3 At a recent international meeting of business leaders, Seamus O’Brien said that multi-jurisdictional attempts to
regulate corporate governance were futile because of differences in national culture. He drew particular attention to
the Organisation for Economic Co-operation and Development (OECD) and International Corporate Governance
Network (ICGN) codes, saying that they were, ‘silly attempts to harmonise practice’. He said that in some countries,
for example, there were ‘family reasons’ for making the chairman and chief executive the same person. In other
countries, he said, the separation of these roles seemed to work. Another delegate, Alliya Yongvanich, said that the
roles of chief executive and chairman should always be separated because of what she called ‘accountability to
shareholders’.
One delegate, Vincent Viola, said that the right approach was to allow each country to set up its own corporate
governance provisions. He said that it was suitable for some countries to produce and abide by their own ‘very
structured’ corporate governance provisions, but in some other parts of the world, the local culture was to allow what
he called, ‘local interpretation of the rules’. He said that some cultures valued highly structured governance systems
while others do not care as much.
Required:
(a) Explain the roles of the chairman in corporate governance. (5 marks)
第1题:
4 At an academic conference, a debate took place on the implementation of corporate governance practices in
developing countries. Professor James West from North America argued that one of the key needs for developing
countries was to implement rigorous systems of corporate governance to underpin investor confidence in businesses
in those countries. If they did not, he warned, there would be no lasting economic growth as potential foreign inward
investors would be discouraged from investing.
In reply, Professor Amy Leroi, herself from a developing country, reported that many developing countries are
discussing these issues at governmental level. One issue, she said, was about whether to adopt a rules-based or a
principles-based approach. She pointed to evidence highlighting a reduced number of small and medium sized initial
public offerings in New York compared to significant growth in London. She suggested that this change could be
attributed to the costs of complying with Sarbanes-Oxley in the United States and that over-regulation would be the
last thing that a developing country would need. She concluded that a principles-based approach, such as in the
United Kingdom, was preferable for developing countries.
Professor Leroi drew attention to an important section of the Sarbanes-Oxley Act to illustrate her point. The key
requirement of that section was to externally report on – and have attested (verified) – internal controls. This was, she
argued, far too ambitious for small and medium companies that tended to dominate the economies of developing
countries.
Professor West countered by saying that whilst Sarbanes-Oxley may have had some problems, it remained the case
that it regulated corporate governance in the ‘largest and most successful economy in the world’. He said that rules
will sometimes be hard to follow but that is no reason to abandon them in favour of what he referred to as ‘softer’
approaches.
(a) There are arguments for both rules and principles-based approaches to corporate governance.
Required:
(i) Describe the essential features of a rules-based approach to corporate governance; (3 marks)
第2题:
(d) The managing partner of HLP stated at a recent partners’ meeting that ‘every advisor should aim to ensure that
95% of all hours he/she works are billed to clients. This will ensure that we remain both profitable and
competitive’.
Required:
Discuss the statement of the managing partner, drawing attention to any concerns that you may have
regarding the statement. (6 marks)
第3题:
A. burst in
B. burst to
C. burst into
第4题:
INTERNATIONAL TRANSPORTATION Transportation plays an important part in international business because goods produced have to be delivered to the buyers abroad, and the delivery of goods is to be made possible by transportayion services. Goods are carried by several means of transportation - on road or rail, by sea or air.And in recent years,combined transportation which is a road-sea-rail carriage has appeared. With the expansion of international trade, the container service has become popular. The use of containers provides a highly effective form. of transportation by road, rail and sea. Basically, about 98% of world trade is carried out by sea transportation.Besides transportation by sea, road, or rail, nowadays in order to speed up delivery, carriage by air has also become popular.
1. Transportation plays an important part in international business because goods produced have to be sent to everywhere in the world.()
2. Usually goods are carried by many ways of transportation.()
3. In recent years, combined transportation which is a road-sea-rail carriage appeared.()
4. With the expansion of international trade, the container service has become popular.()
5. The use of containers gives a very helpful method of transportation by air.()
第5题:
A. Together with many other hardened sinners
B. To become a member of the church
C. Because he was regarded as a young sinner
D. Because he had broken religious laws
第6题:
Nine in ten parents said there were significant differences in their approach to educating their children compared with __ of their parents.
A. those B. one C. both D. that
第7题:
第8题:
第9题:
get top business positions
see through the glass ceiling
balance work and family
anticipate legal results
第10题:
To keep up with the trend.
To make the cards look fancy.
To distinguish themselves from others.
To vividly demonstrate the corporate culture.
第11题:
those
one
both
that
第12题:
women take the lead
men have the final say
corporate governance is overwhelmed
senior management is family-friendly
第13题:
(c) At a recent meeting of the board of directors, the managing director of Envico Ltd said that he considered it
essential to be able to assess the ‘value for money’ of each seminar. He suggested that the quality of the speakers
and the comfort of the seminar rooms were two assessment criteria that should be used in order to assess the
‘value for money’ of each seminar.
Required:
Discuss SIX separate and distinct assessment criteria (including those suggested by the managing director),
that would enable the management of Envico Ltd to assess the ‘value for money’ of each seminar.
(6 marks)
第14题:
2 Plaza, a limited liability company, is a major food retailer. Further to the success of its national supermarkets in the
late 1990s it has extended its operations throughout Europe and most recently to Asia, where it is expanding rapidly.
You are a manager in Andando, a firm of Chartered Certified Accountants. You have been approached by Duncan
Seymour, the chief finance officer of Plaza, to advise on a bid that Plaza is proposing to make for the purchase of
MCM. You have ascertained the following from a briefing note received from Duncan.
MCM provides training in management, communications and marketing to a wide range of corporate clients, including
multi-nationals. The ‘MCM’ name is well regarded in its areas of expertise. MCM is currently wholly-owned by
Frontiers, an international publisher of textbooks, whose shares are quoted on a recognised stock exchange. MCM
has a National and an International business.
The National business comprises 11 training centres. The audited financial statements show revenue of
$12·5 million and profit before taxation of $1·3 million for this geographic segment for the year to 31 December
2004. Most of the National business’s premises are owned or held on long leases. Trainers in the National business
are mainly full-time employees.
The International business has five training centres in Europe and Asia. For these segments, revenue amounted to
$6·3 million and profit before tax $2·4 million for the year to 31 December 2004. Most of the International business’s
premises are held on operating leases. International trade receivables at 31 December 2004 amounted to
$3·7 million. Although the International centres employ some full-time trainers, the majority of trainers provide their
services as freelance consultants.
Required:
(a) Define ‘due diligence’ and describe the nature and purpose of a due diligence review. (4 marks)
第15题:
A.why
B.for
C.as
D.because
第16题:
A.intrigued
B.introduced
C.informed
D.intervened
第17题:
He said the eighteenth and last lesson ____ quite easy.
A、is
B、was are
C、were
第18题:
第19题:
第20题:
第21题:
对
错
第22题:
第23题: