In-House Communitytm of IN-HOUSE LEGAL & COMPLIANCE PROFESSIONALS ALONG the NEW SILK ROAD (ASIA-MENA)
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DOES CORPORATE GOVERNANCE MATTER IN THE MARKET RESPONSE TO MERGER ANNOUNCEMENTS? Evidence from the U.S. and Germany Paul Lowengrub,a Torsten Luedecke,b and Michael Melvinc April 2004 ________________________________________________________________________ German executives can make misleading statements regarding merger activities while U.S. executives must either state “no comment” or provide a truthful statement. Do these differences in corporate governance standards cause differences in the market response to merger announcements? A sample of German and U.S. firms that announced acquisition plans between 1995 and 1999 suggests that for smaller firms, merger news has no significant impact on cumulative abnormal returns for German firms but a significant positive impact for U.S. firms. Large German firms, however, have similar experiences to large U.S. firms, as do German firms listed on a U.S. stock exchange, which require greater disclosure requirements. Aside from the smaller-firm effect, the evidence is consistent with no price-relevant differences arising from the differences in corporate governance rules. JEL Classification: G34 _______________________________________________________________________ aCapAnalysis, Washington, D.C., USA bUniversity of Karlsruhe (TH), Karlsruhe, Germany cArizona State University, Tempe, Arizona, USA 1 DOES CORPORATE GOVERNANCE MATTER IN THE MARKET RESPONSE TO MERGER ANNOUNCEMENTS? Evidence from the U.S. and Germany I. INTRODUCTION This paper addresses the following question: Does the market response to a merger announcement depend upon the regulations applying to corporate disclosure? Cross-country differences in securities laws and enforcement result in countries where firm executives must answer public questions about merger talks truthfully or else offer “no comment” while in other countries it is possible to make statements that the public may view as misleading. -
Design Innovation Unrivaled Experience Proven
ChartLNGIcover-9-15-OP.pdf 1 9/9/2015 3:32:28 PM LN G INDUSTRY | October 2015 October 2015 C M Y CM MY CY CMY K DESIGN INNOVATION UNRIVALED EXPERIENCE www. PROVEN PERFORMANCE lngindustry .com ENERGY for life “The light and energy of Seoul ignites great ideas.” Mina Cheon - Artist Energy powers our world, it enriches our lives. Korean artist Mina Cheon uses energy as an inspiration for her art. It fuels her imagination. RasGas provides clean, reliable energy for Qatar and the world. Energy for Life. South Korea RG_KoreaA3E-Adi.indd 2 9/15/15 12:12 PM ENERGY for life “The light and energy of Seoul ignites great ideas.” Mina Cheon - Artist Energy powers our world, it enriches our lives. Korean artist Mina Cheon uses energy as an inspiration for her art. It fuels her imagination. RasGas provides clean, reliable energy for Qatar and the world. Energy for Life. South Korea RG_KoreaA3E-Adi.indd 2 9/15/15 12:12 PM Modular, scalable, cleaner energy. Fueling the future of natural gas. A skid-mounted, plug-n-play natural gas liquefaction plant that provides a cleaner more abundant LNG fuel source for remote locations. GE’s small scale LNG plants mean faster commissioning times and reduced installation costs. Imagination at work. www.geoilandgas.com/smallscalelng ISSN 1747-1826 CONTENTS2015 OCTOBER 05 Comment 81 A helpful tool 07 LNG news Bjarte Lund, Kyma a.s, Norway, introduces a software module to help optimise the efficiency on DFDE LNG carriers. 14 Looking for growth 87 Working together Mike Johnston, T.A. -
Annual Report 2017 WISON ENGINEERING SERVICES CO
CONTENTS 2 Corporate Information 4 Financial Summary 6 Business Overview 14 Management Discussion and Analysis 21 Biographies of the Directors and Senior Management 27 Report of the Directors 44 Corporate Governance Report 52 Independent Auditor’s Report 57 Consolidated Statement of Profit or Loss 58 Consolidated Statement of Comprehensive Income 59 Consolidated Statement of Financial Position 61 Consolidated Statement of Changes in Equity 62 Consolidated Statement of Cash Flows 64 Notes to Financial Statements Corporate Information BOARD OF DIRECTORS REMUNERATION COMMITTEE Executive Directors Mr. Feng Guohua (Chairman) Ms. Rong Wei (Chief Executive Officer) Mr. Lawrence Lee Mr. Zhou Hongliang Mr. Tang Shisheng Mr. Li Zhiyong Mr. Dong Hua GLOBAL HEADQUARTERS, PRINCIPAL PLACE OF BUSINESS AND HEAD OFFICE IN THE PRC Independent Non-executive Directors Mr. Lawrence Lee 699 Zhongke Road Mr. Tang Shisheng Zhangjiang Hi-Tech Park Mr. Feng Guohua Pudong New Area Shanghai 201210 AUDIT COMMITTEE PRC Mr. Lawrence Lee (Chairman) PRINCIPAL SHARE REGISTRAR AND Mr. Feng Guohua TRANSFER OFFICE Mr. Tang Shisheng Estera Trust (Cayman) Ltd. NOMINATION COMMITTEE P.O. Box 1350 Clifton House Mr. Tang Shisheng (Chairman) 75 Fort Street Mr. Feng Guohua Grand Cayman KY1-1108 Mr. Lawrence Lee Cayman Islands Annual Report 2017 WISON ENGINEERING SERVICES CO. LTD. 03 Corporate Information HONG KONG SHARE REGISTRAR REGISTERED OFFICE Computershare Hong Kong Investor Services Limited P.O. Box 1350 Shops 1712–1716, 17/F, Hopewell Centre Clifton House 183 Queen’s Road East 75 Fort Street Wan Chai Grand Cayman KY1-1108 Hong Kong Cayman Islands COMPANY SECRETARY PRINCIPAL PLACE OF BUSINESS IN HONG KONG Ms. Luk Wai Mei Room 5408 AUTHORISED REPRESENTATIVES 54th Floor Central Plaza Mr. -
IJBEM-2017-4(4)-82-94.Pdf
International Journal of Business, Economics and Management 2017 Vol. 4, No. 4, pp. 82-94 ISSN(e): 2312-0916 ISSN(p): 2312-5772 DOI: 10.18488/journal.62.2017.44.82.94 © 2017 Conscientia Beam. All Rights Reserved. IMPLICATIONS OF ACCOUNTANTS’ UNETHICAL BEHAVIOR AND CORPORATE FAILURES Udeme Enobong 1Faculty of Social and Management Sciences Department of Accounting Eshiet1 Akwa Ibom State University Obio Akpa Campus Akwa Ibom State Nigeria ABSTRACT Article History Purpose/objective: Emphasis on short term profit and share prices as criteria for the Received: 19 November 2015 determination of business success have led to attrition of stakeholder trust and Revised: 23 June 2016 Accepted: 22 March 2017 unlocked the doors for unethical conducts by professional accountants. Acceptable Published: 3 August 2017 ethics and encounters of accountants are very critical in the global market place. This study was undertaken to advocate high ethical practices by accountants to protect the interest of the stakeholders. Methodology/approach: A literature review of fifteen Keywords scholarly peer-reviewed journal articles on corporate scandals caused by unethical Accounting profession behaviors of corporate leaders and accountants. Findings: (1) Unethical practiced by Accountants Corporate failures accountants have unintended consequences globally; (2) The accounting profession has Ethics suffered severe image damages as a result of unethical behaviors by corrupt Reorganization Tyco international accountants; (3) Unethical behaviors by accountants significantly contributed to the Stakeholders. global corporate scandals, the Nigerian banking sector reorganization, and the extinction of some global companies from 2002 - 2009; (4) With the right corrective measures, organizations plagued with scandals can survive ethical challenges; (5) Audit committees oversight functions are critical in preventing corporate scandals; (6) (Un) ethical behaviors by professional accountants, organizational leaders is a tenable leadership theory. -
Does Economics and Business Education Wash Away Moral Judgment Competence?
J Bus Ethics DOI 10.1007/s10551-016-3142-6 Does Economics and Business Education Wash Away Moral Judgment Competence? 1 1 2 Katrin Hummel • Dieter Pfaff • Katja Rost Received: 30 October 2015 / Accepted: 21 March 2016 Ó Springer Science+Business Media Dordrecht 2016 Abstract In view of the numerous accounting and cor- Keywords Economics and business education Á Moral porate scandals associated with various forms of moral judgment competence Á Moral reasoning Á Self-selection misconduct and the recent financial crisis, economics and effect Á Treatment effect business programs are often accused of actively con- tributing to the amoral decision making of their graduates. Abbreviations It is argued that theories and ideas taught at universities CMD Cognitive moral development engender moral misbehavior among some managers, as DIT Defining issues test these theories mainly focus on the primacy of profit-max- MJC Moral judgment competence imization and typically neglect the ethical and moral MCT Moral competence test dimensions of decision making. To investigate this criti- cism, two overlapping effects must be disentangled: the self-selection effect and the treatment effect. Drawing on Introduction the concept of moral judgment competence, we empirically examine this question with a sample of 1773 bachelor’s The recent economic and financial crisis as well as and 501 master’s students. Our results reveal that there is accounting and corporate scandals over the last decades neither a self-selection nor a treatment effect for economics such as Enron (2001), WorldCom (2002), Global Crossing/ and business studies. Moreover, our results indicate that— Qwest (2002), Merck & Co. (2002), AOL Time Warner regardless of the course of studies—university education in (2002), Tyco International (2002), Computer Associates general does not seem to foster students’ moral (2004), Swissair (2001), Ahold (2003), YLine (2003), development. -
Wison Engineering Services Co. Ltd. a New Voyage , a Tech-Driven
Interim Report 2019 A New Voyage , A Tech-Driven Venture Interim Report 中報 Wison Engineering Services Co. Ltd. (Incorporated in the Cayman Islands with limited liability Stock Code: 2236) Corporate Information Business Overview Management Discussion and Analysis Other Information Unaudited Financial Statements Interim Report 2019 Wison Engineering Services Co. Ltd. Corporate Information Corporate Information 2 Interim Report 2019 Wison Engineering Services Co. Ltd. Corporate Information Corporate Information Board of Directors Remuneration Committee Executive Directors Mr. Feng Guohua (Chairman) Ms. Rong Wei (Chief Executive Officer) Mr. Lawrence Lee Mr. Zhou Hongliang Mr. Tang Shisheng Mr. Li Zhiyong Mr. Dong Hua Global Headquarters, Principal Place of Business and Head Office in the PRC Independent Non-executive Directors Mr. Lawrence Lee 633 Zhongke Road Mr. Feng Guohua Zhangjiang Hi-Tech Park Mr. Tang Shisheng Pudong New Area Shanghai 201210 Audit Committee PRC Mr. Lawrence Lee (Chairman) Principal Share Registrar and Transfer Mr. Feng Guohua Office Mr. Tang Shisheng Conyers Trust Company (Cayman) Limited Nomination Committee Cricket Square Hutchins Drive Mr. Tang Shisheng (Chairman) P.O. Box 2681 Mr. Feng Guohua Grand Cayman, KY1-1111 Mr. Lawrence Lee Cayman Islands 3 Interim Report 2019 Wison Engineering Services Co. Ltd. Corporate Information Hong Kong Share Registrar Registered Office Computershare Hong Kong Investor Services Limited Cricket Square Shops 1712–1716, 17/F, Hopewell Centre Hutchins Drive 183 Queen’s Road East P.O. Box 2681 Wan Chai Grand Cayman, KY1-1111 Hong Kong Cayman Islands Company Secretary Principal Place of Business in Hong Kong Ms. Luk Wai Mei Room 5408 54th Floor Authorised Representatives Central Plaza 18 Harbour Road Mr. -
The Pattern of Fraudulent Accounting : Ethics, External Auditing and Internal Whistle-Blowing Process
Journal of Governance and Regulation / Volume 5, Issue 4, 2016 THE PATTERN OF FRAUDULENT ACCOUNTING : ETHICS, EXTERNAL AUDITING AND INTERNAL WHISTLE-BLOWING PROCESS Loredana Ferri Di Fabrizio * * University “Gabriele d’Annunzio”, Chieti-Pescara, Italy Abstract How to cite this paper: Ferri Di The ongoing debate in the literature centres on the compromised Fabrizio, L., (2017). The Pattern Of auditor’s independence in consequence of the relevant provisions Fraudulent Accounting : Ethics, External Auditing And Internal Whistle-Blowing perceived for non-audit services provided to the audited clients. Process. Journal of Governance and The accounting scandals that have occurred over the past two Regulation, 6(1), 12-25. decades show the lack of competence and independence of external http://dx.doi.org/10.22495/jgr_v6_i1_p2 auditors, who kept quite in the face of attempted frauds. The case Copyright © 2017 The Author of Tesco represents an undeniable example of the loss of auditor’s independence, who failed to detect accounting manipulation This work is licensed under the Creative Commons Attribution-NonCommercial confirming the importance of whistle-blowing procedures in 4.0 International License (CC BY-NC 4.0) disclosing concerns before they become serious problems. When http://creativecommons.org/licenses/b turnover occurs in CEOs it is more likely that a rotation in external y-nc/4.0/ auditors occurs as well. Finally, changes in top management enable ISSN Online: 2220-9352 whistle-blowing actions to be successful, interrupting the ISSN Print: 2306-6784 organization’s dependence on serious wrongdoings and preventing Received: 26.11.2016 a disastrous ending. The success of whistle-blowing in preventing Accepted: 20.12.2016 company failure makes it an effective instrument of сorporate пovernance. -
WISON ENGINEERING SERVICES CO. LTD. 惠 生 工 程 技 術 服 務 有 限 公 司 (Incorporated in the Cayman Islands with Limited Liability) (Stock Code: 2236)
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. WISON ENGINEERING SERVICES CO. LTD. 惠 生 工 程 技 術 服 務 有 限 公 司 (Incorporated in the Cayman Islands with limited liability) (Stock Code: 2236) CONTINUING CONNECTED TRANSACTIONS SERVICE AGREEMENT WITH WISON HOLDING The Board announces that on January 23, 2020, the Company entered into the Service Agreement with Wison Holding. Pursuant to the Service Agreement, the Group shall provide to Wison Group consulting, marketing and new business development services in oil and gas and petrochemical areas in relation to the current and proposed business operations of Wison Group, and Wison Group shall provide to the Group information technology services and legal and compliance services. The term of the Service Agreement commences on January 23, 2020 and expires on December 31, 2022. The fees payable to the Group by Wison Group and the fees payable by the Group to Wison Group under the Service Agreement are determined based on the amount of time incurred by the qualified personnel assigned to provide the relevant services at hourly rates determined with reference to market rates for the remuneration of such qualified personnel, plus out-of-pocket expenses and general and administrative expenses actually incurred. The annual caps for the fees receivable by the Group from Wison Group under the Service Agreement are RMB30,000,000, RMB30,000,000 and RMB30,000,000 for the years ending December 31, 2020, 2021 and 2022, respectively. -
Maersk Sustainability Report 2014
A.P. Møller - Mærsk A/S Sustainability Repor t 2014 3 CONTENTS Overview Unlocking Responsible Assurance and growth conduct performance data Introduction Enabling trade Workplace and Data 04 This is Maersk 10 Unlocking trade growth human rights 38 Performance on social, 05 Foreword by the CEO and opportunities for 18 How we integrate environmental and economic development human rights economic indicators Governance 20 Safety is a and materiality Measuring our continued priority Assurance 06 How we govern and report impacts on society 24 Developing a diverse 40 Independent on material issues 12 Understanding talent pipeline assurance report the impacts of trade 26 Working to ensure over- Delivering on our sight and consistency in sustainability strategy Climate change global labour relations 2014–2018 and energy efficiency 08 Our sustainability 14 Decoupling trade growth Environmental strategy from CO2 emissions performance 09 Group performance 28 Reducing our highlights Investing in education environmental impacts 16 Lifting local skills and 30 Mitigating oil spills development Promoting responsible business practices 31 Fighting corrupt behaviour and demands 34 Zooming in on critical suppliers 36 A responsible approach to tax Our approach to reporting Following G4 Sustainability Web-based sustainability reporting How we report on progress Reporting Guidelines The report covers all of the Maersk Throughout this publication, we report on Maersk uses the Global Reporting Initi- Group’s material sustainability issues. the progress made against targets and ative’s (GRI) G4 Sustainability Reporting In some places, references are made ambitions using the following categories: Guidelines to determine content and to further background information on quality in terms of materiality, stake- www.maersk.com. -
Creative Accounting, Fraud and International Accounting Scandals
Creative Accounting, Fraud and International Accounting Standards Michael Jones University of Bristol [email protected] 1 Overview • Based on Book: Creative Accounting, Fraud and International Accounting Scandals • Investigates nature of creative accounting and fraud • Examines history of accounting scandals • Looks at creative accounting, fraud and accounting scandals in 13 countries worldwide • Focus on political aspects 2 Creative Accounting 3 Two Quotes “How do you explain to an intelligent public that it is possible for two companies in the same industry to follow entirely different accounting principles and both get a true and fair audit report?” M. Lafferty “Every company in the country is fiddling its profits”. I. Griffiths 4 Definitions 1. Fair Presentation Using the flexibility within accounting to give a true and fair picture of the accounts so that they serve the interests of users 5 Definitions 2. Creative Accounting Using the flexibility within accounting to manage the measurement and presentation of the accounts so that they serve the interests of preparers 6 Definitions 3. Impression Management Using the flexibility of the accounts (especially narrative and graphs) to convey a more favourable view than is warranted of a company’s results serving the interests of preparers 7 Definitions 4. Fraud Stepping outside the Regulatory Framework deliberately to give a false picture of the accounts 8 Definitions No Flexibility to give Flexibility to Flexibility to Flexibility a “true and fair“ give a give a view creative view fraudulent view Regulatory Working within Working within Working framework regulatory regulatory framework outside eliminates framework to ensure to serve preparer’s regulatory accounting choice users’ interests interests framework Within regulatory framework Outside regulatory framework 9 Managerial Motivation 1. -
Process, Not Structure: an Organizational Behavior
SHARPE - JCI.DOC (DO NOT DELETE) 3/28/2012 8:12 PM ARTICLES PROCESS OVER STRUCTURE: AN ORGANIZATIONAL BEHAVIOR APPROACH TO IMPROVING CORPORATE BOARDS NICOLA FAITH SHARPE* ABSTRACT History has shown that the scholarly and regulatory focus on board composition and structure is a dangerously incomplete solution to the problems that have caused recent corporate failures. The media and corporate scholars have assigned much of the blame for the 2008 financial crisis and the Enron-era corporate scandals to corporate boards. The conventional diagnosis of these ills is that boards were largely at fault because they failed to effectively monitor corporate officers. Unfortunately the conventional diagnosis of the problem is incomplete and the policy prescriptions flowing from this faulty diagnosis are unlikely to address the very real problems that continue to plague corporate governance. * Associate Professor of Law and Richard W. and Marie L. Corman Scholar, University of Illinois College of Law. J.D., Yale University, M.B.A., Yale University, B.A. Cornell University. Email: [email protected]. © 2012 Nicola Faith Sharpe. For helpful comments and suggestions, I am grateful to Michael Abramowicz, Jena Martin Amerson, Lisa Fairfax, George Geis, Patrick Keenan, Donald Langevoort, Larry Ribstein, Usha Rodrigues, Arden Rowell, Jamelle Sharpe, Lynn Stout, Suja Thomas, Cindy Williams, and participants in the faculty workshops at the George Washington University Law School Center for Law, Economic, and Finance, Northwestern University School of Law, the University of Illinois College of Law, and Washington University in St. Louis School of Law. I would also like to thank participants in the Loyola University Chicago School of Law and Notre Dame Law School faculty workshops at which I presented some of the ideas found in this Article. -
People. Passion . Power
PEOPLE. PASSION. POWER. A Special Edition Generations People, passion, and power When you set out to write a book, you should always know why. Writing a book is a big job, especially when there is a big story to tell, like the one of innovation in ABB’s marine and ports business. When we decided to produce a spe- is our motivation, and the catalyst to cial edition of our annual publication growth in our industry. Generations, it was to acknowledge Though we live and work on the customers who have served as the leading edge, we recognise that our inspiration, to share the ABB spirit lessons learned along the way have of striving to learn, develop and innov- formed the foundation for ABB’s ate, but also to say thank you to the current success. By sharing these people who have worked to make our lessons, we hope to raise the under- success possible. standing of our unique approach to Innovation can be defined as marine and ports innovation. The mar- something original and more effective ine and ports segment also reflects and, as a consequence, something ABB’s corporate history, with its roots new that ‘breaks into’ the market. in the national industrial conglomer- Innovation can be viewed as the ap- ates of four countries, merging and plication of better solutions that meet emerging with the goal of becoming new requirements or market needs. ‘One ABB’. This is achieved through more effect- We hope you enjoy reading about ive products, processes, services, the remarkable people of ABB’s mar- technologies, and ideas.