for network architecture and all necessary information include now I describe in this architecture such as- Workstation Workstation is a design for professionally work in office. The company is an energy company this companys customer uploads reading their payment in this company website but before times their payment report and upload file attack. But in the new network architecture security is very strong so workstation all work confidently is possible and it is saved from attack. Reference Own opinion Router Routers allow connectivity to one or more computers help generate a network. For home user, these are mostly useful for captivating a single broadband internet account and distribution it to at least two or more computers. Standard routers necessitate the internet connection from a standalone modem, but modem-routers are ever-increasing in popularity, which can be plugged into any broadband-enabled phone line, reducing cable clutter, and only taking up one power socket. The rules for handle traffic are an essential component of internet security. A home/office router may have rules preventive how computers outside the network can connect to computers inside the network, as well as prevent private network traffic from spill into the outside world. Many home routers include additional security features they scan and filter all traffic that passes through them, frequently through an integrated firewall in the hardware. Some may carry out other useful roles such as acting as a print server. Reference http//www.misco.com//router Switches A switch is sometimes call an intelligent hub, A switch does the similar as a hub, in that it connect devices to allocate them to take action as a single segment. However, it does not automatically send traffic to each other port. Every time a frame of data comes into the switch, it saves the physical address (MAC address) and the port it came from in its MAC address table. It then checks the purpose MAC address in the table, and if it recognizes it sends the frame to the suitable port. If it is not in the table, or the address is a broadcast address then it does the similar as a hub and sends the frame through every port except the originate port. Reference http//www.misco.com//switches Hubs A hub is a device for connector multiple Ethernet devices typically PCs to form a single segment a portion of a network that is divided from other parts of the network. It has multiple ports throughout which devices are linked, and when it receive data it sends it out again through every port except for the one it came in through. A hub replace the cable, make sure that traffic is seen by each computer on the network, and enables the network to be connect in the form of a star before a bus using the familiar twisted pair Ethernet cable. Reference http//www.misco.com//hubs Firewall A firewall is an element of a computer system or network that is designed to block unauthorized access even as permit authorizes communications. It is a device or set of devices that is configured to permit or deny network transmissions based upon a set of rules and other criterion. Firewalls can be implementing in any hardware or software, or a combination of both. Firewalls are frequently used to prevent unauthorized Internet users from accessing private networks connected to the Internet, in particular intranets. All messages entering or leaving the intranet pass through the firewall, which inspects each message and blocks those that do not meet the specific security criterion Reference http //www. Wikipedia.com//firewall Demilitarized zone (DMZ) In computer security, a DMZ, or else demilitarized zone are a physical or logical subnet work that contain and expose an organization external service to a larger untreated network, typically the Internet. The term is usually referred to as a DMZ by information technology professional. It is now and then referred to as a perimeter network. The function of a DMZ is to add an further layer of security to an organization local area network (LAN); an external foe only has access to equipment in the DMZ, before any other part of the network. Diagram of a typical network employing DMZ using a three-legged firewall Reference http //www. Wikipedia.com//DMZ Honey pot In computer terminology, a honey pot is a lock in set to detect, redirect, or in some manner counter attempt at unauthorized use of information systems. Usually it consists of a computer, data, or a network site that appears to be part of a network, but is actually isolated, (UN) protected, and monitored, and which seem to contain information or a resource of value to attacker. Reference http //www. Wikipedia.com//honey pot Virtual private network (VPN) A virtual private network (VPN) is a computer network that uses a public telecommunication infrastructure such as the Internet to provide remote offices or individual users with secure access to their organization network. It aims to avoid a luxurious system of own or lease lines that can be used by only one organization. It encapsulate data transfer between two or more networked devices which are not on the same private network so as to be the transferred data private from other devices on one or more dominant local or wide area networks. There are many diverse classifications, implementations, and uses for VPNs. Reference http //www. Wikipedia.com/VPN HIDS agent installed Server agent use middle organization and multiple agents which are provide safety public and private among network hosts. It is advantage local installation on every host. HIDS agent server performs all log analysis then the agent connected to it. Active response are initiate from the server, but can be executed on an agent or all agents simultaneously Reference Own opinion Internal NIDS sensor Internal NIDS sensor is inserting into a network section so that the traffic that it is monitor must pass through the sensor. One way to achieve an Internal NIDS sensor is to combine NIDS sensor logic with another network device, such as a firewall or a LAN switch. This approach has the advantage that no additional separate hardware devices are needed; all that is required is NIDS sensor software. An alternative is a stand-alone internal NIDS sensor. The primary motivation for the use of inline sensors is to enable them to block an attack when one is detect. In this case the device is performing both intrusion detection and intrusion prevention functions. Reference http//www.blunet.net.cn.com External NIDS sensor External NIDS sensor monitors a copy of network traffic; the real traffic does not pass through the device. From the point of view of traffic flow. The sensors connect to the network transmission medium, such as a fiber optic cable, by a direct physical tap. The taps provide the sensor with a copy of all network traffic being carried by the medium. The network interface card (NIC) for this tap usually does not have an IP address configured for it. All traffic into this NIC is just collected with no protocol interface with the network. Reference http//www.blunet.net.cn.com Server and database server The network architecture main important part is server in this server use for this company. Company internal or external all important information will save in server and the server client all request respond and work station all employee in this company all details handle in this network architecture by server. Database server is very important for this company because the company provides their customer upload and reading and makes payment. customer details save database server for future. Reference Own opinion IDS manager Integrated delivery systems (IDS) very need for this company manages process text arrangement Manager writes to handle IDS sensors in a distributed situation. This is done by having the capability to receive the text arrangement files and allow you to change them with an easy to use Graphical interface. With the additional capacity to merge new rule sets, manage preprocessors, arrange output module and steadily copy system to sensors, IDS Manager Makes managing Snort easy for most security professionals.

Solutions to our Problems :: Economic Political Essays

Solutions to our Problems There are three level to the solutions to the problems that exist in the world today. They are the Individual Level, National Level, and Global Level. These solutions can help to eliminate the gap between the rich and the poor countries. The Individual level is were individuals do things to help eliminate problems that exist. The people are just as responsible as the nation states are. Things that we can do are: 1) Join a student group that creates awareness of these problems, 2) Minimize some of the waste that we create, 3) Sponsor a child in a poor country, 4) Change some laws and 5) Have a meatless day. If you join a group you can become more aware of the problems that exist and then spread this information to others. If we minimize our waste such as eat all the food that we make and not make extra food. This would leave food for people in poorer countries. You could sponsor a child which would give this child food, education and medical attention that he/she needs. There are many organizations that can help you to do this. Some laws that we could change would be allowing regular house hold to have a lamb. This would save on gas because it can mow your lawn for you. It also can act as a fertilizer and is good for the environment. Having a meat less day would save on the consumption of meet, so there would be more meat for the poorer countries. These little things can be a great benefit to the world and help to solve the world problems. The national level is when a nation does something to help solve the world's problems. This would be to solve the nations problems first. If we can solve our own problems then we could start to work and concentrate on the world's problems. There are 38 million people in the United States that are below the poverty level. If these people weren't below the poverty level it would be 38 million less that the world would have to worry about. The same goes for every country, if they could decrease their people below poverty then it's less the world has to worry about. This would help to take care of the gap between poor and wealthy in the individual countries before the world gap

Corp Finance Ford

IB 92C0 MiM/MiB CORPORATE FINANCE ASSIGNMENT GUIDELINES Case Study: Ford Motor Company’s Value Enhancement Plan (VEP) As was announced during the first class in January (and stated in the module outline) you are required to submit a written assignment. Your assignment will be based on the Harvard Business School case study entitled â€Å"Ford Motor Company’s Value Enhancement Plan (A)†. The case study is distributed separately. Specifically, you are required to read carefully the case study and hand in your answer to the following two questions: 1.Should Ford:  §? go ahead with the complicated VEP, or  §? issue a cash dividend, or  §? conduct a share repurchase? In other words, would you vote in favour or against the VEP plan? Explain. 2. If the VEP plan is implemented, what would be your choice (cash or shares or a combination) if you were one of the following:  §? a Ford family member holding Class B shares  §? an institutional investor, such as TIAA- Cref or the Calpers  §? a regular outsider shareholder You must provide a short answer for all three investor types above.Assessment weight: This assessment constitutes 20% of your final mark. Deadline: You must submit your assignment via my. wbs by 12:00 pm on Monday 15 April, 2013. Late submissions will receive penalties in line with WBS policy. Format Your answer to the questions above should follow these guidelines: 1. 2. 3. 4. Your answer should be no more than 2 pages long. Any pages beyond the first two will be detached and discarded. This limit applies to all work, including any graphs, tables or appendices you may choose to use.Your paragraphs should be single-spaced with appropriate headings. You must use Times New Roman font 12. You should use the official assignment cover sheet, which will not count towards the two-page limit. The cover sheet should state the module name and number (IB 9380), the case study title and your student number. MiM Corporate Finance 1 Fordâ⠂¬â„¢s Value Enhancement Plan General advice You are strongly encouraged to write your answer using the following principles: You can assume that the marker is fully aware of all the facts of the case as well as all the material taught in class.You do not need to introduce the issues, provide background information or repeat any of the information cited in the case, unless you wish to support a very specific argument. You are asked to write your own opinion about the issues you believe are important in this case. Be as precise as possible. Try as hard as you can to avoid being descriptive and instead provide your own analysis. All your arguments should be based on the material discussed in class, the textbook readings and the facts and opinions discussed in the case. Marks will be given for the quality of your thought and presentation.Please take a clear stand in everything you discuss. An argument of the form â€Å"yes, †¦but† or â€Å"on the one hand yes†¦, but o n the other hand no†¦Ã¢â‚¬  will not do and will receive low marks. Remember, while there is no such thing as a wrong argument, there is a poorly supported argument. Finally, note that you are expected to work on the case individually. You may discuss the basic ideas of the case with your classmates, but you must write your answer to the assignment on your own. This is not a group assignment. Good Luck! Andrea MiM Corporate Finance 2 Ford’s Value Enhancement Plan

Ap World History Compare and Contrast

During the post-classical time period, both the Umayyad and Mongol empires rose to the height of their power through many similarities and differences. For example, both dynasties expanded by militaristic advances, but a single man was responsible for the rise of the Mongols and they also supported all faiths unlike the Umayyad. The Mongol founder, Genghis Khan, conquered surrounding nomadic tribes and brought them under his rule through extensive military conquest.Over the entire rise of the Mongols, they gained Asia, Russia, the Middle East and parts of Europe all as territories. In fact, the land Genghis had obtained was so vast that it had to be broken up into to four kingdoms upon his death. To conquer new lands, the Mongols were experts on horseback and were known for their cruel and barbaric torturing rituals, such as â€Å"drawn and quartered. † Similarly, the Umayyad prevailed against people groups from Saudi Arabia all the way West to Morocco in Northern Africa.Unlik e later Islamic dynasties, the Umayyad were mostly concentrated on power and the conquering of land by their brutal military tactics. With their capital at the central location of Damascus, in Syria, they were able to govern and expand their large Islamic kingdom effectively. Overall, both the Mongol and Umayyad empires expanded through military conquest during their rise to power. The Umayyad dynasty was formed from a clan of prominent Meccan merchants in Arabia.From their established reputations and connections throughout the region, they were able to rise to power and stabilize the Islamic community. Unlike the Umayyad, the Mongols rose to power from one man, Temujin, who is better known as Genghis Khan. At the age of twelve he was orphaned and began to form alliances with other boys his age. Then, over time he had his own army that began to conquer nomadic tribes. Little by little, he began to capture what would soon be his entire Mongolian empire. Not only were the Mongols crea ted by a single man, but they were also accepting of all faiths.Ap World History Units 1-3 Study GuideThey did not persecute any specific religion; in fact they often adopted the native religions of the land because the Mongols had no strong religious influence. This allowed an easier rode to power because the conquered people felt less pressure to revolt on the Mongols. The Umayyad did the exact opposite in their empire since they were the rulers of the dar-al-Islam, or the house of Islam. They had substantial religious ties and favored Islamic people. Many times Christians, Jews, Zoroastrians and Buddhists were taxed heavily; this was called jizya.Also, people of different religions could not access wealth and positions of authority in the empire, which created an overall resentment of the Umayyads and a resistance to their rule. The Mongol and the Umayyad empires both had influential effects during the years of 500 to 1000 A. D and rose to power through many similarities and diff erences in their strategies. Overall both empires depended heavily on their military to expand territory, but they differed in the way they treated the conquered people. Both of these played a role in how each came to power, and also the total effect they left on the world.