Corporation Law Case Study

Corporation Law Case Study 1. What common law duty and statutory duty if any has Julian breached? In the case involved, Julian had definitely breached his common, as well as statutory duties as a Director of Property Developments Ltd when he intentionally disclosed a confidential information, the bidding prices of various interested architectural firms, to his brother Raphael. More so, his failure to disclose to the Board that Raphael who will submit a tender is an act of dishonesty and bad faith. Common law provides that due to the fiduciary role of directors in the company, they have a duty not to abuse any confidential information that they knew or acquire as a consequence of their position. In Thomas Marshall (Exports) Ltd v Guinle [1979] Ch 227., the Court states that it is a breach of duty if a Director would be disclosing details of the companys clients or suppliers in situations where such information would be considered to have been given in confidence. That in the case sample, it was clear that Julian who was in charge of the tender process, intentionally discloses the bidding prices of the various interested firms so that his brother could make a better bidding price. More so, Julian also violated Section 183 of the Corporations Act 2001 Use of Information. Under the said proviso, it states that: A person who obtains information because they are, or have been, a director or other officer or employee of a corporation must not improperly use the information to: (a) gain an advantage for themselves or someone else; or (b) cause detriment to the corporation. A person who obtains information because they are, or have been, a director of a corporation must not improperly use the information to gain an advantage for themselves or someone else, or cause detriment to the corporation. (s 183 Corporations Act 2001 (Cth)). Another duty that Julian breached is his failure to disclose that his brother will submit a tender whom he initially informed of the bidding prices of his brothers counterparts. Directors have a duty not to have a personal interest in a transaction with the company. A director will breach this duty where he or she enters into a contract with the company either directly (by personally contracting with the company) or indirectly (such as where the director is both a director and shareholder of another company which contracts with the first company of which he/she is a director).[1] Another qualification to the duty to avoid conflicts of interest is where a director makes  fulldisclosure of the nature of his or her interest in the transaction to members of the  company at a general meeting, and the transaction is approved by ordinary resolution.[2] Julian breached his duty to act in good faith because he leaked the information to his brother and did not disclosed his relationship with Raphael to the Board. 2. What common law or statutory duty have Sol and Daniel breached? A director or other officer of a corporation must exercise their powers and discharge their duties with the degree of care and diligence. (Section 180-Corporations Act 2001). Directors are required to make an informed and independent judgement on decisions put to the board of directors[3], and are required to place themselves in a position to guide the company and monitor its management.[4] As directors, Sol and Daniel should have verified or put queries to the proposed land to be acquired by the company. It is their basic duty to know the value of the land and how to finance the acquisition as the interest of the company is at stake in the situation. In Land Credit Company of Ireland v Lord Fermoy, 771, Lord Hatherly states, it would be carrying the doctrine of liability too far to say that directors are liable for negligence, not because they did not ask whether [the borrowers] were solvent and respectable, but because they did not inquire what they were going to do with the money. Applying the afore stated doctrine, it laid that Sol and Daniel failed to observe their common and statutory duty to act with care and diligence. 3. If the directors have breached their duties do any of them have a defence and if not what are the consequences for them? Julian can be slapped with civil and criminal charges because of his acts. In the case sample, he breached his duties to act in good faith, not to make improper of position and not to make improper use of information. Julian can hardly have a defence on his side if his acts are discovered. As to Sol and Daniel they can be charged with civil offense for acting without care and diligence. However, both can make a defence that they did not acted in bad faith as they are in honest belief that the deal was proper and most importantly it did not put the company into disadvantageous position. If proven guilty, Julian, Sol, and, Daniel could be fined up to A$ 200,000.00, or ordered to be disqualified as director as their civil liabilities. As to the criminal liability of Julian he could face an imprisonment up to five (5) years or a fine of A$ 200,000.00 or both. References Corporations Act 2001 pwc.com.au. A guide to directors duties and responsibilities for non-listed public companies and proprietary companies in Australia Ian M Ramsay 1997, Corporate Governance and the Duties of Company Directors. The Centre for Corporate Law and Securities Regulation Faculty of Law The University of Melbourne [1] South Australia v Clark (1996) 14 ACLC 1019. [2] Woolworths Ltd v Kelly [1991] 22 NSWLR 189 [3]AWA Ltd v Daniels (t/as Deloitte Haskins Sells) (1992) 7 ACSR 759 [4] Daniels (formerly practising as Deloitte Haskins Sells) v Anderson (1995) 37 NSWLR 438

Hindrance to Effective Communication Essay

New technology such as smart phones should be a great asset and a powerful aid to helping us work more efficiently. We can respond to urgent emails on the go, refer to useful websites and look up quick facts. However, these gadgets, as well helping us, can also prove to be a hindrance providing information overload and constant interruptions. We receive so many emails and are exposed to so much information that it can be hard to distil what is actually important and what isn’t. We fill our brains with clutter and lose the ability to focus on our priorities and spend our time responding to trivial emails. We think we are multi-tasking but actually we are becoming less productive. We read each email but don’t always process the information we need. As a result, we risk irritating the sender by asking them to remind us what they said or to send the email again. More worryingly, we allow ourselves to be distracted from more important tasks by the seeming urgency of each email that comes in. This information overload doesn’t only impact the way we process information ourselves but can also have a negative impact on the way others perceive us. It is all too easy to give the impression that you are not listening to the other person. It can be quite obvious even on the telephone that you are distracted by your inbox rather than giving the speaker your full attention. In a face-to-face meeting, of course, it is only too apparent when the person you are talking to is distracted by their smart phone rather than focusing on the content of the meeting. In the past several years, texting and instant messaging have become phenomena that few of us have been able to escape. Though most popular with the younger generations, it is becoming increasingly common to see people of all ages absorbed in silent conversations on their cell phones. The availability of constant, instant communication makes many people feel connected to their friends in ways they never were before. But do these printed messages and instant responses help or hinder us socially? The instant messaging fad brought abbreviations such as â€Å"LOL† (Laugh Out Loud) and â€Å"BRB† (Be Right Back) into our language as commonly accepted â€Å"words.† The younger generations chatted happily in this new â€Å"language† while everyone else struggled to understand what â€Å"BTW† (By the Way) and â€Å"IDK† (I Don’t Know) meant. This phenomenon spread over into texting as children as young as five received the latest models of cell phones to communicate with their friends and family. Though everyone with a cell phone is clearly well-connected to other people, the question remains whether engaging in such constant, abbreviated communication is a help or a hindrance in personal relationship skills. Over the past decade there has been a dramatic difference in the attitudes and communication styles of the younger generations, but how much of this change has been compounded by the lack of face to face communication advocated by the texting craze? There is no way to tell for certain whether texting and instant messaging have actually caused the breakdown of one-on-one, face-to-face communication with people, but I believe it has not helped. Instead of using cell phones as a mere communication tool, many young people view them as a necessity they could not possibly live without. We have all seen people glued to their phones, their fingers flying over the keys as they stand in line at the store, or are walk down the mall, and even frighteningly enough, while they are driving. In one case, a pair of girls walking together in the mall admitted that they were texting each other! I have even been engaged in a conversation with someone when they whipped out their phone to send a text message to someone else! Is this the kind of society we are encouraging by allowing young people to be so dependent on their phones? A society where face to face communication all but ceases to exist in place of disembodied text messages, even when the person you are talking to is standing beside you? It may be true that the people sending and receiving those text messages are communicating with each other, but what does it say to the people who are actually physically around them? What happened to the days when you could walk through the store and complete strangers would smile and greet you as you passed? Have the basic societal manners of years gone by disappeared for good? Using cell phones to talk or text is not a bad thing in itself. However, it is my opinion that certain rules of etiquette should be applied when using them in order to maintain a respectful relationship with everyone you are in contact with. Being glued to your cell phone puts off a very distinct signal that you are unavailable and unapproachable to everyone around you. If you text a friend while talking to someone else you are telling the person in front of you that the friend is more important than they are. Bad grammar and spelling are also compounded by electronic communication. Constantly using abbreviations and fragments in instant communication ingrains these bad habits into a person. English teachers have always struggled to encourage correct spelling and grammar in their students. Now, with texting and instant messaging becoming so prevalent, their jobs are that much harder. And it is not just in the classroom where spelling and grammar have fallen by the wayside. Businesses who are interested in maintaining a high level of professionalism are often hard-pressed to find applicants who can spell, speak, and write properly. So, what can we do to help those people who are addicted to their phones remember that there is more to life than texting and instant messaging? I believe that parents should try to encourage their teenagers to talk on the phone for long conversations, rather than texting back and forth 500 times. Doing so will help teens develop real conversation skills which are not possible in the lingo of texting. Also, everyone should be encouraged to give their full attention to the person they are talking to. If you are engaged in a conversation with someone who starts texting some0one else, kindly ask them to finish talking with you first. If they refuse, simply walk away. I have used this method myself very effectively. Usually, if the person cares about you at all, they will realize how rude their behavior is. So, is texting and instant messaging a help or a hindrance? I believe it is both. Texting and instant messaging can be wonderful forms of communication when implemented correctly, but they can also be abused and have adverse effects. People of all ages need to realize that moderation is the key when using alternate forms of communication. By understanding when these forms are appropriate and when they are not, people can gain valuable communication skills, be more likely to absorb correct spelling and grammar principles, be more productive in the business world and appear far more approachable to the world in general. Since society as a whole is becoming increasingly dependent on the instant communication provided by cell phones, I believe that we must all do what we can to engage in respectful behavior ourselves and encourage it in others. Excellent communication, proper grammar and spelling do not have to be things of ages past. With a little effort and encouragement we can all help ensure that these important values of yesteryears are around for future generations. Texting is the preferred method of communication for young people. According to an article by Mike Flacy, DigitalTrends, â€Å"One in ten young adults between the ages of 18 to 24 report that they send or receive at least 200 text messages per day (approximately 6,000 messages per month). The next age group, 25-34 year olds, typically average about 42 texts per day and this trend continues to decrease down to about 5 texts a day for the 65 and older group.† 200 text messages per day? Do they have time to do anything else in life? Will these young adults get carpal tunnel syndrome of the thumbs? Do you prefer to text rather than talk? According to the survey, â€Å"Most people are too occupied and busy in today’s world that they hardly get enough time to have an elaborated conversation on phone, and hence prefer to communicate via text.† I can see the attraction to texting, however I do like to hear a person’s voice. The emotions and flavor of the conversation can be misunderstood more easily through texting. After all, you can’t hear the sighs and laughter while texting. Yes, you can text little acronyms like â€Å"LOL† and put little smiley faces in your text, but sarcasm and irony are lost in texting. I do like to get little morning text messages from my friends far away, and it is how I communicate with my son most of the time. But I would have to say, my preferred method of communication is voice or Skype. With texting taking over, hands-free devices are even more important. Many of the Smartphones have the capability of translating voice into text to send text messages without typing. A good quality Bluetooth headset with noise canceling makes this process much better. Do you have a Bluetooth mobile headset? I have a Droid X, which is a bit cumbersome to hold up to your ear to talk. I love having my Bluetooth headset to use, especially for multitasking around the house while talking on the phone. And of course with more and more states requiring hands-free devices while driving, a good headset is essential. Do you have one? What’s your favorite? Meanwhile, don’t get into any thumb wrestling contest with anyone under 30 years of age. You KNOW their thumbs are agile and strong from texting a bazillion words per minute.

Theories of Social Inequality Essay - 881 Words

Theories of Social Inequality In briefly evaluating the classical and modern explanations of social inequality, it is essential that we step outside the realm of our own lives, class position, and discard any assumptions we might have about the nature of inequality. This process of critical pedagogy allows us to view our world, not from our perspective, but from a wider, more critical analysis of inequalitys nature. Also, it should be considered within this wider perspective that all theories of inequality have a class perspective, where the theorist, based on the position their theory takes, is making claims from (or for) a particular class (whether they want to or not). With this in mind, it seems that most of these theories come†¦show more content†¦Within this structure, Weber describes there being three dimensions of inequality: class (which correlates with the economy), status (which correlates with the social aspects of society), and party (which correlates with the political aspects of society). I believe most of the modern explanations of inequality, at most, help build upon Webers general theories, and at least, reflect the same elitist pessimism that Weber also holds. The dual-labor market thesis contends that there are two labor markets (in terms of income), in which the higher income market is of primary importance and the lower income market is of secondary importance. This tries to justify those people within high power positions by (somehow) trying to prove that our system is objectively rewarding higher incomes to professions that have higher social importance than lower income professions. 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The Republicans Fight For Economic Justice And Security

Ideologies are referred as a set of ideas and values that provides a base for organised political action. They justify and influence the different theories of society and human nature. Ideologies have a big impact on policy making. Democratic and Republican parties differ on their ideologies and values, therefore, impacting policy formulation. Democrats fight for economic justice and security in the U.S. and global economies. For example, fairness is the core principle for the Congressional progressive caucus. It also embodies national priorities that are consistent with the values, needs, and hopes of all our people, not just the powerful and the privilege. They want to invest in America and create new jobs in the U.S. by building more affordable housing, re-building America’s schools and physical infrastructure, cleaning up our environment, and improving homeland security. They also want to ensure working families can live above the poverty line and with dignity by raising and indexing the minimum wage. Whereas the Republicans believe they shouldn’t be spending money on the homeless. Conservatives believe that giving away handouts decreases incentives to work and that, generally, welfare is the enemy of freedom. As a result, The House bill was an attempt to end the Housing Trust Fund. Housing is a human ri ght and people should not have to live in poor conditions. I know someone that was homeless when he was young and that alone affected his mental health because of theShow MoreRelatedDemocrats and Republicans: Is There a Difference? Essay1649 Words   |  7 PagesEveryone has heard the following words at one time or another Democrats are liberal, while Republicans are Conservative. Is this really true? In order to resolve this question, two questions must be answered, what do the two terms mean? What is liberal and what is Conservative? 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