TQ Company, a listed company, recently went into administration (it had become insolvent and was being managed by a firm of insolvency practitioners). A group of shareholders expressed the belief that it was the chairman, Miss Heike Hoiku, who was primari

题目

TQ Company, a listed company, recently went into administration (it had become insolvent and was being managed by a firm of insolvency practitioners). A group of shareholders expressed the belief that it was the chairman, Miss Heike Hoiku, who was primarily to blame. Although the company’s management had made a number of strategic errors that brought about the company failure, the shareholders blamed the chairman for failing to hold senior management to account. In particular, they were angry that Miss Hoiku had not challenged chief executive Rupert Smith who was regarded by some as arrogant and domineering. Some said that Miss Hoiku was scared of Mr Smith.

Some shareholders wrote a letter to Miss Hoiku last year demanding that she hold Mr Smith to account for a number of previous strategic errors. They also asked her to explain why she had not warned of the strategic problems in her chairman’s statement in the annual report earlier in the year. In particular, they asked if she could remove Mr Smith from office for incompetence. Miss Hoiku replied saying that whilst she understood their concerns, it was difficult to remove a serving chief executive from office.

Some of the shareholders believed that Mr Smith may have performed better in his role had his reward package been better designed in the first place. There was previously a remuneration committee at TQ but when two of its four non-executive members left the company, they were not replaced and so the committee effectively collapsed.

Mr Smith was then able to propose his own remuneration package and Miss Hoiku did not feel able to refuse him.

He massively increased the proportion of the package that was basic salary and also awarded himself a new and much more expensive company car. Some shareholders regarded the car as ‘excessively’ expensive. In addition, suspecting that the company’s performance might deteriorate this year, he exercised all of his share options last year and immediately sold all of his shares in TQ Company.

It was noted that Mr Smith spent long periods of time travelling away on company business whilst less experienced directors struggled with implementing strategy at the company headquarters. This meant that operational procedures were often uncoordinated and this was one of the causes of the eventual strategic failure.

(a) Miss Hoiku stated that it was difficult to remove a serving chief executive from office.

Required:

(i) Explain the ways in which a company director can leave the service of a board. (4 marks)

(ii) Discuss Miss Hoiku’s statement that it is difficult to remove a serving chief executive from a board.

(4 marks)

(b) Assess, in the context of the case, the importance of the chairman’s statement to shareholders in TQ

Company’s annual report. (5 marks)

(c) Criticise the structure of the reward package that Mr Smith awarded himself. (4 marks)

(d) Criticise Miss Hoiku’s performance as chairman of TQ Company. (8 marks)


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  • 第1题:

    The finance director of Blod Co, Uma Thorton, has requested that your firm type the financial statements in the form

    to be presented to shareholders at the forthcoming company general meeting. Uma has also commented that the

    previous auditors did not use a liability disclaimer in their audit report, and would like more information about the use

    of liability disclaimer paragraphs.

    Required:

    (b) Discuss the ethical issues raised by the request for your firm to type the financial statements of Blod Co.

    (3 marks)


    正确答案:
    (b) It is not uncommon for audit firms to word process and typeset the financial statements of their clients, especially where the
    client is a relatively small entity, which may lack the resources and skills to perform. this task. It is not prohibited by ethical
    standards.
    However, there could be a perceived threat to independence, with risk magnified in the case of Blod Co, which is a listed
    company. The auditors could be perceived to be involved with the preparation of the financial statements of a listed client
    company, which is prohibited by ethical standards. IFAC’s Code of Ethics for Professional Accountants states that for a listed
    client, the audit firm should not be involved with the preparation of financial statements, which would create a self-review
    threat so severe that safeguards could not reduce the threat to an acceptable level. Although the typing of financial statements
    itself is not prohibited by ethical guidance, the risk is that providing such a service could be perceived to be an element of
    the preparation of the financial statements.
    It is possible that during the process of typing the financial statements, decisions and judgments would be made. This could
    be perceived as making management decisions in relation to the financial statements, a clear breach of independence.
    Therefore to eliminate any risk exposure, the prudent decision would be not to type the financial statements, ensuring that
    Blod Co appreciates the ethical problems that this would cause.
    Tutorial note: This is an area not specifically covered by ethical guides, where different audit firms may have different views
    on whether it is acceptable to provide a typing service for the financial statements of their clients. Credit will be awarded for
    sensible discussion of the issues raised bearing in mind other options for the audit firm, for example, it could be argued that
    it is acceptable to offer the typing service provided that it is performed by people independent of the audit team, and that
    the matter has been discussed with the audit committee/those charged with governance

  • 第2题:

    -But then we'll have to accept a Board of Directors chosen by our stockholders. Wouldn't that limit us in many ways? -Certainly. But if you consider the massive capital investment that we'll receive, you'll understand that this could take our company ------ .

    :A from being a big firm to being one of the medium-tier players ;

    B from being a medium-tier firm to being one of the big players ;

    C from being a medium-tier firm to being one of the small players


    参考答案:B

  • 第3题:

    听力原文:The owners of limited companies are people who have bought shares in the company.

    (6)

    A.The shareholders are the owners of limited companies.

    B.Shareholders deposit their money in the limited companies.

    C.The shareholders can sell shares of limited companies to the public.

    D.Shareholders of limited companies are able to make profits continuously.


    正确答案:A
    解析:单句意思为“有限公司的拥有者是那些购买公司股份的人”。

  • 第4题:

    The company_______the chairman’s new plan.

    A、adopted

    B、adapted

    C、carried

    D、elected


    参考答案:A

  • 第5题:

    Leafman Capital Purchases Josee Group
    Leafman Capital, a leading Canadian investment firm, announced today that it has completed
    its long-anticipated acquisition of Josee Group, a Paris-based hotel company. The deal has an esti-mated value of 350 million euros, according to Leafman Capital executives.
    The sale of the French-owned Josee Group to a Canadian firm has caused a great deal of con-troversy in France, the Josee Group owns 26 historic hotels in and around Paris, including the fa-mous Hotel Jean-Claude, which had hosted numerous prominent nineteenth-century French authors and political figures. Joseph Leafman, owner of Leafman Capital, announced that his firm would strive to retain the important historic heritage of the Hotel Jean-Claude but would make necessary renovations to modernize the heating and plumbing systems. In addition to the Hotel Jean-Claude, the Josee Group owns smaller hotels across France, including the Parisian Gateway and the Hotel Fanon, both considered among the finest examples of French architecture in the neoclassic style.
    Mr. Leafman said that his firm purchased the Josee Group as a means of diversifying its port-folio. He also plans to make additional purchase in Europe, which may include luxury hotels in Belgium, Germany, and Switzerland. Other assets recently purchased by Leafman Capital include high-rise apartment and office buildings in Thailand and the Philippines.
    According to the article, why has the sale of the Josee Group been considered controversial?

    A.It was sold for less than its estimated value
    B.Historic French properties were being sold to a foreign firm
    C.Employees of the Josee Group are expected to lose their jobs
    D.The sale was not made public until it had been finalized

    答案:B
    解析:
    从文章第二段第一句话中可以看出来。

  • 第6题:

    You work as a network exchange administrator at company.com.the company.com network currently consists of a single active directory forest containing a single domain named company.com.the company.com organization makes use of microsoft exchange server 2010 as their messaging solution.company.com has recently added a distribution group named king distribute.during the course of the business week you receive instruction from company.com to ensure that a user named rory allen is able to view and approve the messages sent to king distribute whilst also making sure that rory allen cannot make any changes to the membership of king distribute.what should you do?()

    • A、you should consider having the message tracking management role assigned to rory allen.
    • B、you should consider having rory allen added to the king distribute distribution list and create a new journal rule.
    • C、you should consider having rory allen added to the king distribute distribution group’s managed by list.
    • D、you should consider having rory allen assigned as a group moderator for the king distribute distribution group.

    正确答案:D

  • 第7题:

    A sportswear company recently had a visit from a sales rep of a well-known computer vendor. The sales rep gave a presentation on the advantages of VPAR and NPAR. Which of the following companies made this presentation?()

    • A、HP
    • B、IBM
    • C、SUN
    • D、Dell

    正确答案:A

  • 第8题:

    You work as a network Exchange administrator at Company.com.Company.com has its headquarters located in Miami and branch office located in Toronto.The Company.com network currently consists of a single Active Directory forest containing a single domain named Company.com.The Company.com organization makes use of Microsoft Exchange Server 2010 as their messaging solution.Company.com has recently made the Toronto office administrators members of a custom management role group which is configured to allow members to manage recipients.During your routine maintenance you discover that Toronto office administrators are able to manage recipients in both offices.During the course of the business week you receive instruction from Company.com to ensure that the Toronto office administrators are able to manage recipients in the Toronto office only.  What should you do?()

    • A、You should consider having a new linked role group created.You should then have the Toronto office administrators added to the role group.
    • B、You should consider having a new role created.You should then have the management role entries added to the role.
    • C、You should consider having a management scope created and associated to the role group.
    • D、You should consider having a management role assignment policy created and associated to the role group.

    正确答案:C

  • 第9题:

    You are a security administrator for your company. The network consists of three Active Directory domains. All Active Directory domains are running at a Windows Server 2003 mode functionality level.    Employees in the editorial department of your company need access to resources on file servers that are in each of the Active Directory domains. Each Active Directory domain in the company contains at least one editorial department employee user account.    You need to create a single group named Company Editors that contains all editorial department employee user accounts and that has access to the resources on file server computers.  What should you do?()

    • A、 Create a global distribution group in the forest root domain and name it Company Editors.
    • B、 Create a global security group in the forest root domain and name it Company Editors.
    • C、 Create a universal distribution group in the forest root domain and name it Company Editors. 
    • D、 Create a universal security group in the forest root domain and name it Company Editors.

    正确答案:D

  • 第10题:

    单选题
    Why has Ms. Washington only placed a small order?
    A

    Her company recently went out of business.

    B

    She wants to judge the quality of the product.

    C

    Her warehouse does not have any more space.

    D

    She wants to terminate the transaction with the company.


    正确答案: A
    解析:
    第2段第2句指出in order to test the quality of your merchandies,故选B。

  • 第11题:

    单选题
    The chairman signed the document _____ the company.
    A

    in name of

    B

    on behalf of

    C

    at the name of

    D

    on the behalf of


    正确答案: C
    解析:
    句意:主席代表公司签署了这份文件。on behalf of代表,中间没有the。A、C词组不存在。in the name of以……的名义。

  • 第12题:

    问答题
    Practice 2  ● Look at the HR list below. It shows the titles of each person.  ● For questions 6-10, decide who does these jobs.  ● For each question, mark one letter A-H on your book.  ● Do not use any letter more than once.  A Mr. Brown Accountant        E Mr. Harvers Clerk  B Mr. Wright Buyer          F Ms. Hampson Sales Representative  C Mrs. Turnner Quality Controller   G Miss Law Receptionist  D Mr. Edwards Typist         H Ms. Smith Marketing Manager  6. Who answers the phones and welcomes the visitors?  7. Who purchase the stationeries for the company?  8. Who works on the sales volume of the company?  9. Who looks at the company’s profits and costs?  10. Who makes sure the company’s products are well made?

    正确答案: 6.G 句意:谁接电话和接待来宾?这些应该是接待员(receptionist)的工作范畴,故选G。
    7.B 句意:谁为公司采购文具?这应该是采购员(buyer)的工作内容。purchase 购买。
    8.F 负责公司销售额应该是销售代表(Sales Representative)的工作,故选F。
    9.A 句意:谁管理公司利润和开支情况?Mr. Brown Accountant(会计师)应该为此负责。
    10.C 保证公司产品质量应该是质量管理员(Quality Controller)的责任,故选项C。
    解析: 暂无解析

  • 第13题:

    -You mean... like becoming a publicly-traded company? -That's right. ______________ .

    A It's something we should give serious consideration to ;

    B It will still be a privately held company ;

    C It will become a privately held company


    参考答案:A

  • 第14题:

    She told us that she had written to congratulate her friend ( ) being elected chairman of the committee.

    A、with

    B、on

    C、in

    D、at


    参考答案:A

  • 第15题:

    听力原文:Although the said company is a sun-rising firm, its accounting management should be improved before the loan is extended to it.

    (9)

    A.The company is a sun-rising firm so it is worthwhile to extend the loan.

    B.The company has some accounting problems, some improvement is needed.

    C.The company is short of funds because it is sun-rising.

    D.The company has some accounting problems because it is sun-rising.


    正确答案:B
    解析:单句意思为“尽管我们谈及的企业是成长性企业,但是在我们贷款给对方之前,它应该要完善它的财务会计管理。”

  • 第16题:

    根据以下内容,回答207-209题。
    Legman Capital Purchases Josee Group
    Leafman Capital, a leading Canadian investment firm, announced today that it has completed its long-anticipated acquisition of Josee Group, a Paris-based hotel company. The deal has an esti-mated value of 350 million euros, according to Leafman Capital executives.
    The sale of the French-owned Josee Group to a Canadian firm has caused a great deal of con-troversy in France, the Josee Group owns 26 historic hotels in and around Paris, including the fa-mous Hotel Jean-Claude, which had hosted numerous prominent nineteenth-century French authors and political figures. Joseph Leafman, owner of Leafman Capital, announced that his firm would strive to retain the important historic heritage of the Hotel Jean-Claude but would make necessary renovations to modernize the heating and plumbing systems. In addition to the Hotel Jean-Claude,the Josee Group owns smaller hotels across France, including the Parisian Gateway and the Hotel Fanon, both considered among the finest examples of French architecture in the neoclassic style.
    Mr. Leafman said that his firm purchased the Josee Group as a means of diversifying its port-folio. He also plans to make additional purchase in Europe, which may include luxury hotels in Belgium, Germany, and Switzerland. Other assets recently purchased by Leafman Capital include high-rise apartment and office buildings in Thailand and the Philippines.

    According to the article, why has the sale of the Josee Group been considered controversial?

    A.It was sold for less than its estimated value
    B.Historic French properties were being sold to a foreign firm
    C.Employees of the Josee Group are expected to lose their jobs
    D.The sale was not made public until it had been finalized

    答案:B
    解析:
    从文章第二段第一句话中可以看出来。

  • 第17题:

    Your firm has been recommended to us by AMK company, () we have done business for many years.

    • A、with whom
    • B、with who
    • C、whom
    • D、who

    正确答案:A

  • 第18题:

    Which first-hop redundancy solution listed would supply Company clients with MAC address0000.0C07.AC0A for group 10 in response to an ARP request for a default gateway?()

    • A、 IRDP
    • B、 Proxy ARP
    • C、 GLBP
    • D、 HSRP
    • E、 VRRP
    • F、 IP Redirects

    正确答案:D

  • 第19题:

    You need to recommend a strategy for managing the domain controllers in the branch offices thatmeets the company security requirements.What should you include in the recommendation?()

    • A、Configure Administration Role Separation.
    • B、Add the BranchAdmins group to the Domains Admins group.
    • C、Add the BranchAdmins group to the Server Operators group.
    • D、Assign the permission for the domain controller computer objects to the BranchAdmins group.

    正确答案:B

  • 第20题:

    You work as a network Exchange administrator at Company.com.The Company.com network  currently consists of a single Active Directory forest containing a single domain named Company.com.The Company.com organization makes use of Microsoft Exchange Server 2010 as their messaging solution.Company.com has recently added a distribution group named KingDistribute.During the course of the business week you receive instruction from Company.com to ensure that a user named Dean Austin is able to add and remove members from KingDistribute whilst ensuring you prevent Dean Austin from modifying all other groups. What should you do?()

    • A、You should consider having Dean Austin assigned the Distributions Groups management role.
    • B、You should consider having Dean Austin assigned the MyDistributionsGroups management role.
    • C、You should consider having Dean Austin added ti KingDistribute’s Managed by list.
    • D、You should consider having Dean Austin assigned as a group moderator for KingDistribute.

    正确答案:C

  • 第21题:

    You work as a network Exchange administrator at Company.com.The Company.com network currently consists of a single Active Directory forest containing a single domain named Company.com.The Company.com organization makes use of Microsoft Exchange Server 2010 as their messaging solution.Company.com has recently created a distribution group for the network users.During the course of the business week you receive instruction from Company.com to ensure that the newly added users are able to add their mailboxes to the distribution group.What should you do?()

    • A、You should consider having the security settings of the distribution group modified.
    • B、You should consider having the authentication settings of the ECP virtual directory modified.
    • C、You should consider having the group scope of the distribution group modified.
    • D、You should consider having the approval mode of the distribution group modified.

    正确答案:D

  • 第22题:

    问答题
    Practice 1  Some people call him “Guidone”—big Guido. Large in both physical stature and reputation, Guido Rossi, who took over as Telecom Italia's chairman on September 15th following the surprise resignation of Marco Tronchetti Provera, has stood out from the Italian business crowd for more than three decades. Mr. Rossi, who attended Harvard law school in the 1950s and wrote a book on American bankruptcy law, made his name as a corporate lawyer keen on market rules and their enforcement. He has since worked in both private and public sectors, including stints in the Italian Senate and as one of the European Commission's group of company-law experts. As well as running a busy legal practice, he also has a reputation as a corporate troubleshooter and all-round Mr Fix-It, and is often called upon to clean up organisations in crisis.  His role at Telecom Italia marks a return to the company he headed for ten months in 1997, during its politically tricky and legally complex privatisation. Before that, Mr Rossi had been sent in to sort out Ferruzzi-Montedison, an agri-business and chemicals group, which had collapsed after magistrates uncovered tangentopoli (“bribesville”).

    正确答案: 【参考译文】
    有的人叫他“吉多尼”——也就是“大”吉多。吉多·罗西身材高大,名气也很大。9月15日,在马可·特龙切蒂·普罗费拉突然辞职之后,三十多年来在意大利商圈一直声名显赫的罗西接任意大利电信公司总裁一职。上世纪五十年代,罗西在哈佛法学院学习,曾写过一部关于美国破产法的著作,后来成为一名公司代理律师,因热衷于市场规则及其执行相关的案例而名噪一时。他在私有和国有单位都谋过事,其中包括在意大利参议院干过一段时间,当过欧盟委员会公司法律处专家。除了忙于法律业务外,他还是赫赫有名的排解公司纠纷高手,人称全能的“处理先生”,经常有危机缠身的公司请他帮助排忧解难。
    他在意大利电信公司所扮演的角色标志着他的回归,因为1997年他在该公司主持过十个月的工作,其时公司正处于勾心斗角的政治斗争和涉及复杂法律问题的私有化过程中。之前罗西曾受命调查了Ferruzzi-Montedison的问题。Ferruzzi-Montedison是一家农业与化工集团,在被地方法官查出存在贿赂问题后倒闭。
    解析: 暂无解析

  • 第23题:

    单选题
    The advertising company recently hired a designer _____ had once won a prize in a national contest.
    A

    whose

    B

    which

    C

    whom

    D

    who


    正确答案: D
    解析:
    句意:这家广告公司最近聘用了一个新设计师,他曾经在国际比赛中获得过奖。定语从句。本题的定语从句修饰的先行词是designer,关系代词应该指人,排除B项which。而在从句中,关系代词担当主语的成分,所以选D项who。A项whose必须与先行词的部分特征或成分连用,表示限定关系;C项whom在从句中只能作宾语。