Societies of Chesapeake Bay and New England Colonies

Societies of Chesapeake Bay and New England Colonies Many settlers who came to the New World from Britain in the early seventeenth century sought to establish a settlement for motives including economic and religious freedom in areas such as Chesapeake Bay colonies that comprised of Virginia and Maryland colonies and the New England colonies that consisted of Connecticut, Maine, and Massachusetts, New Hampshire, and Rhode Island. Settlers who often came to these regions came with varying motivations, settled into different regions that had varying geographies, and encountered different circumstances. Through the passing of time, these particular distinctions would contribute into casting the two regions into two distinct societies. While those who settled in the early sixteenth centuries in the New England and Chesapeake Bay colonies were mostly settled by the English, on the contrary to what most believe, these two regions developed into two distinct societies by the eighteenth century. These societies were able to be characterized through their differences in many aspects of society including politically, economically, socially, and educationally. One aspect that illustrates difference between the Chesapeake Bay and New England colonies was the social differences that the two regions developed. For example, in the Chesapeake region, disease such as dysentery, typhoid fever, and malaria ravaged through the area. Unclean air and the hot climate further spread disease amongst the settlers. These factors had larger implications for Chesapeake colony society. With the combination of these factors, an individual living in the Chesapeake often had their life cut short by an average of ten years than an individual in the New England colony. As a result of shorter life spans, many families were disunited as widows were left with young children to support. Thus, women had a greater status than women in the New England colonies. Women of the Chesapeake region were able to inherit their husband’s estates and were issued a different property title. Disease also affected the population growth of the Chesapeake region. Since disease was widespread and many women did not migrate to the region, fertility rates were low. However, in the New England colonies, where a combination of clean air and colder climate helped decrease the risk of diseases, an individual tended to outlive their ounterpart in the Chesapeake region. Furthermore, settlers tended to migrate as families to the New England colonies, so the population was able to grow quicker. With a longer life, an individual could see the upbringing of their grandchildren. They had a pivotal role in ensuring the children grew up in a nurturing environment and that these c hildren followed the morale and guidelines of society. Early marriage and high fertility rates contributed in a booming birthrate. These facets contributed to the creation a strong, tranquil social structure of the New England colonies. Also unlike their Chesapeake counterparts, women in the New England colonies gave up there property rights when they married because Puritan lawmakers worried that recognizing women’s separate rights would cause conflicts between the husband and wife. As illustrated through these examples, New England and Chesapeake colonies were varied through social aspects of their societies. Another aspect in which the two regions differentiated in were economically. For example, in New England colonies, where there was not much arable land, the settlers were forced to depend on more livestock such as pigs, cattle, and sheep. Nonetheless, the settlers were able to create a small varied assortment of crops from the little land that they had. Furthermore, settlers of the New England region developed other industries such as developing their coastlines and built them for use as harbors for industries such as fishing and shipbuilding. In contrast to the New England region, the Chesapeake Bay colonies were quite different economically. The colonies of this region were much more dependent on agriculture economically. The settlers widely grew the addictive tobacco plant after John Rolfe (settler of the Virginia colony and the husband of Pocahantas) improved the bitterness of the plant. Thus, the demand for the plant grew steadily in England. This dependency on agriculture would eventually advance where individuals would create plantation system in order to meet the demands. Once again, as illustrated, Chesapeake and the New England region were different through their economic standards is one of the way that these two regions developed into distinct societies. These different economic characteristics eventually leads to another differentiation in these two colonial societies. In addition to these two societies differing economically and socially, these colonial regions also differed in the political aspects. For instance, in the New England colonies, especially in the colony of Connecticut, the government was based on a town system. The congregational Puritan churches of the region were where the adult men would gather and vote. The New England villagers voted on aspects such as electing their officials, appointing schoolmasters, as well as discussing daily matters. The colonists of this region saw sovereignty as being in the towns. The colonists also adopted this idea as a result of their conviction of unity for purpose. Conversely, the governments of the Chesapeake region operated more on a county system such as that of the House of Burgesses, where the colonists met on a yearly basis. This was a result of the people being spread out from their use of the plantation that tended to distribute the population throughout the region. As demonstrated, the New England colonies form of government varied widely from the Chesapeake form of government. New England’s use of the town meeting system and the Chesapeake colonies use of the county system show the differing political viewpoints, just one of the aspects that defined the two regions as two different distinct societies. Although the Chesapeake and New England colonies were considered monolithic when they were first settled in the early sixteenth century, the passing of time would eventually these regions into two distinctive societies. Those differences that define the characteristics of these two societies are essential because they play an essential role in the creation in several facets United States history such as the development of the government (as later shown in history through Roger Sherman‘s Connecticut Compromise) and social and political issues such as slavery. The Chesapeake Bay and New England colonies were indeed significant regions; even though they varied in many aspects, played a significant role in shaping the attitudes of American society later in the nation’s history.

Cooper Industries Case

Managerial Policy| Cooper Industries Case | By: Aena Rizvi, Anum Rinch & Rafia Farooqui| | Introduction: In 1833, an iron foundry was founded by Charles and Elias Cooper in Mount Vernon, Ohio. Overtime, Cooper became the market leader in pipeline compression equipment. Cooper Industries was around 150 years old and was mostly involved in the manufacturing of engines and compressors to facilitate the flow of natural gas through pipelines. They began expanding it around 1960s and for that, more than 60 manufacturing companies were acquired in the following 30 years.This came to be known as the process of Cooperization and some re-known companies became a part of the Cooper banner to form a highly successful and profitable business. Timeline of Important events for Cooper: Year| Event| 1833| Charles and Elias Cooper founded an iron foundry in Mount Vernon, Ohio| 1900| Switching to the production of natural gas compressors| 1920| Cooper became the leader in pipeline compression equipment | 1957| Gene Miller was elected as the president| 958| Cooper suffered a cyclical downturn and a corporate raider acquired enough shares to elect two board members| 1961| Miller recruited Robert Cizik as chief assistant for corporate development from Standard Oil| 1965| The company formally adopted the name ‘Cooper Industries’| 1967| Headquarters were moved to Houston| | Diversification began and Cooper acquired Lufkin Rule Company| | Bill Rector was appointed as Corporate Vice President and given capital to develop the Tool Group| 1968| Cooper acquired Crescent Niagara| 969| Cizik became Chief Operating Officer| 1970| Cooper acquired Weller Manufacturing Corporation| | Tool Group set up its headquarters in Apex, North Carolina| | C. Baker Cunningham joined the corporate planning department at Cooper| | Cooper purchased Dallas Air Motive| 1970-1988| Cooper Divested 33 businesses| 1971| Cunningham joined the Tool Group as director finance and introduced a new computer sy stem to manage inventories, sales, shipping and billing for all tool products | 1972| Cooper acquired Nicholson Company| 974| Cooper’s acquisitions had relocated their manufacturing operations to new plants mostly in the South | 1975| Robert Cizik became CEO and formed Corporate Level Manufacturing Services Group| 1976| Cooper purchased Superior, maker of engines and natural gas compressors| 1979| Cooper purchased Gardner-Denver| 1981| Crouse-Hinds was acquired| | Cooper acquired Kirsch| | Cooper sold off its Airmotive Division| | Compression, Drilling and Energy Equipment generated 50% revenues and 60% operating profits| 1984| Purchasing council was established| 1985| Cooper acquired McGraw Edison | 987| Cooper expanded its industrial compressor business by purchasing Joy’s air and turbo compressor business for $140 million| 1988| Cooper was a broadly diversified manufacturer of electrical and general industrial products, and energy-related machinery and equipment| | Electrical and Electronic (E&E) became Cooper’s largest segment, generated 50% corporate sales and 57% operating profits | | Acquisitions in the Tool Group were consolidated and new manufacturing facilities were constructed| | Compression Drilling and Energy Equipment accounted for 21% sales and less than 10% of operating profit|Vision, Mission and Corporate Strategy: Cooper’s success lied in making high quality products that become important input for other products such as turbine compressors. They wanted to be a company with a steady stream of income which is why they always went after ventures that were profitable. They made sure they had no cash flow of liquidity issues just to ensure this. Moreover, they were more interested in being an owning company rather than just a holding company.To make sure of this they made their acquired companies adapt to their benefit plans etc so that the whole organization on a whole is consistent in policy making. They even made su re that they were deeply involved in all the acquisitions they made so that they do not end up making mistakes by acquiring a wrong company. Cooper’s President, Gene Miller’s ideology was to not restrict operations to the production of engines only. This was reflected in the business decisions when Cooper began to diversify and widen its product ranges.Cooper’s acquisition strategies were well planned and they were not left to the professional managers on the grounds that they could do justice to any product categories or manufacturing processes. Great importance was given on understanding the culture and customs of the areas in which Cooper operated and diversification only took place when the prospects looked profitable. There was a limit to diversification and special attention was paid to the timing of acquisitions. Most of the companies that Cooper aimed at acquiring were market leaders who maintained records of high quality manufacturing.Cooper’s jo urney was not about acquisitions and additions only. After a business had served its useful purpose, it was divested because clinging to the past would only reduce chances of future success. Between 1970 and 1988, Cooper divested 33 businesses. Cooper also ventured into the aircraft service business by purchasing Dallas Airmotive which was mainly involved in the repair and lease of jet engines as well as the distribution of aircraft parts and supplies. After this, Cooper turned to its Energy Division and concentrated all its efforts there.Energy Divisions’ rising profits made up for the falling sales of hand tools. Cooper’s biggest merger was the purchase of Gardner-Denver, which was equal in size to Cooper and manufactured machinery for petroleum exploration, mining and general construction. One advantage of this merger was that Cooper’s needs of exploration; production, transmission, distribution and storage for oil and natural gas were met. However there were some problems with Gardner-Denver too as it was a company that lacked planning and control and its sales force was not motivated enough to steer the company in the ight direction. Unlike Cooper, the management style at Gardner-Denver was too centralized. Cooper had to change all these things subsequently in order to align Gardner-Denver with the values and business practices of Cooper industries. By late 1970’s Cooper came up with the ‘acquisition by necessity’ idea when it was acquiring Colorado Fuel & Iron (CF&I) which mainly took place because CF&I has stopped producing 1095 Steel and it was really expensive for Cooper to buy it from another German company.Crouse-Hinds was another crucial acquisition in the history of Cooper and in the words of Mr. Cizik, this was a ‘true diversification’ as compared to that of Gardner-Denver which was more of a complimentary nature. However the Crouse-Hinds acquisition was criticized on the grounds that it reduc ed Cooper’s exposure to the booming oil and gas industry. Cooper built a reputation in the electrical industry such that it came under the ambit of one of the best-managed companies. Some of Cooper’s acquisitions looked decisive such as the purchase of Kirsch (world’s largest manufacturer of drapery hardware).But actually they were not based on impulse and such opportunities are normally short-lived. Had Cooper not taken advantage of such opportunities then some other company would have. Cooper had a very flexible management style unlike other companies and it consolidated most of its acquisitions in order to maintain uniformity. Manufacturing Services Group made Cooper a quality conscious company that had state of the art Management Information Systems. It used benchmarking and cross-referencing to improve the production methods.Manufacturing Services Group also initiated training of engineering school graduates and this equipped the employees at Cooper with th e necessary skills. Cooper followed the Hay system for salaries and people with the same ranks throughout the organization had similar salaries. These salaries were at par with the industry average. EVP’s at Cooper had a management-by-exception philosophy and they only interfered in the management of a division if its performance suffered or when the division violated the boundaries set by the strategic planning process.Cooper believed that ‘cash-flow is king’ because a strong cash flow position enables Cooper to pursue acquisitions. SWOT Analysis Strengths| Weaknesses| * Highly diversified hence lower risk * Acquisition of market leaders was done based on research and not on impulse. * It had a flexible management style * Understood the cultures and customs of the areas in which it operated * Divested businesses that served their useful purpose * Focus on profitability led to the success of the firm * Due to numerous acquisitions, $1. 8 billion of Cooper’ s $1. 77 billion stockholder’s equity was goodwill| * ‘Lean and mean’ cost structure due to which many RTE senior managers left within a year after acquisition * Cooper exercised centralized control over corporate policy * Cooper retained too much control with itself which is evident in its control on working capital * Too much focus on profitability| Opportunities| Threats| * Manufacturing Services Group will make Cooper a leader in manufacturing functions. Due to Management Development and Planning, Cooper has a very rich organizational culture and hence more successful market leaders would be willing to merge with Cooper in the future. | * Downturns in industries such as electrical industry can make Cooper resort to cost cutting and layoffs rigidly. * After a merger or acquisition Cooper requires the new company to adopt its benefits package for medical insurance and pensions which leads to dissatisfaction and may make Cooper known as a conservative company|Co nclusion: Cooper remained a market leader in pipeline compressors and engines. It has always focused on being identified as a quality company and pursued only those companies for acquisitions and mergers that were market leaders, had strong core competencies and were successful in their respective industries. It had an eye for rewarding opportunities and took full advantage of them when came across one of these.

Stock and Berkshire Hathaway

1. What is the possible meaning of the changes in stock price for Berkshire Hathaway and Scottish Power plc on the day of the acquisition announcement? Specifically, what does the $2. 17-billion gain in Berkshire’s market value of equity imply about the intrinsic value of PacifiCorp? The significant change in stock prices for Berkshire Hathaway and Scottish Power plc is partially due to the wide variety of products produced under these names. The approval of these investments and products are indicated by the overall market because they are creating value for both the buyer and the seller. Berkshire Hathaway is responsible for eight different types of product ranging from insurance and financial products to retail including wholesale distributing and apparel along with an array of smaller businesses. Warren Buffett’s name goes a long way based on the type of work and success he has had in the past. His decision to run the company in the interests of the shareholders has proven to be successful. â€Å"In 1977, Berkshire Hathaway’s year-end closing share price was $102; on May 24, 2005 the closing price on Class A shares reached $85,500†. It seems that Warren Buffett refuses to ‘split’ the firm’s share price in order to make it more accessible to everyday investors is because of the value of the company and the contribution that these investors have made to Berkshire Hathaway. They make risky decisions and expect a successful outcome which in turn results in a profitable project. The $2. 17-billion gain in Berkshire’s market value implies that the intrinsic value of PacifiCorp is increasing as well. The market value may be different than the intrinsic value however the intrinsic value is the actual value of the company including assets and the underlying perception of that value. Both tangible and intangible factors may be included. Therefore the intrinsic value of the PacifiCorp is on the rise with the amount of revenue they are generating. 1. Based on the multiples for comparable regulated utilities, what is the range of possible values for PacifiCorp? What questions might you have about this range? PacifiCorp |Revenue |EBIT |EBITDA |Net Income |EPS |Book Value | |Median |$6. 252B |$8. 775B |$9. 023B |$7. 96B |$4. 277B |$5. 904B | |Mean |$6. 584B |$9. 289B |$9. 076B |$7. 553B |$4. 308B |$5. 678B | | For the most part, the means are higher than the medians for the enterprise financial value of PacifiCorp. 2. Assess the bid for PacifiCorp. How does it compare with the firm’s intrinsic value? As an alternative, the instructor could suggest that students perform a simple di scounted cash flow (DCF) analysis. Warren Buffett and Berkshire Hathaway’s bid of $5. 1 billion for PacifiCorp was a risky yet profitable move for the pair. With the average revenue earning of $6. 584 billion and an average net income of $7. 53 billion, the earnings seem to exceed the overall cost of purchasing this corporation. PacifiCorp had steady returns for numerous years as presented below. 5. 4 percent of their stock was preferred stock for two consecutive years with dividends of $1. 35 per share. With the wide range of businesses under their belt including, insurance, apparel, building products, finance and financial products, flight services, retail, grocery distribution and carpet and floor coverings along with an assortment of smaller businesses, PacifiCorp would just be another notch in the belt of Warren Buffet. His investment strategies have proven to be profitable and his decisions have proven to be knowledgeable and successful. The intrinsic value of the corporation will definitely be of value to Warren Buffett and Berkshire Hathaway based on PacifiCorp’s earnings, financial worth and the value of their assets in years prior to Warren Buffett’s acquisition. [pic][pic] 3. How well has Berkshire Hathaway performed? How well has it performed in the aggregate? What about its investment in MidAmerican Energy Holdings? Berkshire Hathaway has become an investing empire. Their enterprise value in 2005 was nearly $520 billion. Taking a look at their current value is no different. According to Berkshire Hathaway’s most recent 10K report (2010), they had 1,648,000 outstanding shares of class A stock. At the end of 2010 the price of the class A stock was $120,450 per share. If we use the formula for market capitalization we get: Market Capitalization = Outstanding shares * share price Market Capitalization = 1,648,000*120,450 Market Capitalization = 198,501,600,000 We then use the 10K to find their cash, cash equivalents and debt for 2010. According to their annual report they had cash and cash equivalents of $2,673,000,000 and a reported debt of $6,621,000,000. We then use these numbers to find the current enterprise value: Enterprise value = 198,501,600,000-2,673,000,000+6,621,000,000 Enterprise value = 202,449,600,000 These estimates from 2005 and 2010 show us that Berkshire Hathaway did lose some value; however they still have an enterprise value of over $200 billion. This shows us that even through the last few years when the United States has been in an economic recession overall they have remained strong. Using Yahoo Finance we see that there was a slight drop in stock A prices in February of 2009 when it reached a low of about $78,000 per share. But by the end of 2009, prices rose back to above $100,000 per share and have remained, showing consistency and continuing to build shareholder confidence. Berkshire Hathaway has increased its interest in MidAmerican from 88. 6% to 89. 8% since 2005. By doing this it only adds even more value to Berkshire Hathaway as MidAmerican is a leading provider of natural gas for more than 2. 4 million customers. The investment has surely paid off as the 2010 annual report showed 1. 13 billion dollars of earnings for Berkshire from MidAmerican. 4. What is your assessment of Berkshire’s investments in Buffett’s â€Å"Big Four†: American Express, Coca-Cola, Gillette (now part of Procter and Gamble), and Wells Fargo? With a little more than 150,000,000 shares of American Express, Berkshire Hathaway owns about 12. 6% of the company. It initially cost about $1,300,000,000 to invest in these shares. As of today the market value is right around $7,500,000,000. As you can see, Investing in American Express has turned out to be a smart move for Buffet as they have seen over $6. 2 Billion in profit. American Express shows a consistent trend year after year of making a profit and continues to be a safe and attractive purchase. Berkshire owns around 200,000,000 shares of Coca-Cola coming out to be about 8. 6% ownership of the company. The cost of these shares was about $1,300,000,000 and the market value of the shares today has grown to be almost $13,400,000,000. Again we see a smart investment, with Coca-Cola producing a $12. billion dollar profit for Berkshire. Coca-Cola continues to be a leader in effectively running their finances as it seems their stock prices rises every year. They carry low debt and our consistent fitting perfect into the Berkshire mold. Berkshire Hathaway owns close to 73,000,000 shares of Procter and Gamble. These shares are equal to a 2. 6% ownership of Procter and Gamble. When they invested this cost them $464,000,00 0. Today these shares are worth around $4,800,000,000. Again we see that this investment has worked out in favor of Buffet and Berkshire Hathaway. Proctor and Gamble carries a low amount of debt and produces a high net income and continues to grow year in and year out making Buffet and other investor’s very happy shareholders. The last company Wells Fargo, Berkshire has about a 6. 8% ownership of or roughly holds around 360,000,000 shares. The cost of the Wells Fargo stock to Berkshire was estimated at around $8,000,000,000. In today’s market these shares hold a value of about $10,600,000,000. Even though this is a profit of about $2. 6 billion I’m not sure if Buffett is extremely happy with this investment. Proctor and Gambles stock price is relatively low giving it much room to grow however over the last couple of years it has fluctuated quite a bit. Out of the four investments this is definitely the least effective and efficient. 5. From Warren Buffett’s perspective, what is the intrinsic value? Why is it accorded such importance? How is it estimated? What are the alternatives to intrinsic value? Why does Buffett reject them? As I already stated, intrinsic value is found by using a company’s stock price and their earnings per share. People tend to buy the stocks that they feel are worth more than what the market claims they are worth adding to the notion of a company’s intrinsic value. Warren Buffet obviously does much more than the average person when he chooses stocks to invest in as we can see from the amount of money he and Berkshire Hathaway have. When deciding whether or not to invest in a company he looks at the return on equity of a company to see the consistency of a company’s performance and how much equity they are able to generate for their shareholders. Buffet performs this calculation year after year to be sure that the company is consistent. Next, he looks at the company’s debt to equity ratio to be sure that the company is avoiding large amounts of debt. None of the companies he invests in have higher liabilities than assets as he believes that debt in large amounts is a bad thing. In order for him to be willing to invest he must see that the company is or will be highly profitable for years to come. If the company hasn’t been publically traded for at least 10 years more times than not, he won’t even consider investing. He does not believe in short-term success; he claims that â€Å"in the short-term, the market is a popularity contest. He chooses stocks by looking at the overall ability and potential of a company rather than how they perform in the short-term ignoring the supply/demand attraction. When Buffet considers companies for the long-term, he looks at them more as an owner than a shareholder concerned with receiving capital gains. He is concerned with the individual company and their abili ty to make money over the long-term. He prefers to act as almost an owner and less of a shareholder concerned with receiving capital gains. 6. Critically assess Buffett’s investment philosophy. Be prepared to identify points where you agree and disagree with him. . Economic reality, not accounting reality. When looking at a business, Warren Buffet looks at the economic reality as opposed to the accounting reality. Accounting reality looks at a company using the generally accepted accounting principles (GAAP) to determine the value of the company. GAAP covers revenue recognition, balance sheet item classification, and outstanding share measurements. Economic reality is broader than accounting reality and includes intangible assets, such as patents, trademarks, special managerial expertise, and reputation of the company. When looking at the value of a company looking at the economic reality makes more sense because it includes intangible assets that can’t be computed, but are an important factor for the value of a company. For example, the reputation of a company cannot be quantified, but reputation is valuable in the sense that a company with a good reputation will draw more favor from customers and investors while a company with a bad reputation will drive away customers and potential investors. 2. The cost of lost opportunity. This compares an investment opportunity against the next best alternative. What this means is that when making a decision as to whether to invest in one company or the other, choices are made as either/or decisions rather than yes/no. By looking at companies this way, Buffet is able to see how investing in one company would compare by looking at the potential returns on common stock from investing in another company. 3. Value creation: time is money. In terms of value creation, Buffet believes that intrinsic value is a better indicator of future expected performance as opposed to using book value. Intrinsic value is the discounted value of the cash that can be taken out of a business during its remaining life while, book value is the number of total assets a company has minus intangible assets and liabilities. What makes the intrinsic value a better indicator of future expected performance is the fact that book value may not reflect the economic reality because depending on the relationship between expected returns and the discount rate; value can either be gained or lost. What this means is that the estimates of the return on equity can drastically change whether or not a company is seen as valuable. . Measure performance by gain in intrinsic value. Performance is measured by gain in intrinsic value as opposed to accounting profit. Warren Buffet says that Berkshire’s performance is not measured by the size of the company, but by the companies per share progress. The gain of intrinsic value is modeled as the value added by a business compared to the cost for the use of capital in that business. Other forms of measuring performance look at the ability to earn returns in excess of the cost of capital. By looking at per share progress, it is easier to see growth in a company than by looking at how large it is because a large company does not mean that it is a profitable company or that their growth is related to an increase in profit, if anything their growth could just be related to a large number of acquisitions. 5. Risk and discount rates. When looking at risk and discount rates, instead of using the traditional capital asset pricing model (CAPM) to estimate discount rates, Buffet chooses to use the rate of return on the long term treasury bond to discount cash flows. The CAPM model of estimating discount rates adds in a risk premium to the long term risk free rate of return, while Buffet’s method avoids risk altogether and uses a risk-free discount rate. The reason behind this is that Buffet likes to invest in companies with predictable and stable earnings and avoid financing his firm with debt. Overall this is a smart strategy because if there was ever an economic crisis, like there was a few years ago, a company not financed with debt and low risk would pull through better than a company who had many high risk investments and was financed by debt. . Diversification. Buffet’s view on diversification is that it is an unnecessary precaution, and that instead of inventing in many stocks to avoid risk, it would be more profitable to wait for one exceptional company to invest in. The logic behind this makes sense, but the execution is difficult because of the fact that the stock market is so volatile and investors do not have all of the information necessary to make an informed decision with 100% confidence that there investment will pay off. There is also the fact that some investment opportunities may be missed if companies wait too long to find that one exceptional company to invest in. 7. Investing behavior should be driven by information, analysis, and self-discipline, not by emotion or â€Å"hunch†. Buffet believes that stock prices have become unreliable measure of intrinsic value of a company because they are influenced by the fear and greed of investors. He also doesn’t believe in the efficient markets hypothesis (EMH), which states that stock prices are fair in reflecting what was known about a company. Buffet disapproves of this theory because he believes that stock prices do not accurately portray the intrinsic value of the company and believing in this theory prevents investors from seeing the bigger picture on how the stock market really works. It is important to use information and analysis of companies when making an investment decision because you can’t always trust the information that is given and the information given may not give the whole picture on the value of a company. 8. Alignment of agents and owners. When it comes to investing Buffet believes that an alignment of agents and owners is important. This means that the needs of the company are that of the needs of the shareholders. Keeping the needs of the shareholders first is important to having a successful business. If shareholders are happy, businesses can expect to receive a good supply of cash flow from investments. Shareholder wealth can also lead to more profits in the company as well as the company will be focused on long term profit maximization and not just the short term. 7. Should Berkshire Hathaway’s shareholders endorse the acquisition of PacifiCorp? While looking at PacifiCorp’s Consolidated Financial Statement (Exhibit 7) PacifiCorp’s income from operations before tax fits the criteria 1 presented in Berkshire Hathaway’s acquisition criteria (Exhibit 8) by having more than $75 million in pretax earnings, (PacifiCorp has $4. 2 billion. ) However, they do carry about $3. 92 billion in long-term debt, which fails criteria 3 in Exhibit 8. They do however, fill criteria 2 in Exhibit 8 by bringing in about $3. 6 million more in net income from 2005 to 2004 (Exhibit 7) although more data would be needed to see if PacifiCorp was consistently earning a profit. Compared to 6 other companies in the same field in Exhibit 9, PacifiCorp doesn’t seem like the best investment. PacifiCorp is number 2 for total assets, but also number 2 for total liabilities. This goes in hand with their total long-term debt as they are also number 2, but for short-term debt they are number 5. For total debt they are number 2. For total revenue before taxes, PacifiCorp is number 4. What these numbers mean is that compared to other companies, it seems that PacifiCorp is a more risky investment. PacifiCorp generally has more debt and is not bringing in as much revenue, though they still have positive growth in net income. Another source of concern is that PacifiCorp has very low earnings per share with a EPS of just $0. 81 with the next competitor having an EPS of $1. 42 (Exhibit 10). From looking at the data presented in the tables, shareholders should not endorse the acquisition of PacifiCorp because the company fails several criteria that were established by Berkshire Hathaway as guidelines for acquiring corporations, and it is unlikely that the acquisition will result in the 15% annual growth of the intrinsic value of the firm.

Software Piracy issues Assignment Example | Topics and Well Written Essays - 750 words

Software Piracy issues - Assignment Example Now a privacy policy covers the piracy aspect of software’s too, so if all the computer related work is done within the legal boundaries that have been set as a norm, all goes well for the organization and workflow is smooth. However when activities are not performed like this and limitations are crossed the repercussions are deadly (Wills, Globerman, & Booth, 1986). The unauthorized copying of computer software poses a significant threat to the computer industry. Despite progress being made in recent years to reduce software piracy the computer industry continues to face staggering losses worldwide worth millions. Managers need to be up to date with all the privacy policies or any sort of changes that have been made to software that are regularly used so that the company does not have to face lethal legal implications if software related boundaries are breached. Most software companies take serious action and implement strict fines on those organizations which do not care abo ut the results and continue to indulge in software policy breach and due to the increase in managerial ignorance. In these matters many hardworking people have to face hard punishments because of the apathy of certain individuals. Managers need to ensure that all employees are fully aware of all software policies and in case anyone has any doubts they need to clear them out beforehand, so that if an irregular step is taken the trouble can be fixed before it escalates out of proportion (OECD, 2002). What Are the Opportunities of Software Piracy? In the cyber world that we know today, software piracy is a serious crime yet a huge portion of computer users still pirate computer software on a daily basis. This can sometimes be used to the advantage of various types of companies. The companies that deal with logo designs and graphical work need software that is quite expensive and difficult to attain. If pirated that software can be used for free without any worries at all and can increa se productivity ten folds, not saying that is the right thing to do, but since everyone is in it to save money one way or another, this certainly helps aid that cause (Honick, 2005). Now since the beginning of the internet and information becoming publicly available at such a fast pace, a pace that was never seen before, some people have debated time and time about all the information available on the internet to be available to people for free without any charge at all. Because of the single factor that knowledge should be free for all they stand hard and fast by their rules against corporations that sell their software and since they cannot win wars against them in the courts of law or cannot challenge these Goliath companies because they simply cannot afford to. They develop their own software’s which have the same or more features as compared to these big corporations. Some of these free software’s are the operating system called LINUX or Ubuntu and Open Office whi ch are replacements for Windows and Microsoft Word respectively. Even though all the software that Microsoft produces can be pirated and used without abundance, legal licenses have and must be obtained if these are to be used in a business and this is where piracy comes in handy (Khosrow-Pour, 2000). Outline Thesis: The Importance for Managers to Be Aware Of Software Policies a. Managers should be

Political Development of Western Europe Essay Example | Topics and Well Written Essays - 1750 words

Political Development of Western Europe - Essay Example From the revolution time to the period during the Franco-Prussian war, France had experienced different dictators led by the famous Napoleon and minimal political advancement was made until the emergence of a democracy in the late 19th century (Lecture 2). Germany’s democratization process was even slower in its own unique way because of issues to do with unification of the country in different aspects (Ertman 224). Germany was reunited as a nation in the 19th century coming from disintegration in the period before but even with its unification, its constitution and rule were solely an imagination of the princes and not with the involvement of the people as was the case with other advanced nations like England and the United States. By the end of 19th century, Germany could be said to have achieved a social democracy with dominion of power of the people through labor unions. Britain on the other hand has been on monarchy system of government for the longest time in the 19th ce ntury. Some aspects of democratic governance during this period may be inferred from Britain’s government institutional set up where crucial bodies such as the judiciary, local government and parliament were in place though working under the monarchy administration (Ertman 156). Additionally, an electoral system which could be termed as free and fair existed with desirable frequency of election activities though characterized by discriminative participation only allowing the rich and mighty at the expense of the poor and the common people. Even with successive legislation passed and efforts by the civil society forming social movements such as the... This paper stresses that democracy has been described variously but it basically means the form of political system that is guided by the power of the people. Although Europe was and still is one of the civilized regions of the world in the 19th century, the process of democratization in virtually all countries was complex and challenging and took different dimensions depending on country’s historical orientation politically, economically, and socially. During the period, Britain’s governance system was nearer that of a democracy compared to some other select countries like France and Germany. This report makes a conclusion that countries that encourage democratization must embrace the power of the electorate to influence political and governance decisions through majority rule and guided by the constitution and rule of the law, with eligible citizens given the opportunity to elect their representatives and run for public offices. There should be freedom of expression and worship, promotion of right for access to information, and opportunity to frequently change governments fairly and equitably through periodic elections. Even more, the rule of law as guided by the constitution must be observed and respected to avert inequalities and promote fair treatment for all. The promotion of individual freedom and dignity through human rights is fundamental in any democratic society where laws are set in line with the constitution to ensure that the rights of citizens are observed and respected. Democratic countries usually set up governance institutions to support and oversee effec tive adherence to these democratic principles.

Introduction economics Essay Example | Topics and Well Written Essays - 1750 words

Introduction economics - Essay Example and S. Brue, 2005). That people have different mental, physical, and aesthetic talents are verifiable realities. That some have who may have inherited the exceptional mental qualities and that are essential to such high paying occupations such as corporate leadership and medicine (McConnell. and S. Brue, 2005; Frank, 1996; Jennings, B. et al, 2002). Others are also gifted or borne with the physical capacity and coordination to become highly paid professional athletes. Further, one can observe that a few have talents can aspire to actually become artists and musicians while allowing the others to have beauty to become to fashion models (McConnell. and S. Brue, 2005). Unfortunately, others have weak mental talents and may spend their lives working in low-paying occupations. In some cases, they may be unluckily incapable of earning any income at all. The rest of people may have intelligence and skills that come between two the extremes. People differ also in terms of education and training. Some people have native ability, and some people might further develop and refine their talents capabilities through education and training. With difference in education and training their capacity will also vary to cause them to have varying income. Companies employing discrimination in hiring also causes in equality in income. As in the United States, discrimination could restrict racial and ethnic minorities to low-paying occupations (McConnell. and S. Brue, 2005). The reality of preferences and risks chosen by different people (Bonvin and Farvaque, 2005; Esters and Ledoux, 2001; OHalloran and Linton, 2000) for work relative to pleasure, to work in the household and the types of market work definitely will cause differences in income as riskier jobs would normally get paid higher. Wealth produces income and the unequal distribution in the former could be factors in causing inequality as well in income distribution. A wealthy person who

Unhappy Customers Personal Statement Example | Topics and Well Written Essays - 750 words

Unhappy Customers - Personal Statement Example Unhappy customers On the other hand a satisfied customer pulls number of other customers towards the organization and service. Customers help defining success in a way that they set benchmarks for what is in demand, and things that need to be avoided or are out of date. For them its more about quality than the costs, they are willing to pay more for comfort and quality rather than low quality and more hassle of repair and low productivity. The policies so made should be customer centric. Customers’ response is related to the online sales and services as well as the physical world businesses responses. A relationship matrix can be defined in this way to identify all the factors and benefits that may be achieved through successful implementation of customer response and satisfaction. A prime example in this regard was seen when a musician had his guitar damaged in an aero plane flight and when the compensation was demanded, it was not provided; the same musician went on to make a song on the Unit ed Airlines services and this incident and ended up with millions of views to his video and song, this earned the company a bad name, and in the end they had to apologize and provide compensation, all to customer dissatisfaction (Cheryl Hamilton 2010). Customer Relationship Management is an approach towards establishing a relationship with the customers and working to their satisfaction and demand, in other words, a key to success. C.R.M stresses upon focusing on individual customer rather than masses, this helps knowing the customer behavior, the past experiences. The entire process would focus on the manufacturing strategy, the services to be provided after the product is prepared. Customer identification, differentiation, and personalization are few important terms and phenomena that need to be taken into consideration while dealing with the customers since every customer has a different taste than other, and so is the demand and requirement. The differentiation aspect helps identifying the customers that are more regular, have larger stakes on hold, and are slightly sensitive to the subject and services, and since all resources might not be available every time, implementing them at the right place and towards the right custome r becomes important. Paretho Principle is another similar concept related to the customer response. It is also known as the 80-20 rule, and according to it, the 20 percent customers that makes up for 80 percent of the sales. It is being stated that cost of making a new customer is far higher than retaining one. Even the 5 percent customers retained, results in 25 percent increase in overall productivity of an organization (Ronald S.Swift 2001). Besides customer satisfaction the individual characteristic of the product or service defines the rate of customer turnover from any company or brand. Customer response is considered a Key performance Indicator (K.P.I) and based on its value; the company’s performance is measured in the marketing world. Surveys are being conducted about particular product or service, or the overall experience of the customers with the company, based on their response in the rating scale, further strategies are being devised that helps molding the struc ture of company according to the need of customers. A company must be open to claims, and repairs, however the best policy is to prevent rather than repair, it helps in many ways, not

International Operational And Logistics (REPORT) Assignment - 1

International Operational And Logistics (REPORT) - Assignment Example The society also recognizes honesty and good ethical values in its marketing system. The customers enjoys the company’s goods and services at affordable rates and the service speed is outstanding but with quality. The company also operates an impressive food supply chain logistics and Somerfield services which include; collection from warehouse, distribution, consolidation of products delivered to a single point, storage facilities and refrigeration, picking services as well as break bulk facilities. This is successful through well organized transport system. As much as company boasts of outstanding market system, various improvements should be implemented at some operational stages for quality assurance diversity of economy. Current operations and supply chain The company aims to reduce the cost of goods and services they provide to their customers. It has made it successful through online services and delivering goods to various accessible points. The company has several bra nches all over the UK and has plans to make further extensions. This would make sure that all its operations are accessible to all potential customers due to its wide range of market operations. Through a well organized transport system involving more than 1000 vehicles, the Co-operative food supply Chain Logistics and Somerfield operations ensure quality food supply involving temperature regulated, and facilities for chilled as well as frozen products to more than 4000 stores. The supply chain of food products involves a wide range of services involving timely collection of products from the manufacturer of warehouse, to the required destinations or centers, consolidation of products transported at a single point, temperature regulated storage facilities, picking of goods and facilities for break bulk. Food stuff is made to remain as pristine as fresh by ensuring that they are carried in temperature controlled facilities. The company uses a well transport system and an effective ne twork of which goods can be delivered to various centers or Somerfield RDC within 24 hours. The frozen food supply is based in three center depots namely Harthill, Halesowen and Thedford. This ensures effective collection of goods from the supplier for distribution from those centers. A well established network ensures that all goods are delivered to their designated centers on time whenever needed. Various stations like central hub in Alfreton, Derbyshire and other RDC centers provide most of the company’s effective storage facilities. The company’s warehouse services offer case picking operations for storing the stock, picked and taken care of by the management on the customers’ behalf. The co-operative food supply Chain logistics encourages its people to contribute in the improvement of the business culture through open communication as well as learning. The group is well connected to the investors and its customers because of its good ethical values that ren der honesty, openness, social accountability and caring for others. This is it operates with the mission of becoming the best performing team in UK food supply and logistics. With various improvements in the company, the Co-operative Food Chain Logistics have experienced fruitful change in culture and behaviors hence creating openness and honesty. This has coupled with a

Homework Coursework Example | Topics and Well Written Essays - 250 words - 4

Homework - Coursework Example They were silver backers. On the other hand, the supporters of gold argued that gold entailed only honest money. The fight for free silver led to political realignment giving birth to the Greenback Labor Party, a coalition of farmers and urban wage workers. In 1878, fourteen members of the party were elected to the congress. The congress ratified the Silver purchase Act, which demanded that the government purchases silver and issue certificates. The silver fight divided the country under President Grover Cleveland in 1890. Voters of the late 19th century were highly partisan and participated passionately in elections than today. There were high voter turnout and party loyalty. High turnout can be attributed to the rewards that were given to party supporters and loyalist in terms of state jobs. The electorates are seemingly more apathetic today because they feel that their votes are of less importance and have no direct influence on political outcomes. After elections, politicians act on their own ways contrary to what the electorates may desire, which makes electorates to become less interested in the election process

Info Systems Syllabus Essay Example for Free

Info Systems Syllabus Essay School of Business Mission Statement The mission of the UTB/TSC School of is to prepare students in the bicultural Lower Valley of Texas for their careers by offering associate, bachelor, and master degree business programs. As part of a community university focused on student learning, the School of Business emphasizes teaching, enriched by scholarship and service, to help students develop analytical, problem solving, and information technology skills; supports the development of the communication skills of our predominantly bilingual students; provides a supportive learning environment; and encourages ethical behavior and involvement with the business community. Theme: Student Success through Assurance of Learning BMIS 3351. 80 INFORMATION SYSTEMS IN ORGANIZATIONS Fall 2013 Semester. INSTRUCTOR INFORMATION Instructor: Edith Galy Office: Education and Business Complex 2. 504G Phone: 956. 882. 7301 Fax: 956. 882. 5801 Email: edith. [emailprotected] edu OfficeHours: T TH 1:00pm -3:30pm; plus appointments COURSE DESCRIPTION The information era of today requires students be equipped with an understanding of how to effectively utilize information technologies. This course provides an overview and hands-on practice of information technology at all levels of an organization including transactional processing systems, database management, decision support systems, enterprise information systems, and e-commerce applications. Lec 3, Cr 3 COURSE INFORMATION Course: BMIS 3351. 80 Information Systems in Organizations Location: WWW Credit Hours: 3 Prerequisites: admission to upper division GENERAL COURSE COMPETENCIES Upon completion of this course the student will be able to: discuss the role of information systems in business organizations and how information technology has fostered a growing global economy. become acquainted with the role of IT as a means of achieving competitive advantage. list and define the various components of an Information System. define the purpose and structure of databases and data warehouses, and how to apply various data modeling concepts and querying techniques. work with transaction processing systems and decision support systems, and describe their different roles in an organization. describe networking, e-commerce, the Internet, and the telecommunications process. define artificial intelligence and describe several different types of artificial intelligence systems in specialized business information systems. understand the systems development life cycle. discern insights of ethical concerns with regard to IT LEARNING OUTCOME Upon graduation, our students will use information technology appropriately. Definition: A technology literate individual knows how to apply computer based tools to support the information-processing needs of an organization. This includes being up-to-date with Information Technology combined with the capacity to determine when these technologies will increase the effectiveness of an organization. The project entails the use of Online Analytical Processing (OLAP) as a reporting technology. The student will use Excel to display a pivot table in the form of an OLAP cube, a display that uses three axes like a cube in geometry. With the use of the pivot tables, students can sum, count, average or perform other simple arithmetic operation on a list of data. Students are required to crunch the data and prepare a report that describes their data analysis. The report must be submitted in a narrative that includes imported tables and graphs done in Excel. The scenario and data will vary depending on the semester. RESOURCES Textbook: Experiencing MIS, 3/E David M. Kroenke Publisher: Prentice Hall Copyright: 2012 ISBN10: 0132157942 ISBN-13: 9780132157940 For text book pricing information use your course and section number or text ISBN in the UTB/TSC bookstore at http://utb. bncollege. com/ E-Mail Account registered in Scorpion Online for communication with instructor High Speed Internet access USB Flash Drive Microsoft Office Optional: MyMISLab with Pearson eText Student Access Code Card for Experiencing MIS, 3/E ASSIGNMENTS Refer to the Learning Modules in Blackboard. Students are responsible for taking all Quizzes and Exams. Individual links for quizzes and/or exams are located in the ASSESSMENTS menu option. These links appear and disappear during the corresponding times indicated in the schedule. Please let me know if you encounter technical difficulties during the quiz. Do not wait until the last second to take the quiz as there is no acceptable excuse for not taking the quiz on time. Make-up exams can be arranged but these will have to be taken in person in my office. Academic Integrity: Students are expected to be above reproach in all scholastic activities. SCHOLASTIC DISHONESTY Students who engage in scholastic dishonesty are subject to disciplinary penalties, including the possibility of failure in the course and expulsion from the University. Scholastic dishonesty includes but is not limited to cheating, plagiarism, collusion, submission for credit of any work or materials that are attributable in whole or in part to another person, taking an examination for another person, any act designed to give unfair advantage to a student, or the attempt to commit such acts. Since scholastic dishonesty harms the individual, all students and the integrity of the University, policies on scholastic dishonesty will be strictly enforced (Board of Regents Rules and Regulations). All scholastic dishonesty incidents will be reported to the Dean of Students. Do not allow your peers to pressure you to cheat. Your grade, academic standing and personal reputation are at stake. GRADE COMPOSITION Assignments Journals 30% 30% Projects Tests Final Grade Scale 10% 20% 10% Grades are awarded in courses in which students are officially enrolled after the official record date. The deadline to withdraw is specified in the Academic Calendar for each semester or term. After the deadline to drop with a grade of W has passed, students may not be awarded a W as a final grade. Final grades are available to students within 24 hours after all final examination grades have been submitted online after the end of each semester or term. Grade reports are not mailed to students. Students interested in obtaining their grades may log on to UTB Online. Grade A+ A AB+ B BC+ C D F Range 98-100 93-97-9 90-92. 9 87-89. 9 83-86. 9 80-82. 9 77-79. 9 70-76. 9 60-69. 9 59 and Under Grade Points 4. 00 4. 00 3. 67 3. 33 3. 00 2. 67 2. 33 2. 00 1. 00 0. 00 AMERICANS WITH DISABILITIES ACT (ADA) Students with disabilities, including learning disabilities, who wish to request accommodations in a course should notify the Disability Services Office early in the semester so that the appropriate arrangements may be made. In accordance with federal law, a student requesting accommodations must provide documentation of his/her disability to the Disability Services counselor. For more information, visit Disability Services in Cortez or call 956-882-7374. EMERGENCY POLICY STATEMENT In compliance with the Emergency UTB Academic Continuity Program, academic courses, partially or entirely, will be made available on the Blackboard course management system. This allows faculty members and students to continue their teaching and learning via Blackboard, in case the university shuts down as a result of a hurricane or any other natural disaster. The university will use Blackboard to post announcements notifying faculty members and students of their responsibilities as a hurricane approaches our region. If the university is forced to shut down, faculty will notify their course(s). To receive credit for a course, it is the student’s responsibility to complete all the requirements for that course. Failure to access course materials once reasonably possible can result in a reduction of your overall grade in the class. To facilitate the completion of class, most or all of the communication between students and the institution, the instructor, and fellow classmates will take place using the features in your Blackboard and UTB email system. Therefore, all students must use UTB Online to provide a current email address. In the event of a disaster  that disrupts normal operations, all students and faculty must make every effort to access an internet enabled computer as often as possible to continue the learning process. EMERGENCY NOTIFICATION SYSTEM UTB has implemented an emergency communication system to provide students, faculty, staff and visitors with important information in the event of an impending threat. This system allows UTB to send time sensitive notifications via telephones, computers, indoor speakers in classrooms and laboratories, outside speakers, e-mail messages, and announcements on http://www. utb. edu/Pages/default.aspx. The notification methods used will vary depending on the level of the emergency. Messages will communicate the current situation and provide guidance for what action needs to be taken immediately STUDENTS ACADEMIC RESPONSIBILITIES Students are required to be diligent in their studies, regular in class attendance and on time. The number of absences permitted in any one course varies with instructor and course. Some programs hve very strict attendance policies. Attendance requirements are printed in the course syllabus and announced by the instructor at the initial class meeting. On recommendation of the instructor concernec, students will be dropped from courses for failure to meet the attendance requirements or other good cause. This will result in a W or an F on students academic records with negative consequences for financial aid eligibility, and international student visas. Students are responsible for all class work and assignments. For this online course, three missed assignments will place a student in jeopardy of being dropped from the course. The third missed assignment will trigger an email asking for a meeting with the student. The meeting will be held in person or through SKYPE. Failure to make this appointment within 15 calendar days of such email will result in a recommendation to the Dean for withdrawal from the course. Whether the withdrawal results in a W or an F will depend on the withdrawal date. A student can withdraw at any point in the process before this date. INCOMPLETE GRADES A grade of I may be given when students have not completed the required course work within the allotted time of a regular semester or summer session if the instructor determines that the reasons for  the work being incomplete are valid and that the grade of I is justified. A written agreement between the student and the instructor specifying the work to be made up and the deadline for its accomplishment must be filed in the office of the Department Chair at the time that the I is submitted. The work agreed upon must be satisfactorily completed and the I changed no later than the end of the next regular (Fall or Spring) semester from the date the I was received unless an extension is requested by the instructor, or the grade will automatically be recorded as F on the official transcript. A student will not receive a grade of I to allow more time to prepare course work in addition to that assigned to the entire class, time to repeat the entire course, or opportunity to raise a grade. Incomplete grades are not issued for student or faculty convenience; they may be issued only in the case of compelling, nonacademic circumstances beyond the students control. ADMINISTRATIVE WITHDRAWAL Students who miss more than half of the required activities within the first 25% of the course without contacting the course professor may be administratively withdrawn from the course. Administrative withdrawal has serious consequences. Students may have to repay funds to Title IV financial aid programs. Administrative withdrawal will count toward the six-drop rule limiting the number of courses students are allowed to drop to no more than six courses over the entire undergraduate career. International students will not be eligible to continue enrollment if an administrative withdrawal results in a course load less than full-time. After the official record date, students may withdraw from classes and receive a â€Å"W† on their permanent records. This deadline to withdraw is specified in the Academic Calendar for each enrollment period. Students who do not withdraw before the deadline may not be given a â€Å"W† on the final grade sheet. Students may withdraw from all of their classes through Scorpion Online. The student is responsible for ensuring that their request is processed by the withdrawal deadline specified. At the instructor’s discretion, and consistent with the policy stated on the course syllabus, an instructor may withdraw a student from class for non-attendance. An instructor-initiated withdrawal may result in a â€Å" W† or an â€Å"F† on the student’s permanent record. For this online course, three missed assignments will place a student in jeopardy of being dropped from the course. The third missed assignment will trigger an email asking for a meeting with the student. The meeting will be held in person or through SKYPE. Failure to make this appointment within 15 calendar days of such email will result in a recommendation to the Dean for withdrawal from the course. Whether the withdrawal results in a W or an F will depend on the withdrawal date. A student can withdraw at any point in the process before this date. ACADEMIC STANDING To remain in good academic standing undergraduate students are expected to maintain a cumulative grade point average (GPA) of at least 2. 00 (â€Å"C† average) for all work attempted at UTB. Academic standing is computed each regular semester (i. e. , Fall or Spring) for every UTB student, including transfer and dual coursework and BECHS and MSA students; transient students are held to the standards of their home institution, not to those of UTB. Students who fail to maintain the minimum required grade point average of 2. 00 in all work attempted at UTB will be placed on academic probation. At the end of the probationary semester, students who have earned a cumulative GPA of 2. 00 or higher will be changed to GOOD STANDING status. At the end of the probationary semester, students who have NOT earned a cumulative GPA of 2. 00 and who have NOT earned a semester GPA of 2. 00 or higher will be changed to SUSPENSION status. At the end of the probationary semester, students who have NOT earned a cumulative GPA of 2. 00, but who have earned a semester GPA of 2. 00 or higher will continue on PROBATION until their cumulative GPA is 2. 00, as long as each semester GPA is 2. 00 or higher. The purpose of measuring academic standing is to keep students on track for successful completion of a degree and to prevent unnecessary financial burden on those students who do not finish a program. Academic Standing is calculated separately from Financial Aid Satisfactory Academic Progress. If you are on financial assistance, please visit http://www. utb. edu/em/fa/Pages/SatisfactoryAcademicProgress. aspx for specific academic progress requirements. Campus Resources  © 1997-2013 Blackboard Inc. All Rights Reserved. U. S. Patent No. 7,493,396 and 7,558,853. Additional Patents Pending. Accessibility information †¢ Installation details.

Economic Impact Of India Hosting The Commonwealth Games Tourism Essay

Economic Impact Of India Hosting The Commonwealth Games Tourism Essay As well as many Olympic sports, the Games also include some sports that are played mainly in Commonwealth countries, such as lawn bowls, rugby sevens and netball The Games are overseen by the Commonwealth Games Federation (CGF), which also controls the sporting programmed and selects the host cities. The host city is selected from across the Commonwealth, with eighteen cities in seven countries having hosted it. The event was first held in 1930 under the title of the British Empire Games in Hamilton, Ontario, Canada. The event was renamed as the British Empire and Commonwealth Games in 1954, the British Commonwealth Games in 1970, and gained its current title in 1978. Only six teams have attended every Commonwealth Games: Australia, Canada, England, New Zealand, Scotland and Wales. Australia has been the highest achieving team for eleven games, England for seven and Canada for one. There are currently 54 members of the Commonwealth of Nations, and 71 teams participate in the Games. The four Home Nations of the United Kingdom England, Scotland, Wales and Northern Ireland send separate teams to the Commonwealth Games, and individual teams are also sent from the British Crown dependencies of Guernsey, Jersey and the Isle of Man (unlike at the Olympic Games, where the combined Great Britain team represents all four home nations and the Crown dependencies). Many of the British overseas territories also send their own teams. The Australian external territory of Norfolk Island also sends its own team, as do the Cook Islands and Niue, two states in free association with New Zealand. It was reported that Tokelau, another dependency of New Zealand would be sending a team to the 2010 Games in New Delhi, India. In the end however they did not. Common Wealth Games 2010 in India To Aim is to Achieve-India has aimed for successfully hosting the prestigious mega event of Commonwealth Games and India will achieve it. To fulfill this dream an enormous amount of work needs to done. This dream was born long back when India hosted the Asian Games in 1982, the entire nation dream of hosting the Olympics one day. After a long gap of more than 20 years and due to lack to will and infrastructure we were unable to get the opportunity again. This time, the things fall our way and we won the bid to host the nineteenth Commonwealth Games in 2010. The vision was to host the mega event in a way it has never happened before and leave a mark in the history of the event organization. As the time passed by the vision became the mission and Delhi has to gear up to create the state of the art infrastructure. New Delhi was deliberately chosen as it has its rich experience of the Asian Games behind. Moreover it has some already existed infrastructure like Indira Gandhi Arena, Jawaharlal Nehru Stadium, Dhyan Chand National stadium etc. The rich culture of Delhi and its hospitality also plays a pivotal role in the organization. To accomplish the mission a total budget of US$ 1.6 billion is estimated which will make the 2010 event, the most expensive Commonwealth Games ever. Games Village: A new modern games village of 63.5 hectare is being built on the bank of river Yamuna at the cost of USD 230.7 million. It is situated near the renowned landmark Akshardham Temple. The village will hold the capacity of 8500 athletes and officials. The old stadiums like Jawaharlal Nehru Stadium are also getting a facelift. A new society is getting constructed along the village side to provide free accommodation and cutting health facilities to the athletes. Infrastructure: The preparation is on full swing and Delhi is experiencing a city makeover. To boost up the infrastructure Delhis transport was the biggest pain, to eradicate this problem Delhi Metros plan was POSTIVES OF COMMONWEALTH ON INDIAN ECONOMICS India is a developing country. Ironically, India is a country which is, on one hand struggling with the problem of poverty since the time of independence while on the other hand is spending millions on the Commonwealth Games. But the people on the other side of the coin think that it will lead to urban regeneration, economic profit development of Delhi in terms of new hotels, metro extention, flyovers etc. and will give India great exposure to the world through global media. Economy of the country is complex structure which depends on agriculture innovative developement,manufacturing goods sctor,services rendered by the country ,infrastructure developement etc .The conduction of Sports developes the professionals in the fled of sports and games and bring the country in the eyes of the world with a minor impact on the economy in the form of improving the local infrastructure Think thrice before doing wrong things but dont think fraction of second before doing good things Commonwealth Games 2010 is going to be the biggest Commonwealth Games in history. It is only fair that one should expect that India should get good returns on the amount of resources and time that India has invested in the Games. Yes, one can rightly call it an investment, for the benefits that India can come to gain from the Games are enormous. The Commonwealth Games hold the promise of great economic returns even after they are over. The development and building of the infrastructure in Delhi in preparation for the Games have already released a lot of money into the economy. The building of sports venues, hotels, flyovers etc have involved many contractors, construction companies, and daily wage earners. The amount of work that is being done across the city is making sure that a lot of jobs are on offer. Even after completion, these projects will require management and maintenance, especially the sports venues, stadiums, and hotels thereby generating more job openings. To accommodate the tourists expected during the Commonwealth Games numerous small hotels, bed breakfasts and other hotels are being built to meet the requirements as estimated by the government. The Games, even before officially having started are generating jobs on a large scale. But once the Games start, that is when the Government of India expects to break even and maybe gain even more. ASSOCHAM (The Associated Chambers of Commerce and Industry of India) predicts that tourism alone is going to bring in US$ 16.915 million in 2010 because of the Games. All tourism industries and industries related to providing services to tourists are expecting a rainfall during the Games, and seeing the above figure, they are right in doing so. India estimates 10 million tourists will visit India in 2010, with a large percentage of them coming during the Games. The main industries expected to benefit from this are Tour Operators, Travel Agents, Hotel Industry, Aviation Industry, Airport Authorities, and the Delhi Metro Rail Corporation. Even the small industries, which produce and market small knick knacks, such as the markets in Janpath, Sarojni Nagar etc and even the malls and bigger markets are going to benefit during the Games. The cities surrounding Delhi, that serve a s weekend getaways and popular tourist destinations, are also looking forward to a large influx of tourists. The games are going to benefit a lot of people indeed. It is only once the Games get over that the real long term benefits to the Indian economy are going to come into effect. If Delhi can pull off a good show during the Games, Delhi and India may find itself soon becoming a tourist hotspot. The average number of foreign tourists coming to India is going to rise by an estimated 5 10% after the Games. Currently India gets only a small percentage of income generated by the tourism industry worldwide. The Games will give Delhi and thus India great publicity as a tourist destination, and give its image as a tourist destination a much-needed boost. The success of the Games holds a lot in its hands. Until now, India has been a tourist destination for the eccentric or adventurous traveler, this all stands to change after the Games, and all this change is good, as it will benefit India and its people. 2. Worldwide Experiences The world over, cities vie with each other to host hallmark events such as the Olympics, World Cups etc. It is seen by many as a sure way of shooting the host city into the limelight, resulting in an economic windfall (Baade and Matheson, 2003), and at the same time giving these host cities the impetus to improve domestic facilities and infrastructure. The impact of being the host city, range from the physical (construction projects) to the intangible (local self-esteem or international impact). The impact that an event of this kind has on the urban landscape can largely be gauged by the size of the Legacy that it creates. It is important to note here that it is not only legacy creation that is important, but creating a legacy which is beneficial to the host community post games, and which justifies the costs involved. The controversy surrounding these events however is centred on its economic sense. Do these games make money for the host city or not? The data from past Olympic Games seems to suggest not Sector Changes caused by the Olympics Transportation The transportation system is changed by an improved infrastructure and new concepts of public transportation. In Munich 72, the subway was expanded, in Seoul 88 many major roads were improved and in Barcelona 92 the ring roads were built. Telecommunication system A high standard in telecommunications is another important location factor to keep existing, or attract new enterprises. In this sector, the Olympics bring the latest technology into the city to satisfy the demand in telecommunications services during the Olympics. After the games, the systems remain existent. Sports facility structure Olympics have the strongest influence on the sports facilities structure in the city. There must be adequate and sufficient sports and training facilities for all sports at An international level. After the games, these facilities are often available for leisure Sports. Housing In most cities, Olympic villages are newly constructed. The question of the social distribution of the newly created housing units is reviewed. In Munich 72, the Olympic Village was constructed for the socially deprived groups of society. In other cities, the Olympic Villages were sold to the middle and lower-upper classes. In Los Angeles 84 and Atlanta 96, the villages continued to be students homes. Urban culture The general embellishment of a city, an improved transportation system, additional leisure time facilities and numerous ecological projects frequently lead to a revival of the city centre by improving the city atmosphere. Source: Preuss, 1998 the costs of these mega-events almost always run in to billions of dollars. Japan spent over $4 billion, and South Korea $2 billion, on new stadiums and infrastructure for the 2002 World Cup. China has spent a reported $20 billion on infrastructure improvements ahead for 2008 Olympics. Athens spent over $1 billion only on security expenses during the 2004 Olympics (Baade, R and Matheson, V, 2003). Substantial economic impact provides backers of such events with a justification for public subsidies for mega-event infrastructure. They argue that the expenditure must be viewed as an investment that will in turn give returns. However this is a case where vested interests are at stake. Many independent researchers have found that ex ante predictions made by the event organizers of economic impact, far exceed the ex post estimates. The obvious question that NEGATIVES OF COMMON WEALTH GAMES Corruption in Commonwealth Games There are also allegations of wide spread corruption in various aspects of organising the games including procurement and awarding contracts for constructing the game venues. The Commonwealth Games Organizing Committee on 5th Aug 2010 suspended T S Darbari (joint director in the organizing committee) and Sanjay Mahendroo (deputy director general in the organising committee) following the report of the three-member panel which was probing the financial irregularities related to the Queens Baton Relay. Also Organizing Committee treasurer Anil Khanna resigned from the post in the wake of allegations that his sons firm had secured a contract for laying synthetic courts at a tennis stadium.    The two principal bids for the 2010 Commonwealth Games India is a developing country. Focus on the word developing as India is not yet developed. Ironically, India is a country which is, on one hand struggling with the problem of poverty since the time of independence while on the other hand is spending millions on the Commonwealth Games! Forty percent of Indias population is below the poverty line which clearly indicates that the booming Indian economy is still unable to feed a majority of its citizens. Climatic change like global warming is causing an agricultural crisis for the peasants all over the country, worsening their conditions which, in turn, is leading to inflation in the economy, energy resources are getting depleted, unskilled and poor people are forced to get involved in unorganized employment with least possible wages and lets not forget the skilled and literate unemployedà ¢Ã¢â€š ¬Ã‚ ¦but who really cares? India is too busy with Commonwealth Games! Indias present goal should be the development of human resources, dealing with poverty and creating a healthy, wealthy and literate India. I believe that as a result of the approaching Commonwealth Games, India, especially Delhi is undergoing a complete makeover where the infrastructure is concerned. Lavish five-star hotels, better flyovers, etc, are being constructed. Better buses can be seen running on the roads of Delhi. Why all this? Just to show that India is on its way to become a developed nation soon? But can it hide those shabby and disguised slums behind the shimmering and glamorous construction? Can it suppress the cries of those million hungry stomachs? Can it? Unfortunately not! And can anyone explain how modern infrastructure helps those million unemployed men who have to support half a dozen of their family members without any source of income? I wont deny the fact that may be these games will have an international impact and benefit a particular section of the society temporarily. But this is where the most significant question arises that if the games will benefit a certain strata of the society which is already rich and powerful then what happens to those strata of the Indian population which is below the poverty line? Who bears the responsibility of their welfare? I also agree that the Commonwealth Games will usher in a certain amount of employment but will it offer employment to millions of unemployed? And by the way this is only for a temporary period of time. Then what? Back to square one? Thus, a country like India wearing poverty in the form of national shame cannot afford to conduct such games at the cost of its poverty stricken citizens. Therefore India should first win the race against poverty and then think of going international through such ventures. Hence Indias poverty and the hosting of Commonwealth Games are not at all compatible as for a nation the welfare of its citizen is its first priority and not the conduction of sports and leisure. 6. Conclusion One can see that at least on paper; the city is all set to transform itself by the time it plays host to the Commonwealth Games. However it is also necessary to keep one thing in mind, and that is that Delhi is otherwise too a rapidly growing city, a dynamic economy and an integral part of Indias growth engine. Delhi is estimated to have a population of approx. 192 lakh people by 2010, compared to 140 lakh in 2001, a growth of nearly 40%16. This means that it would be wrong to place the causation of all infrastructure and urban development onto the Commonwealth Games. A large amount of it would probably have taken place anyway, the games just gives it a geographical bias and a deadline. The world over there is a serious re-think taking place among city officials as well as academics about the way to go about these events. Do they do more harm than good is not a question that has been answered conclusively, as many of the benefits derived are intangible ones. However it has yet to be conclusively shown that these events are beneficial as well and it is crucial to examine each event independently, studying its unique characteristics, as well as examine previous events and try and learn from their mistakes. Delhis citizens have a right to know about the benefits that such events can have to the city, but need to be informed of the downsides as well. The present plan for the Commonwealth Games may be a recipe for an ecological and financial disaster, or they might finally put the city, and the country, on the world map. They may bring in a new era where electricity and water problems, perennial problems in the city, are no longer an issue or they might increase the burden on an already overloaded system. Popular perception tells us that the Asian Games was an unmitigated success. Closer analysis tells us that it was not so simple. The Commonwealth Games, with some smart marketing, may just follow in those footsteps.

The Boy in the Striped Pyjamas: Personal Response to the Film and Novel

‘The Boy in the Striped Pyjamas’ is a 2006 novel by Irish novelist John Boyne; this is his fourth novel, and the first he has written for children. My classmates and I have read the book and watched the trailer of its newly releasing movie. And I have to say, this novel is really remarkable. The novel truly engages the reader completely into the book and it’s difficult to put down. â€Å"Believe me†!!.......the trailer is all the more brilliant, with a high standard quality and exceptionally mind capturing images. ‘The Boy in the Striped Pyjamas’ is told through the eyes of an eight year old boy shielded from the reality of World War II. Bruno is growing up in Berlin, but moves to Auschwitz during World War II, sets out to explore the place around him. The novel also involves the horrific part of history; the holocaust. Bruno is irritated and shocked when he’s told they’re moving from Berlin but being a very naive boy doesn’t understand why their family has to leave. The story follows on as Bruno sets out from his house in Auschwitz to explore and finds a boy the same age as him sitting on the ground, on the other side of a fence. His name is Shmuel, a Jewish boy held captive in a concentration camp, but Bruno believes the camp is just a farm. Their friendship cements but is separated by a barbed wire. Bruno’s father is a Nazi commandant, but Bruno never seems to understand what his father’s job is. For Bruno he’s just a loving father, but the truth isn’t hidden for long, as we soon realize Bruno’s father is the most merciless and cruel man there could ever be. A lot of consideration was put into this novels appropriateness for children; it was thought parents might have to explain the Holocaust; however it was decide... ...ferences between book and film are that in a book everything is in more detail and you’re informed of every little change happening constantly whereas in a movie you do get a bigger and clearer view of the situation but sometimes you might just miss out a few important bits that are told in detail in a book. The movie looks really realistic. The problem of using children in films is that children can be so naive they might not be able to handle the scenes and deliver their speech very efficiently, some parts of the film might affect them by frightening them and they might not be able to give their best in that scene, this could affect the quality of the movie. The terrible outcome that Bruno faces could have an emotional effect on the younger audience. I would recommend teenagers to watch this movie and read the novel because it is very educational and emotional.

How Dead Mens Path and Snapshots of a Wedding Portray Different Cultur

How Dead Men's Path and Snapshots of a Wedding Portray Different Cultures For this essay I am going to discuss Dead Men’s Path, by Chinua Achebe, and Snapshots Of A Wedding, by Bessie Head. These are both short stories from the Opening Worlds book by Heinemann. Written by the Nigerian son of devout Protestants, Dead Men’s Path is a profound short story, which explores the modernisation of Africa through beliefs and also the effects of Western customs and ideas on traditional African society. It tells the story of one man trying to modernise Ndume Central School in Africa where he has recently been made Headmaster. Although only 26, Michael Obi has a very high opinion of himself, and a somewhat over-inflated ego. He sees himself to be above others and superior to them because he is educated: ‘He was outspoken in his condemnation of the narrow views of these older and often less-educated ones.’ With his young wife Nancy supporting his radical ideas and views of a modern school, not just in teaching method but also in appearance, Obi tries to bring the ‘backwards... How Dead Men's Path and Snapshots of a Wedding Portray Different Cultur How Dead Men's Path and Snapshots of a Wedding Portray Different Cultures For this essay I am going to discuss Dead Men’s Path, by Chinua Achebe, and Snapshots Of A Wedding, by Bessie Head. These are both short stories from the Opening Worlds book by Heinemann. Written by the Nigerian son of devout Protestants, Dead Men’s Path is a profound short story, which explores the modernisation of Africa through beliefs and also the effects of Western customs and ideas on traditional African society. It tells the story of one man trying to modernise Ndume Central School in Africa where he has recently been made Headmaster. Although only 26, Michael Obi has a very high opinion of himself, and a somewhat over-inflated ego. He sees himself to be above others and superior to them because he is educated: ‘He was outspoken in his condemnation of the narrow views of these older and often less-educated ones.’ With his young wife Nancy supporting his radical ideas and views of a modern school, not just in teaching method but also in appearance, Obi tries to bring the ‘backwards...

Chemosynthesis :: essays research papers fc

Introduction Synthesis is the process of producing a chemical compound usually by the union of simpler chemical compounds. For example, photosynthesis, the word photo means putting together with light. Photosynthesis is the process of converting sunlight into food for organic organisms such as plants. Photosynthesis is the basis of life for planet earth and without it; not only would we not be able to produce the fruits and vegetables that we consume, but the food to feed the animals that we eat. Plants absorb this sunlight which in turn makes oxygen in a process called respiration. This delicate cycle is what allows us to thrive on this planet. Although much of the life on this planet relies on photosynthesis in one way or another, there is another form of synthesis that is equally as important, chemosynthesis.   Ã‚  Ã‚  Ã‚  Ã‚  The deep sea is considered the largest, yet, least-known habitat on earth and covers about two-thirds of the earth. Every year, and every dive down to the mysterious depths of the deep-sea bring scientist closer and closer to unraveling the secrets of the unimaginable deep. This is where chemosynthesis takes place because there is no sunlight available in order for photosynthesis to take place. How hydrothermal vents work In 1977, in the Galapagos Islands, the first hydrothermal vents were found. Using a submersible called the Alvin, scientist were able to explore this alien world never known to have existed for the first time. Hydrothermal vents are chimney like structures on the ocean floor that release extremely hot, mineral rich water. This process is called Hydrothermal Circulation. Ocean water seeps into the earth, becoming increasingly hotter as it descends downward. As the water passes through the cracks of the earth, it is becoming enriched with metals and minerals until finally turning to a very acidic fluid. When the super heated water reaches about 700˚F (400˚C), the fluid rises and bursts through cracks in the sea floor. The super heated water mixing with the cold sea water causes a chemical reaction and forms particles of metal sulfide to cloud the water. The pieces of metal settle around the area of the crack, and over time, collect to form the chimneys of black smokers. One w ould assume that at the very bottom of the ocean, in 700˚F waters, that nothing could possibly exist here. Surprisingly, over 300 strange and unique species thrive only in these conditions. What lives near hydrothermal vents?

The Listing Regulations of the Dhaka Stock Exchange Limited

THE LISTING REGULATIONS OF THE DHAKA STOCK EXCHANGE LIMITED Notification No. SEC/Member-II, Dated 8th April 1996 In exercise of the powers conferred by section 34 (1) of the Securities and Exchange Ordinance, 1969 (XVII of 1969), the Dhaka Stock Exchange, with the previous approval of the Securities and Exchange Commission, pleased to make the following regulation, namely: – I. 1.PRELIMINARY Short title and extent of applicability: (1) These Regulations may be called the â€Å"Listing Regulations of the Dhaka Stock Exchange Limited† The Regulations shall apply to all companies and securities applying for listing and those listed on the Exchange. (2) 2. (1) (i) (ii) (iii) (iv) (v) In the Regulations, unless there is anything repugnant in the subject or context. Act† means the Companies Act, 1994; â€Å"Council† means the Board of Councillors of the Exchange; â€Å"Commission† means the Securities and Exchange Commission; â€Å"Exchange† means t he Dhaka Stock Exchange Limited; â€Å"Listed Company† means a company or a body corporate or a corporation or other body which has been listed in accordance with the regulations and whose securities are listed; â€Å"Listed security† shall include any share, scrip, debenture, term finance certificate, bond, pre-organization certificate or such other instruments as the Commission may, by notification in the Official Gazette, specify for the purpose and which is accepted for listing on the Exchange in accordance with the Regulations; â€Å"Ordinance† means the Securities & Exchange Ordinance, 1969 (XVII of 1969); â€Å"Prescribed† means prescribed by these Regulations or under authority hereof; â€Å"Regulations† means these listing Regulations of the Exchange for the time being in force; â€Å"Secretary† means the Secretary to the Exchange. (vi) (vii) (viii) (ix) (x) (2) Words of expressions defined in the Act and the Ordinance shall, except those defined herein or where the subject or the context forbids, bear the same meaning as in the Act and the Ordinance or either of them and in the case of word or expression bears different meanings under both the Act. and the Ordinance that meaning which is carried or included in the Act shall prevail and have preferred application. II. LISTING OF COMPANIES & SECURITIES 3. 1) No dealings in securities of a company shall be allowed on the Exchange either on the Ready quotation Board or Cleared List, unless the company or the securities have been listed and permission for such dealing has been granted in accordance with these Regulations. (2) The permission under sub-regulation (1) may be granted upon an application being made by the company or in respect of the securities in the manner prescribed at least ten days prior to issue of the first prospectus. The Exchange, in granting such permission will consider, among other things sufficiently of public interest in the company or th e securities as determined by the Council in a welldefined way. 3) The Exchange shall decide the question of granting permission within a maximum period of six weeks from the date of closure of subscription lists. In case the permission is refused, the reasons thereof will be communicated to the applicant and the Commission within six weeks from the date of closure of subscription lists. (4) The Council will be the sole authority to grant, defer or refuse such permission and may for that purpose, relax any of these regulation subject only to two-third majority of the councillors present at such meeting of the council and so resolving by the majority of them. 4. (1) The application for listing shall be made by the applicant-company or on behalf of the security in the prescribed form and will be accompanied by the fees, specified in the Regulations. 2) The Council may require additional evidence, declarations, affirmations and information as also other forms to be filled up reasonable and relevant to application for listing, and all such requisitions shall be deemed to be prescribed requisitions for the purpose of a proper application for consideration by the Council for listing. (3) If an application together with the additional information referred to in subregulation(2) is not submitted, the Council may defer consideration or decline to consider it in which case such application will stand disposed of as refused. However, the applicant may move a fresh application after six months from the date of such refusal unless the Council other-wise decides. 4) An Applicant-company or security applying for listing shall furnish full and authentic information in respect thereof and such other particulars reasonable and relevant to the application for listing, as the Council or the Exchange may require from time to time. All routine particulars may be called for by the Secretary. III. UNDERTAKING 5. (1) No listing of a Company or securities, shall be permitted unless the company or the authorised representative on behalf of the securities has provided an undertaking under a common seal and authorised signature to abide by these Regulations. (2) The Company and/or the authorised representative in respect of securities, as the case may be, shall further undertake. i) (ii) that the securities shall be quoted on the Ready Quotation Council and/or the Cleared List at the discretion of the Exchange. that the Exchange shall not be bound by the request of the Company to remove its securities from the Ready Quotation Council and/or the Cleared List; that the Exchange shall be authorised and have the right, at any time and without serving notice if it be deemed proper for reasons to be recorded in writing, to suspend or to remove any shares or securities from the Ready Quotation Council and/or the Cleared List for any reason which the Exchange considers sufficient in public interest as determined by the Council in a well- defined way. hat such provisions in the articles of association of a Company or in any declaration or basis relating to any security as are or otherwise not deemed by the Exchange to be in conformity with the Regulations shall, upon being called upon by the Council, be amended forthwith and until such time as these amendments are made the provisions of these Regulations shall be deemed to supersede the articles of association of the Company or the declaration or basis relating to the securities to the extent indicated by the Council for purposes of amendment. that the Company or the security may be de-listed by the Council in the event of non-compliance and/or breach of undertaking given hereunder. (iii) (iv) (v) 6. The following documents and particulars duly certified by the company or the Company or authorised representative presenting the security shall be submitted to the Exchange at the time of application for listing or any time on demand by the Exchange. (i) (ii) (iii) (iv) (v) (vi) (vii)Application for listin g as per Form I; Memorandum & Articles of Association; Copy of the Certificate of incorporation; Copy of the Certificate of Commencement of Business; Copy of the Feasibility Report, in case of a new project; Copy of the certificate of registration of the industrial Units issued by the Council of Investment or any other competent authority; Copies of all material contracts and agreements entered into or exchanged with foreign participants, machinery suppliers and any other financial institutions; (viii) Copies of Letter (s) of Credit established in favour of Machinery Suppliers, if linked with the public issue; (ix) (x) (xi) (xii) Copy of Consent order issued by the Commission; Names of Directors along with directorship of other companies listed on the Exchange; Draft prospectus/Offer for sale; Auditors Certificate for the amount subscribed by the promoters/directors/ subsidiaries/associates; (xiii) Copies of the agreements relation to issue to securities for onsideration other than cash, if any; (xiv) (xv) (xvi) Copy of underwriting agreement (if any); Statement of audited accounts for the last 5 years or for a shorter number of years if the company is in operation only for such shorter period; Statement showing the cost of project and means of finance; (xvii) Copies of the approval of tax-holiday application under Ordinance, 1984; (xviii) Copies of the consent Letters from Bankers or Financial Institution to the Issues; (xix) (xx) (xxi) Application for submission of Under of Undertaking and payment of fees as per Form II; Copy of approval of prospectus/offer for sale from Commission; and Any other documents/material contract and such other particulars as may be required by the Exchange or by the Council and/or by the Commission; IV. PROSPECTUS, ALLOTMENT, ISSUE AND TRANSFER OF SHARES. 7. 1) No Company will apply for listing or be listed unless it is registered under the Act as a public limited company or has been set up under a statute and its minimum paid-up capital is Taka Twenty million. (2) Despite receiving the application for listing and any preliminary actions thereon, no Company shall be listed unless it has made a public issue which is subscribed by not less than 400 applicants. (3) The requirements of sub-section (1) or (2) shall not apply to listing of securities, other than shares of companies, unless any law so requires or the commission, in the exercise of its powers under the Ordinance, so directs. 8. (1) The prospectus or the offer for sale shall confirm to and in accordance with the requirements and provisions of the Act and/or the Ordinance and any other law or legal requirement for the time being applicable.Without prejudice to the foregoing the prospectus or the offer for sale shall fulfill all requirements of the law and of the Commission and shall state that:(a) the amount of public issue shall be in accordance with the consent order of the Commission, where applicable and the requirements prescribed hereunder or o therwise laid down by the Exchange; in all public issues, either by way of prospectus or by offer for sale, the basic of allotment shall be in accordance with the ‘consent order’ issued by the commission under the Ordinance; the share certificates shall be issued in such marketable lots as may be determined or approved by the Commission: and the application money shall be refunded, within such time as is prescribed in regulation 9 (4), if the company is not listed on the Exchange for any reason what so ever or the listing is refused. (2) (b) (c) (d) (3)The prospectus or offer for sale with the proforma application form shall be published by the company in one national daily Newspaper or as the Exchange may in addition require, at least 7 (seven) days in advance but not more than 30 (thirty) days before the due date of the opening of the subscription list. The company shall make available to the Exchange and to the bankers to the issue for distribution printed copies of prospectus or offer for sale and application forms in the quantity to be determined by the Exchange and the bankers. The company shall also accept application on identical copy/forms. (4) (5) Applications for shares shall be accepted only through bankers to the issue, whose names shall be included in the prospectus or the offer for sale.The directors or the associated companies, as the case may be, shall not participate in subscription of shares offered to the general public. The company shall inform the Exchange of the subscription received, which information shall be communicated in writing under the hand of an authorised person with certificate(s) from bankers to the issue, within seven working days of the closing of subscription. The company shall take a decision within forty days of the closure of subscription list as to what applications have been accepted or are successful. The company shall refund the application money in case of unaccepted or unsuccessful applications withi n 40 days of the closure of subscription lists.In case the application for listing is refused by the Exchange, for any or what so ever reasons, the company shall within 30 days pay without interest all money received from applicants in pursuance of the prospectus or the offer for sale, and if any such money is not repaid within thirty days after the company becomes liable to repay it, the directors of the company shall be, jointly and severally, liable to reply that money with interest at the rate of one percent for every month or part there of from the expiration of the 30th day. In case of over-subscription, the company, or the officers, as the case maybe, shall immediately submit to the Exchange copies of the ballot register of successful applications.The company shall despatch all allotment letters for securities in marketable lot within 40 (forty) days of closing of the subscription lists and keep ready all security certificates concerned, affixing hologram on them, within 90 ( ninety) days of the date of issue of the allotment letter to under intimation to the Exchange. Provided however that for trading purpose all allotment letters as well as Form-117 must bear rubber stamp with the word â€Å"certified/verified† under signature of the company Secretary, both in original, on the top right hand side of the same and that no allotment letter shall be acceptable by Exchange after 140 (one hundred and forty) days of closing of the subscription lists. (6) 9. (1) (2) (3) (4) (5) (6) 7) Any company which makes a default in complying with the requirements of these Regulations, or any of its sub-regulation, shall pay to the Exchange a penalty of TK. 1,000 (Taka one thousand only) for every day during which the default continues. The Exchange may also notify the fact of such default and the name of the defaulting company by notice and also by publication in the Ready Council Quotation of the Exchange. (8) Any action under these Regulations shall be without p rejudice to the action or steps taken by any other person or authority. 10. The company or the offerers shall, within six weeks of closing of subscription list, pay brokerage to the members of the exchange at the minimum rate of one percent of the value of the shares actually sold through them. 11. 1) (2) The company shall split allotment letters and letters of right into marketable lots within ten days of receipt of such application. The company shall consolidate or split, as may be required by a holder in writing, share certificates into marketable lots within 45 days of receipt of such application. The company shall verify the signature of shareholders within 72 hours of such a request which need not be accompanied by share certificates. The company shall complete shares transfer and have ready for delivery the share certificates lodged for registration of transfer within 45 days of the application for such transfer and its registration. The company shall give a minimum of 14 day s notice to the Exchange prior to (Closure of Share Transfer Books for any Purpose.The company shall treat the date of posting as the date of lodgement of shares for the purpose for which shares transfer register is closed, provided that the posted documents are received by the company before relevant action has been taken by the company. The company shall issue transfer receipts immediately on receiving the shares for transfer. The company shall not charge any transfer fee for transfer of shares. The company shall provide a minimum period of 7 days but not exceeding 15 days at a time for closure of shares Transfer Register, for any purpose, not exceeding 45 days in a year in the whole. 12. (1) (2) 13. (1) (2) (3) ( 4) (5) 14.No listed Company shall exercise any line whatsoever on fully paid shares and not shall there be any restriction on transfer of fully paid shares. The same shall apply to all listed securities. V. DIVIDENDS AND ENTITLEMENTS 15. (1) Every listed company shall ad vise and keep advise by appropriate writings the Exchanges of all dividends and entitlement in respect of its listed securities immediately upon recommendations by its directors through a letter to be delivered under a sealed cover during trading hours of the exchange. (2) Intimation of dividend and of all other entitlement shall be sent to the exchange not later than 14 days prior to commencements of the book closure. 16.Every listed company shall send to the exchange its financial results, both in the case of half yearly and annual accounts, in such from as may be prescribed by the commission as soon as these are approved by the directors of the company. 17. (1) The company shall send to the Exchange 50 copies each of statutory reports, annual reports and audited accounts not later then 14 days before a meeting of the shareholders is held to consider the same. (2) The company shall send to the Exchange copies of all notices as well as resolution at the same time of their publicati on and despatch to the shareholders and also file with the Exchange certified copies of all such resolutions as soon as these have been adopted and become effective. (3) The company shall send to the Exchange 50 copies of half yearly accounts as soon as the same are printed and/or published. 18. 1) Every listed company shall :(i) despatch the interim dividend warrants to the shareholders concerned within 60 days from the date of declaration of such dividend in a meeting of the board of directors in which the same has been approved ; despatch the final dividend warrants to the shareholders concerned within 60 days from the date of general meeting in which the same has been approved ; despatch the share certificates against bonus issue or stock dividend to the shareholders concerned within 60 days from the date of general meeting in which the same has been approved ; intimate the exchange immediately as soon as all the dividend warrants or bonus share certificates ,as the case may be, are posted to the shareholders; despatch interim and final dividend warrants, or bonus share certificates, as the case may be, to the shareholders by registered post or courier service unless those entitled to receive the dividend or certificate require otherwise in writing. (ii) (iii) (iv) (v) (3)All dividend warrants, in addition to the place of the registered office of the issuing companies, shall be encashable at least at all divisional head quarters for a period if six months from the date of issue. A listed company, which makes a default in complying, with the requirements of this regulation, shall pay to the Exchange penalty of Tk. 1000. 00 (Taka one thousand only) for every day during which the default continues. The Exchange may also notify the fact of such default and the name of defaulting company by notice and also by publication in the official Quotation list of the Exchange. Any action under these Regulations shall be without prejudice to the action or steps taken by any other person or authority. 3) (4) VI. ANNUAL GENERAL MEETINGS, ETC. 19. (1) A listed company shall hold its annual general meeting and lay before the said meetings balance sheet, profit and loss account and cash flows statement within nine months following the close of its financial year and in keeping with the provisions of the act. (2) A company may apply to the Exchange for extension in time under sub-regulation (1) and shall pay the following extension fees with such application : (i) Extension for the 1st month or part thereof: Tk. 5000. 00 (ii) Extension for the 2nd month or part thereof: Tk. 10,000. 00 (iii) Extension for the 3rd month or part thereof: Tk. 15,000. 0 Provided that the above extension shall be allowed subject to and upon production of a letter of approval from the commission allowing a similar Extension. (3) Upon receipt of the application, with the fee corresponding to the extension applied for, the council may, in its sole discretion, grant or refuse the extension. In the event of refusal the fee paid with the application shall be refunded retaining 10% thereof as service charges. (4) Failure to obtain extension from the exchange or if the annual general meeting is not held within time of the extension is refused, it shall make the company liable to penalty at double the rate of extension fees provided above. (5) No further extension beyond maximum period under sub-regulation (2) shall be granted.In the event of default continuing after the final extension provided here inabove, the company shall be liable to an additional penalty at the rate of Tk. 1,000. 00 per day for every day of the default and to action of suspension or delisting as may be decided by the Exchange. The Exchange may also notify the fact of such default and the name of the defaulting company by notice and also by publication of the same in the official quotation List of the Exchange. 20. (1) The company shall furnish copies of minutes of its annual general meetin g and of every extra-ordinary general meeting to the Exchange and the commission within 60 days of such meeting. 2) The company shall furnish to the Exchange and the commission a summarized list of shareholders showing the holding by sponsors, foreigners, institutions and general public as at 30th June and 31st December in each calendar year duly affirmed to be correct as and up to that date, within 30 days thereof. Failure to comply in the said behalf shall be deemed to be violation of these regulations and, in addition, such Company shall be liable to pay a sum of Tk. 1,000. 00perdayfor each day of default until it continues. VII. 21. INCREASE OF CAPITAL & ALLIED ISSUES Every listed company shall immediately advice the Exchange and the commission of all decisions taken by its council of directors and / or shareholders regarding any change in authorized, issued or paid up capital, issue of bonus shares, right shares or refund of capital and/ or reduction of capital. 22. 1) A listed company shall issue entitlement letters or right offers to all the share holders within a period of 45 days from the date of re-opening of share transfer register of the company closed for this purpose. (2) The company shall pay the following fees for extension granted by the Exchange with regard of issuance entitlement letters, etc. (i) for the first 15 days (ii) for the first 15 days Tk. 1,000. 00 per day Tk. 2,000. 00 per day Failure to seek extension from the Exchange shall make the company, liable to a penalty at double the rate of extension fee provided above. (3) No extension shall be granted beyond the period in sub-regulations (2).In the event of the default continuing after the final extension, the company shall be liable to an additional penalty at the rate of TK. 5000. 00 per day for each of default and also to action of suspension or otherwise delisting by the Exchange (4) No company which has been suspended or de-listed, as the case may be, shall be restored and its s hares re-quoted on Exchange until it has paid the full amount of penalty for the days of the default and receives the assent of the Council and/or Exchange for the restoration. 23. (1) A listed company shall issue bonus shares certificates within a period of sixty days from the date of re-opening of the share transfer register closed for this purpose according to the following time table. i) the bonus share certificates shall be despatched to the shareholders or concerned by registered post courier service unless those entitled to receive the bonus share certificates require otherwise in writing ; (ii) (iii) the exchange shall be immediately intimated as soon as the bonus share certificates are despatched to the shareholders; the company shall pay the extension fee (as in regulation 22(2) above)for extension granted by the Exchange with regard to issuance of bonus shares; no extension beyond that provided in the preceding clause shall be granted; in the event of the default continui ng after the final extension the company shall be liable to the penalty at the rate of Tk. 5,000. 00 per day the default continues and lso to action of suspension or de-listing by the Exchange. (iv) (v) (2) No listed company, which has been suspended or delisted, shall be restored andits share re-quoted on the Exchange until it pays penalty for the days of the default and receives the assent of the Council for restoration. VIII. LISTING OF SUBSIDIARY COMPANY & OTHER MATTERS. 24. (1) A listed company distributing shares of its â€Å"unlisted† subsidiary company in the form of specie dividend, right shares or any similar distribution shall get such subsidiary company listed on the Exchange within a period of 120 days from the date of approval of such distribution by the shareholders at the meeting of such company.In case of failure of such subsidiary company to apply for listing or refusal by the Exchange for such listing on account of insufficient public interest, or for any o ther reason whatsoever, the Company distributing specie dividend shall encash the shares of the subsidiary company at the option of the recipients at the price not less than the current break-up value or face value, whichever is higher, within 30 days from the expiry of 120 days or from the date of refusal of listing whichever is earlier, failure in which behalf shall be default in which event the trading in the shares of the listed company be suspended by the Council or the company de-listed. (2) 25. Every listed company shall notify the Exchange and the Commission immediately regarding changes in its council of directors by addition or removal by death, resignation, or dis-qualification, as the case may be. 6. A listed company shall notify the Exchange and the Commission of any amendment proposed to be made in its memorandum and articles of association before the same are placed for the approval of the shareholders. 27. A listed company shall immediately notify the Exchange and th e Commission in respect of any material change in the nature of its business including acquisition or sale or purchase of major operating assets, franshise, brand name, goodwill, royalty and all relevant information such as consideration, terms of payment, period of use of such facilities and projected gains and also risk or uncertain factors to accrue to the Company. 28.Every listed company shall advise the Exchange of: (a) the decision to issue Term Finance certificates and the purpose thereof, not withstanding the application is to be made to the Commission later; (b) submit copy of the application made to Commission with relevant details and certified copy of the consent order; (c) all material particulars of the Term Finance Certificates including conditions governing the issue, details of guarantees/securities, trustees and name of the subscribing institution (s). 29. All listed Companies shall intimate before 14 days to the Exchange and the Commission in respect of the date a nd time of holding of its annual general meeting or extra-ordinary general meetings. 30. All listed company shall notify the Exchange and the Commission in advance the date and time of its council meeting specially called for consideration of its accounts and for declaration of any entitlement for the shareholders. IX. DE-LISTING AND SUSPENSION. 31. 1) A listed company may be de-listed or suspended for any of the following reasons: (a) if its securities are quoted below 50 percent of face value for a continuous period of three calendar years provided that if the shares of the company quoted at 50 percent or above of their face value then such a rate is maintained for a continuous period of thirty working days. (b) if it has failed to declare dividend or bonus : (i) for five years from the date of declaration of last dividend or bonus; or (ii) (iii) in the case of manufacturing companies, for five years from the date of commencement of commercial production; and for five years from t he date of commencement of business in all other cases. c) if it has failed to hold its annual general meeting for a continuous period of three years; (d) if it has gone in to liquidation either voluntarily or under court order; (e) if it has failed to pay the annual listing fees as prescribed in these regulations payable to the Exchange for a period of 2 years or penalty imposed under these regulation or any other dues payable to the Exchange for a period of two years; (f) if it has failed to comply with the requirements of any of these Regulations; (g) no company which has been de-listed or suspended shall be restored and its shares re-quoted until it removes the causes of de-listing/suspension and receives the assent of the Council or Exchange for the restoration. (2) No company will be de-listed under the Listing Regulations unless the company has been given an adequate opportunity of being heard. 32.Where no trading has taken place on the Exchange in the Securities of a listed company for a continuous period of 180 days, the Exchange, if it is satisfied that the prices quoted are not in accordance with the market realities, the Exchange may declare it as not traded or as an inactive stock, until such time as a subsequent trade takes place and a price is ascertained. X. LISTING AND ANNUAL FEES 33. (1) A company applying for listing on the Exchange, shall pay an initial listing fee equivalent to one fourth of one percent of the PAID-UP CAPITAL, DEBENTURE AND SHARE PREMIUM, IF ANY subject to a minimum of Taka ten thousand. (2) Whenever a listed company increase the paid-up capital of any class or class of its shares, or securities listed on the Exchange, it shall pay to the Exchange a fee equivalent to one fourth of one percent of such increase of shares and debentures along with share premium, if any, thereon. 3) Every listed company shall pay, in respect of each financial year of the Exchange, commencing from 1st January and ending on 31st December next, a n annual listing fee, which shall be payable by or before the 31st March in each calendar year, as per following schedule; COMPANIES HAVING PAID-UP CAPITAL & DEBENTURES RATE OF FEE Up to Tk. 1(One) crore Up to Tk. 2 (Two) crore Up to Tk. 3 (Three) crore Up to Tk. 4 (Four) crore Up to Tk. 5 (Five) crore Up to Tk. 7. 5 (Seven & Half) crore Up to Tk. 10 (Ten) crore Up to Tk. 12. 5 (Twelve & Half) crore Up to Tk. 15 (Fifteen) crore Up to Tk. 20 (Twenty) crore Up to Tk. 25 (Twenty Five) crore Up to Tk. 30 (Thirty) crore Up to Tk. 40 (Forty) crore Tk. 10,000 Tk. 15,000 Tk. 20,000 Tk. 25,000 Tk. 30,000 Tk. 35,000 Tk. 40,000 Tk. 5,000 Tk. 50,000 Tk. 55,000 Tk. 60,000 Tk. 65,000 Tk. 70,000 Up to Tk. 50 (Fifty) crore Up to Tk. 60 (Sixty) crore Up to Tk. 70 (Seventy) crore Up to Tk. 80 (Eighty) crore Up to Tk. 100 (One hundred) crore Above Tk. 100 (One hundred) crore Tk. 75,000 Tk. 80,000 Tk. 85,000 Tk. 90,000 Tk. 95,000 Tk. 1,00,000 Provided that the Exchange or Council may revise the above f ees or any of the slabs or add new slabs, Provided further that every company applying for listing shall pay annual listing fee for the entire financial year of the Exchange along with the listing application irrespective of the date of its listing during that financial/calendar year. 4) The above Listing fee or any other sum fixed by the Exchange or the Council shall be payable by 31st March in advances for every financial/calendar year. Failure to pay the annual fee by 31st March shall make the company liable to pay a surcharge at the rate of 1. 5 percent (one and a half percent) per month or part thereof, until payment. However if reasonable grounds are adduced for non or delayed payment of annual fee, the Exchange or the Council may, reduce or waive the surcharge liability. A Company applying for enlistment on the Exchange shall, in addition to other fees, pay a sum of Tk, 5,000. 00 as Service charges, which is nonrefundable in any case.In case the listing is not allowed by the Council or he Exchange, 90% of both the initial listing fee and annual listing fee shall be refunded within sixty days of such refusal after retaining 10% of the whole as processing charge. All Exchange dues shall be paid by cheques, pay orders or bank drafts pay able to the Exchange at any bank branch located in Dhaka. Without prejudice to the action which the Exchange may take under these Regulations in the event of default in payment of its dues, nothing shall prevent the Exchange from recovering such dues through posting defaulters names on the notice Council of the Exchange or by invoking the process of law obtaining order of the commission or of a competent court.Without prejudice to various specific or other penalties provided or available under these Regulations, the Exchange or the Council shall have powers to suspend or delist a company which in the opinion of the Exchange or the Council has defaulted or contravened any Listing Regulations. (5) (6) (7) 34. (1) (2) 35. (1) (2) The suspension or delisting under the preceding sub-regulation shall be communicated to the company, the Commission and simultaneously notified to the trade, inter-ali a, by posting it on the notice board of the Exchange and publishing it, if deemed necessary, in the Official quotation List or a Circular intimation issued by the Exchange. Trading in the shares and securities of a suspended or delisted company shall forthwith case and shall not be re-commenced until the suspension with drawn or the listing restored by order of the Council or the Exchange.Chapter- XI CONTINUING LISTING REQUIREMENTS (3) 36. While a Company remains on the official list it shall comply with the following requirements and such requirements as may be introduced from time to time the discretion of the Exchange and provide forthwith any explanations requested by the Exchange. (A) (1) Immediate Announcements to be made to the Exchange for release. A listed Company shall supply the Exchange with immediate effect. Any information concerning the Company or any of its subsidiaries necessary to avoid the establishment of a false marked in the Company’s securities or which would be likely to materially affect the price of its securities. 2) Any acquisition or disposal which are in the nature of trade investments and which in the opinion of the Directors is material, the fact of such disposal or acquisition and the possible for estimated effects of such disposal and acquisition on the performance and the profitability of the Company shall be communicated to the Exchange and to the shareholders simultaneously. (3) Any proposed change in the general character or nature of business of the Company or of any subsidiary thereof and particulars of any other or proposals for the purchase or sale of any controlling interest or any substantial part of the assets of the Company or of any subsidiary thereof and of the decisions of the Council in that regard. (4) Any intention to fix a book clos ing date and the reason thereof, starting the book closure date, which shall be at least 14 (fourteen) market days after the date of notification to the Exchange, along with the address of security registry at which documents will be accepted for registration.Provided however that the Exchange may direct at any time in writing to any company for effecting compulsory book closure within and for certain period of time as may be prescribed in the directive, subject to the time limits prescribed by the companies Act. 1994. Provided further that the Exchange may also direct any company at any time in writing to take appropriate measures for ensuring issuance of good tradable securities of the company. (5) Any recommendation or decision that a dividend will not be declared. (6) (a) (i) Any announcement of a payment of an interim dividend (including bonuses if any), the rate and amount per share and date of such payment which shall be before the expiry of 60 market days from the date of an nouncement. ii) Any recommendation of a final dividend (including bonuses if any), the date and amount per share and date of payment which shall be before the expiry of 60 market days from the date of declaration. (b) Any decision to change the Capital Structure of the Company by way of rights or a Bonus Issue. Such information should be communicated to the Exchange by telephone no sooner the meeting is held to consider or recommend such entitlement and confirmed by letter immediately afterwards. (7) In the case of an interim dividend declared before the close of a financial year, such announcement to the Exchange shall be accompanied by a statement showing comparative figures, based on which the declaration was made for such period of the current financial year and the corresponding period of the previous year. 8) When a dividend (Interim or Final) is declared after the close of a financial year, such announcement to the Exchange shall be accompanied by a statement showing comparat ive figures of the following; (a) Turnover figure/Gross operating profit; (b) Gross profit; (c) Income from other sources; (d) Provision for Taxation; (e) Net profit after Taxation; (9) (a) The Company shall make available to the Exchange and to all shareholders in the form set out in a half yearly Financial Statements before the expiry of 1 month from the half year period, such financial Statements shall be signed by the Chairman or Chief Executive and the Finance Director or in his absence the Chief Accountant. (b) The Company shall make available to the Exchange Financial Statements before the expiry of 3 months from the end of each Financial Year even if the figure are provisional subject and to audit. 10) Any intention to pass a resolution at any members meeting shall be notified to the Exchange at the same time that it is conveyed to the shareholders and within3market days after the date of the meeting whether or not such resolution was carried. Companies shall send duly stamp ed proxy forms to shareholders and debenture holders in all cases where proposals other than those of a purely routine nature are to be considered at a meeting of the company’s shareholders and debenture holders and such proxy forms shall be so worded that a shareholder or a debenture holder may be eligible to vote either for or against each resolution (11) Any change of address of the registered office of the Company or of any office sat which the register of the securities of the Company is kept. 12) Any change in the Directors, Company Secretary, Registers or Auditors of theCompany. (13) Any change of substantial share holding in the Company and details thereof. (14) Any application filed with a Court to wind up the Company or any of its subsidiaries. The appointment or receiver of liquidator of the Company or any of its subsidiaries. (15) Any acquisition of shares of another company or any transaction resulting in such Company because a subsidiary of the Company. 37. Annu al published accounts and report shall contain among other information (1) A full list of Investment (quoted and unquoted) held out side the gruoup as investments by the Company. (2) Holdings in Associate and Subsidiaries with the relative percentage. 3) A distribution schedule of each class of equity security setting out the member of holders and percentage in the following categories:No. of Holders Holdings Less than 500 shares 501 to 5,000 shares 5,001 to 10,000 shares 10,001 to 20,000 shares 20,001 to 30,000 shares 30,001 to 40,000 shares 40,001 to 50,000 shares 50,001 to 100,000 shares 100,001 to 1,000,000 shares Over 1,000,000 shares (4) A director Report, in addition to the requirements of the Companies Act, 1994 shall contain: (i) (ii) Names of the persons who were at any time during the Financial Year, Directors of the Company. The principal activities of the Company and its subsidiaries during the year and any changes therein. Total Holdings % (iii)Significant changes in t he Company’s or its subsidiaries fixed assets and the market value of land, if the value differs substantially from the book value. If any shares or debentures have been issued, the number, class and consideration received and the reason for the issue. Details of any arrangements whereby the Company enables Directors to acquire benefits by means of acquisition of share or debentures of the Company or any body corporate, explaining the effect of the arrangements and giving names of the Directors who, at any time during this year, were Directors and held, or whose nominees held, shared or debentures acquired as a result of the arrangements.A statement for each Director whether or not he had an interest in any other body corporate within the group, specifying the number and amount of shares and debentures held at the beginning and end of each Financial Year (or if was not a Director at the beginning of the year, the details when he became a Director). If turnover is attributable to two or more substantially differing classes of business, the proportions in which the turnover is divided among these classes, also operating profit and asset allocation: (iv) (v) (vi) (vii) (viii) The sum total of contributions made to government approved charities and other charities by the company. If in respect of each category, if exceeds Tk. 50,000/(ix) Where items are shown in the Directors’ Report instead of in the accounts of the company, the corresponding amounts for the immediately preceding year must also be shown. 3) A Chairman’s Report which shall include events occurring after the Balance Sheet Date as required by the Bangladesh Accounting Standards on â€Å"Contingencies and Event occurring after the Balance Sheet Date†. 38. of: (a) Lodging of a valid transfer (including for the balance if any ) (b) Closing of the offer. (c) Date for acceptance. (d) The expiration of any rights to renunciation, and shall not levy a fee for such issue or execu tions. If for any reason, the transfer cannot be registered, notice shall be given to the lodging broker, within 5 market days with reasons for such refusal. Companies shall issues definitive certificates before the expiry of 14 Market days 39.The companies shall disclose to the exchange on request an extract of the stock or the share register showing full details of al entries relating to the registration of stocks. Or shares entered or deleted under any particular name and the names into which any stocks or shares may have been transferred. The companies shall inform the exchange as and when a report is lodged with the company on any loss certificates or when the company discovers a forgery in a certificate of the company. 40. 41. GENERAL (1) It is the duty of the Council of Directors of a company to the ensure that all the requirements are met on a continuing basis so long as company remains on the official list of the Exchange. 2) In the event of any violation of the following c ontinuing listing requirements of the Exchange, the Companies shall pay to exchange fines prescribed below : Delays in submission of the half yearly report :- Tk. 500/-per day (a) lays in submissions of the annual provisional accounts :- Tk. 500/-per day (b) Delays in dispatching audited accounts :- Tk. 500/-per day (c) Delays in payments of annual listing fees :- Tk. 500/-per day (d) Delays in the registering of share transfers :- Tk. 500/-per day 42. (1) All shares of public companies listed with the exchange shall be sold through the trading system of the exchange. (2) Where,(a) transfer of the share is to be made by the registered shareholder to his close relative (i. e. pouse, son, daughter, father, mother, brother or sister) by way of gift, the transferor shall apply to the exchange; (b) transaction of such share is not possible to be effected through the trading system of the exchange under exceptional circumstance, the seller, or the pledgee (for effecting transfer of the pl edged share in the pledgee’s name in case of default of the pledgor), shall apply to the SEC through the exchange, in Form III for prior approval to effect such transfer or transaction, as the case may be: Provided, however, that a service charge to the extent of Tk. 0. 05% on the closing price of the scrip shall be payable to the exchange for each transfer, and that the closing price of the scrip prevailing on the day of approval accorded by the exchange, or the SEC, as the case may be, shall be taken as the price of the scrip for the purpose of such service charge. † Chapter XII CORPORATE DISCLOSURE POLICY 43.Out line of Exchange Disclosure policies: The Exchange considers that the conduct of a fair and orderly market requires, every listed Company to make available to the public information necessary to informed investing; and to take reasonable steps to ensure that all who invest in its securities enjoy equal access to such information. In applying these fundamental principle, the Exchange has adopted the following six specific policies concerning disclosure, each of which is discussed in further details in regulation 44. (1) Immediate Public Disclosure of Material Information : A listed company is required to release material information to the public in a manner designed to obtain its fullest possible public dissemination. (2) Through public Dissemination : A Listed Company is required to release material information to the public in a manner designed to obtain its fullest possible public dissemination. 3) Clarification or Confirmation of Rumours and Reports : Whenever a listed company becomes, or is made aware of a rumour or report true or false, that contains information that is likely to have, or has had an effect on the trading in the company’s securities or would likely to have a bearing on investment decisions, the company is required to publicly clarify the rumour reports as promptly as reports as possible. (4) Response to Unus ual Market Action: Whenever unusual market action takes place in a listed company’s securities, the company is expected to make inquiry to determine whenever or other conditions requiring corrective action exists, and if so, to take, whatever action is ppropriate.If, after the company’s review, the unusual market action remains unexplained it may be appropriate for the company to announce that there has been no material development in its business and affairs not previously disclosed to its knowledge, nor any other reason to account for the unusual market action. (5)UnwarrantedPromotionalDisclosure: A listed company should refrain from promotional disclosure activity which exceeds what is necessary to enable the public to make informed investment decisions. Such activity includes inappropriately worded news release, public announcements not justified by actual development in a company affairs, exaggerated reports or predictions, flamboyant wording and other forms of ov erstated or overzealus disclosure activity which may mislead investors and cause unwarranted price movements and activity in a company’s securities. 6) Insider Trading : Insiders should not trade on the basis of material information which is not known to the investing public. Moreover, insiders should refrain from trading, even, after material information has been released to the press an other media, for a period at least 5 market days to permit through public dissemination and evaluation of the information. (7) Buy/Sell of Shares by Sponsors : Every sponsor (which include every director, promoter, officer and / or other sponsor) or listed companies required to report to the Exchange in writing about his/her/theirintention to buy or sell or otherwise dispose off the shares held by him/her/them in he concerned company in the following format at least four working days before the scheduled date for disposal / acquisition of the shares with copy to the securities and Exchange C ommission. Format Report to Exchange under regulation 43 (7) of the listing regulations of the Exchange: 1. 2. 3. 4. 5. 6. (s) : Name of the Company : Name with full address of the sponsor : Folio No. in the Company : Quantity of shares to buy/sell : Scheduled date(s) for buy/sell : Details of disposal/acquisition planned for other than through Stock Exchange ———————————Signature of the Sponsor Place —————–Signature verified by : Date ——————(Seal & Signature with date of the authorised official of the company) 44.EXPLANATION OF EXCHANGE DISCLOSURE POLICES Explanation of exchange disclosure polices: The Exchange Disclosure Policies shall be interpreted and understood in the way these are explained in the schedule: 45. The Exchange Listing Department in primarily responsible for day to day relations between listed companies an d The Exchange. When unusual market action occurs it is reported to the Manager. In many cases by checking with market Surveillance, the Manager will try to trace the reason for the action to a specific cause such as recently disclosed information, or rumours, market surveillance may also check broker firms as to the source and reason for activity stemming from their particular firms.If no explanation of the unusual activity is revealed the Exchange may call officials of the company to determine whether the cause of the action is known to them. If the action appears to be attributable to a rumour or report or to material information that has not been publicly disseminated, the Company is requested to take appropriate corrective action and it may be advisable to halt trading until such action has been taken. 46. Consultation with The Exchange Listing Manager Listed Companies are urged to contact the Exchange as early as possible whenever problems are encountered or anticipated in int erpreting or applying the Exchange’s disclosure policies.By means of such advance consultation, effective liaison between companies and the Exchange can be maintained: 47. Power of exempt fines. The Exchange shall have the power to exempt any listed company from payment of fines leviable under these regulations on application for reasons stated in writing. FORM I (See regulation 6(i)) APPLICATION FOR LISTING OF SECURITIES WITH DHAKA STOCK EXCHANGE To: The Secretary Dhaka Stock Exchange Dhaka. Dear Sir, We hereby apply for the listing of our†¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦. (name of the Company) on your Stock Exchange. 2. Necessary information and documents as required in the annexure to this form are furnished. Yours faithfully, Signature & Address CC to : The Securities & Exchange Commission Dhaka 48.ANNEXURE TO FORM The following particulars and authenticated documents shall be annexed to the listing application, namely: 1. Memorandum and Articles of Association and, in case of Participatory Redeemable Capital, a copy of the trust deed: 2. Copies of prospectus issued by the company in respect of any security already listed on the Stock Exchange. 3. Copies of balance sheets and audited accounts for the last five completed years or for a shorter number of years if the Company has been in existance only for such shorter years/period; 4. A brief history of the company since incorporation giving details of its activities including any re-organization changes in its capital structure and borrowings. 5.A statement showing : (a) Dividends and cash bonus and/or bonus shares or right shares issued during a last 10 years or such shorter period as the company may have been is existence; (b) Dividends or interest in arrears, if any. 6. Certified copies of agreements or other documents relating to arrangements with or between : (a) Vendor and/or promoters. (b) Underwriters. (c) B rokers. 7. Certified copies of agreements with; (a) Managing agents. (b) Selling agents. (c) Managing director and technical directors. 8. A statement containing particulars, dates of and parties to all material contracts, agreements (including agreements for technical advice and collaboration), concessions and similar other documents except those entered into in the normal course of the ompany’s business or intended business together with a brief descriptions of the terms of such agreements or contracts. 9. Certified copies of the agreements with the BSB, BSRS, ICB and any other financial institutions. 10. Names and address of the directors and persons holding ten percent or more of any class of equity security as on the date of application together with the number of shares of debentures held by each. 11. Particulars of security for which listing is sought. 12. Additional/information/documents that may be called by the Exchange. FORM II (See regulation 6 (xix)) FORM FOR SUB MISSION OF UNDERTAKING AND PAYMENT OF FEES Dated†¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦ To The Secretary Dhaka Stock Exchange Limited Dhaka.Dear Sir, Re: LISTING ON THE STOCK EXCHANGE With reference to our listing application under Section 9 of the Securities and Exchange Ordinance, 1969, we enclose herewith the following: (1) An unconditional undertaking under the Common Seal of the company duly signed in accordance with the provisions contained in our Articles of Association. (2) A remittance of TK. †¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦. toward initial Listing Fee at the rate of one-forth of one percent of the Paid-up Capital, Debenture and share Premium of TK†¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦. subject to a minimum of Taka ten thousand. (3) A remittance of TK. †¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦. toward annual Listing Fee. (4) A remittance of TK. †¦Ã ¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦. toward the service charge. Yours faithfully SIGNATURE & ADDRESS ANNEXURE TO FORM II FORM OF UNCONDITIONAL UNDERTAKING ON NON-JUDICIAL STAMP PAPER (See Regulation 5) Dated†¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦Ã¢â‚¬ ¦. To The Secretary Dhaka Stock Exchange Limited Dhaka.Dear Sir, UNDERTAKING We undertake, unconditionally, to abide by the listing Regulations of the Dhaka Stock Exchange Limited which presently are, or hereinafter may be in force. We further undertake: (1) That our shares and securities shall be quoted on the Ready Quotation List and / or the Cleared List at the discretion of the Exchange. (2) That the Exchange shall not be bound by our request to remove the shares or securities from the ready Quotation List and / or the Cleared List. (3) That the Exchange shall have the right, at any time to suspend or remove the said shares or securities for any reason which the Exchange considers sufficient in public interest. (4) That such provisions in the Articles of Association of our Company or in any declaration or basis relating to any security as are or otherwise not deemed y the Exchange to be in conformity with the listing Regulations of the Exchange shall, upon being called upon by the Exchange, be amended to supersede the Articles of Association of our company or the declaration or basis relating to any security ; and (5) That our company and / or the security may be delisted by the Exchange in the event of non-compliance and breach of the Regulations and / or of this undertaking after giving an opportunity of being heard to us. Yours faithfully, NAME AND SIGNATURE OF AUTHORISED PERSON (S) WITH COMMON SEAL OF THE COMPANY Schedule (See regulation 44) EXPLANATION OF EXCHANGE DISCLOSURE POLICIES 1. Policy of immediate public Disclosure of Material Information (i) Ques. What standards should be employed to determine whether disclosure should be made?Ans: Immediate disclosure should be ma de of information about a company’s affairs or about events or conditions in market for the company’s securities which meets either of the following standards; (a) (b) Where the information is likely to have a significant effect on the price of any of the company’s securities, or Where such information (after any necessary interpretation by securities analyst or other experts) is likely to be considered important, by a reasonable investor in determining his choice of action. (ii) Ques. What kind of information about a company’s affairs should be disclosed? Ans: Any material information of a factual nature that has a bearing on the value of a company’s securities or on investor decisions as to whether or not to invest or trade in such securities.Included is information, known to the company, concerning the company’s property, business financial conditions and prospects, mergers and acquisitions and dealings with employees, suppliers, customer s and others as well as information concerning a significant change in ownership of the company’s securities owned by insiders or representing control of the company. The Exchange does not normally consider disclosure of a company’s internal estimates or projections of its earning or of other data relating to its affairs to be necessary. If such estimates or projections are released, they should be prepared carefully, on an reasonable factual basis and should be stated realistically, with appropriate qualifications.Moreover, if such estimates or projections subsequently appear to have been mistaken, they should be promptly and publicly corrected. (iii) Ques. What kind of events and conditions in the market for a company’s securities may require disclosure? Ans. The price of a company’s securities, as well as a reasonable investor’s decision whether to buy or sell those securities, may be affected as much by factors directly concerning the market fo r the securities as by factors concerning the Company’s business. Factors directly concerning the market for a Company’s securities, or events materially affecting the size of the â€Å"Public issue† of its securities.While, as is noted above; a company is expected to make appropriate disclosure about significant change in insider ownership of its securities, the company should not indiscriminately disclose publicly any knowledge it has of the trading activities of outsiders, such as trading by unit trusts or other institutions, for outsiders normally have a legitimate interest in preserving the confidentiality of their securities transactions. (iv) Ques. What are some specific examples of a company’s affairs or market conditions typically requiring disclosure? Ans. The following events, while not comprising a complete list of all the situations which may require disclosure are particularly likely to require prompt announcement: (a) a joint venture, merge rs, acquisitions or take overs. b) the declaration or omission of dividends or the determination of earnings. (c) the acquisition or loss of a significant contract. (d) a significant new product or discovery. (e) a change in control or a significant change in management. (f) a call of securities for redemption. (g) the borrowing of a significant amount of funds. (h) the public private sale of significant amount of additional securities. (i) significant litigation (j) the purchase or sale of significant assets. (k) a significant change in capital investment plans. (l) a significant labor dispute with sub-contractors or suppliers. (m) a tender offer for another company’s securities. (n) an event of default on nterest and/or principal payment in respect of loans (v) Ques. When may a company properly withhold information? Ans. Occasionally, circumstances arise in which provided that complete confidentiality is maintained a company may temporarily refrain from publicly disclosing material information. The following circumstances where disclosures can be withheld are limited and constitute an infrequent exception to the normal requirement of immediate public disclosure. Thus, in cases of doubt, the presumption must always be in favor of disclosure: (a) When immediate disclosure would prejudice the ability of the company to pursue its corporate objectives.Although public disclosure is generally necessary to protect the interest of investors, circumstances may occasionally arise where disclosure would prejudice a company’s ability to achieve a valid corporate objective. Public disclosure of plan to acquire certain real state for example, could result in an increase in the company cost of the desired acquisition or could prevent the company from carrying out the plan at all. In such circumstances, if the unfavorable result to the company outweighs the undesirable consequences of non-disclosure, disclosure may properly be deferred to a more appropriate tim e. (b) When the facts are in a state of flux and a more appropriate moment for disclosure is imminent.Occasionally corporate developments give rise to information which, although material, is subject to rapid change. If the situation is about to stabilise or resolve itself in the near future, it may be proper to withhold public announcements concerning the same subject but based on changing facts may confuse or mislead the public rather than enlighten it. In the course of a successful negotiation for the acquisition of another company, for example, the only information known to each party at the outset may be the willingness of the other to hold discussions. Shortly thereafter it may become apparent to the parties that it is likely an agreement can be reached. Finally, agreement in principle may be reached on specific terms.In such circumstances a company need not issue a public announcement at each stage of constantly changing facts but may await agreement in principle on specific terms. If, on the other hand, progress in negotiation should stabilise at some other point, disclosure should then be made if the information is material. Whenever the material information is being temporarily withheld, the strictest confidentiality must be maintained, and the company should be prepared to make an immediate public announcement, if necessary. During this period, the market action of the company’s securities should be closely watched, since unusual market activity frequently signifies that a â€Å"Leak† may have occurred.Company or securities laws may restrict the extent of permissible disclosures before or during a public offering of securities or a solicitation of proxies. (vi) Ques. What action is required if rumors occur while material information is being temporarily withheld? Ans: If rumours concerning such information should develop, immediate public disclosure becomes necessary. (vii) Ques. What action is required if insider trading occurs while material information is being temporarily withheld? Ans. Immediate public disclosure of the information is question must be effective if the company should learn that insider trading has taken or is taking place.In unusual cases, where the trading is insignificant and does not have any influence on the market measures sufficient to halt the insider trading and prevent its recurrence are taken exceptions might be made which should be discussed with the Exchange. The Exchange listing department can provide current information regarding market activity in the Company’s is securities with which to help assess the significance of such trading. (viii) Ques. How can confidentiality best be maintained? Ans. In formation, that is to be kept confidential should be confined, to the extent possible to the highest possible echelons of management and should be disclosed to officers, employees and other on a need to know basis only. Distribution of paper work and other data should be held t o a minimum.Where information must be disclosed more broadly to company personnel or others, their attention should be drawn to its confidential nature and to the restrictions that apply to its use, including the prohibitions of insider trading. It may be appropriate to require each person who gains access to the information to report any transaction which affects in the company‘s securities to the company. If company’s accountants or financial or public relations advisers or other outsiders are consulted, steps should be taken to ensure that they maintain similar precautions within their respective organizations to maintain confidentiality. (2) policy of through public Dissemination (i) Ques.What special disclosure techniques should a company employ? Ans. The steps requires are as foll