Incorporation Of Groups Research Articles

A Study on Relationship between Corporate Groups and its Subsidies - Focusing on the Financial Holding Company -

A Study on Relationship between Corporate Groups and its Subsidies - Focusing on the Financial Holding Company -

Tort Litigation against Transnational Corporations in the English Courts: The Challenge of Jurisdiction

In recent decades, some jurisdictions have shown a growing trend of private claims alleging direct liability of parent companies for overseas human rights abuses (‘Tort Liability Claims’). These cases form part of an international effort aimed at establishing public control over the private operations of transnational corporations (‘TNCs’). Their success in addressing the challenges of cross-border operations of corporate groups, however, depends on the rules governing domestic courts’ power to adjudicate disputes. One of the consequences of globalisation is that the territorial focus of the adjudicative jurisdiction is often contrary to the transnational nature of the TNCs’ activities. The central purpose of this article is to demonstrate how jurisdictional issues arising in Tort Liability Claims challenge the traditional paradigm of private international law as an abstract and technical discipline by necessitating increasing involvement of domestic courts in the regulation of international business. The article focuses on the rules of jurisdiction applied by the English courts and, in particular, on the much-debated decisions in Lungowe v Vedanta and Okpabi v Shell.

Multi-level knowledge sharing: the role of perceived benefits in different visibility levels of knowledge exchange

PurposeThis paper aims to explore the relationships between participants’ perceived benefits of sharing knowledge privately, within a group or with the general public within an organisational knowledge network. The quality and quantity of knowledge shared are explored in relation to the level of knowledge sharing visibility (both content and participants’ profiles).Design/methodology/approachA research framework of perceived benefits of knowledge sharing is designed; survey and content analysis are used to explore influences of perceived benefits on the quantity and quality of knowledge shared by participants for each level of knowledge sharing within an organisation. The research model is empirically tested using a questionnaire survey with 205 participants and content analysis of their contributions in a high-tech corporate group. This study uses the partial least squares path-modelling method to explore relationships between constructs of the research model.FindingsThe current research results show that intrinsic benefits are more influential than extrinsic benefits for private knowledge sharing, while extrinsic rewards play an important role at the public knowledge sharing within organisations. In addition, results indicate that both the quality and quantity of knowledge sharing at the group-level knowledge sharing are significantly higher than at the private and the public levels.Practical implicationsContemporary knowledge management systems are developed by integrating communication channels in different visibility levels of knowledge exchange. Managers of knowledge management systems are advised to use the research outcome for developing incentive strategies in different levels.Originality/valueIn contrast to previous studies that focus on only one level of knowledge sharing, this paper explores relationships between perceived benefits of knowledge sharing with the quantity and quality of shared knowledge for three distinct levels of knowledge sharing.

CORPORATE SUSTAINABILITY: A COMPARATIVE ANALYSIS OF THE LEGAL DISCIPLINE OF THE NON-FINANCIAL INFORMS (BRAZIL AND EUROPEAN UNION)

From the theoretical reference of the sustainability, the article analyses the question of the incorporation of both social and environmental order considerations to the business and operations carried out by the companies, through the public dissemination of the performances in such areas. The research, focused on the quality, under a exploratory profile, and based in the bibliographic and documental review techniques, such as the data collection, is herein developed with the goal of identifying and analyzing, comparatively, the normative treatment applied to the scope of the public divulging of non-financial reports (the so called sustainability informs or reports), accordingly to both the Brazilian and European perspectives. As noted, in Brazil, there is no legal obligation to publish the sustainability reports, although the publishing is recommended to the companies by BM&FBOVESPA (administrative institution of the capital market), since December of 2011, through an instrument that characterizes a “soft” Law. On the other hand, in the European Union (EU) scope, there has been a recognition of the necessity to increase the transparency of social and environmental information by certain corporate societies and groups of companies, which is considered an imperative element for their social responsibility. Therefore, both the European Parliament and the European Union Counsel edited directives (2013/2014), regarding the subject of the publishing of non-financial information. The legislative acts in question are destined to all the members of the EU, compelling them to intervene in the national legal structures (“hard” Law) in order to transpose, to the respective structures, under mandatory character and established deadline, the general norms that consecrate certain common parameters regarding the subject.

CORPORATE SUSTAINABILITY: A COMPARATIVE ANALYSIS OF THE LEGAL DISCIPLINE OF THE NON-FINANCIAL INFORMS (BRAZIL AND EUROPEAN UNION)

From the theoretical reference of the sustainability, the article analyses the question of the incorporation of both social and environmental order considerations to the business and operations carried out by the companies, through the public dissemination of the performances in such areas. The research, focused on the quality, under a exploratory profile, and based in the bibliographic and documental review techniques, such as the data collection, is herein developed with the goal of identifying and analyzing, comparatively, the normative treatment applied to the scope of the public divulging of non-financial reports (the so called sustainability informs or reports), accordingly to both the Brazilian and European perspectives. As noted, in Brazil, there is no legal obligation to publish the sustainability reports, although the publishing is recommended to the companies by BM&FBOVESPA (administrative institution of the capital market), since December of 2011, through an instrument that characterizes a “soft” Law. On the other hand, in the European Union (EU) scope, there has been a recognition of the necessity to increase the transparency of social and environmental information by certain corporate societies and groups of companies, which is considered an imperative element for their social responsibility. Therefore, both the European Parliament and the European Union Counsel edited directives (2013/2014), regarding the subject of the publishing of non-financial information. The legislative acts in question are destined to all the members of the EU, compelling them to intervene in the national legal structures (“hard” Law) in order to transpose, to the respective structures, under mandatory character and established deadline, the general norms that consecrate certain common parameters regarding the subject.

CORPORATE SUSTAINABILITY: A COMPARATIVE ANALYSIS OF THE LEGAL DISCIPLINE OF THE NON-FINANCIAL INFORMS (BRAZIL AND EUROPEAN UNION)

From the theoretical reference of the sustainability, the article analyses the question of the incorporation of both social and environmental order considerations to the business and operations carried out by the companies, through the public dissemination of the performances in such areas. The research, focused on the quality, under a exploratory profile, and based in the bibliographic and documental review techniques, such as the data collection, is herein developed with the goal of identifying and analyzing, comparatively, the normative treatment applied to the scope of the public divulging of non-financial reports (the so called sustainability informs or reports), accordingly to both the Brazilian and European perspectives. As noted, in Brazil, there is no legal obligation to publish the sustainability reports, although the publishing is recommended to the companies by BM&FBOVESPA (administrative institution of the capital market), since December of 2011, through an instrument that characterizes a “soft” Law. On the other hand, in the European Union (EU) scope, there has been a recognition of the necessity to increase the transparency of social and environmental information by certain corporate societies and groups of companies, which is considered an imperative element for their social responsibility. Therefore, both the European Parliament and the European Union Counsel edited directives (2013/2014), regarding the subject of the publishing of non-financial information. The legislative acts in question are destined to all the members of the EU, compelling them to intervene in the national legal structures (“hard” Law) in order to transpose, to the respective structures, under mandatory character and established deadline, the general norms that consecrate certain common parameters regarding the subject.

Tax Avoidance in the Sales Factor: Comparison between the CCCTB and USAAs Formulary Apportionment Taxation

Formulary apportionment is a method to allocate taxing rights of states. It is different from the OECD’s international taxation rules which are based on bilateral tax treaties and national transfer pricing rules. Formulary apportionment adopts a pre-decided formula to allocate the taxing rights on cross-border taxable activities. In a pre-decided formula, it is common to have various factors, such as sales, labour, asset of the taxpayers. Since early 20 th century, USA has a long history of formulary apportionment in the field of state taxation. Many states of USA adopt their own formulas to allocate their taxing rights upon some cross-state business activities. Based on the experiences and practice in USA, European Union has also an ambitious project: Common Consolidated Corporate Tax Base (CCCTB) Directive Proposal. This Directive aims to harmonize corporate tax base for all EU Member States and provide a uniform sharing formula, to allocate taxing rights of corporate tax to replace the traditional bilateral tax treaties and over complicated transfer pricing rules. This paper analyses the possibility of inflating the sales factor, both in USA and in the CCCTB Directive Proposal due to including items such as marketable securities and hedging transactions. The sales factor is the ratio between the sales of a specific group member company (the numerator) to the whole corporate group’ sales (the denominator). One obvious possibility is to inflate the ratio by including items in the denominator, such as marketable securities, hedging transactions. In USA, these items are no longer defined as sales in the formula, and thus are excluded from the formula. However, the CCCTB Directive has not fully eliminated this problem of inflating the sales factor, and thus leaves a loophole.

Open sepulchers and closed boundaries? Biodistance analysis of cemetery structure and postmarital residence in the late prehispanic Andes.

In the Late Intermediate Period Andes (AD 1100-1450), the proliferation of above-ground sepulchers reconfigured social boundaries within and between communities engaged in protracted conflict. However, the biosocial dimensions of these mortuary practices, and their implications for conflict and alliance formation, remain unexplored. This study examines patterns of phenotypic variation to: (1) evaluate if open sepulchers were organized on the basis of biological relatedness, and (2) explore if sex-specific phenotypic variability conforms to models of postmarital residence. Cranial nonmetric traits were recorded in five skeletal samples from two cemeteries in the Colca Valley, Peru. Biological distances between burial groups were calculated using the Mean Measure of Divergence (MMD) statistic. Postmarital residence was explored by calculating and bootstrapping the ratio of male-to-female mean pairwise differences (MPD) at the within-group level. The MMD analysis yields greater than expected between-group distances for burial groups with a minimum sample size of 20 individuals. In contrast, a prevailing pattern of sex-specific, within-group phenotypic variability is not apparent from the analysis of MPD. The use of 12 or 24 dichotomous traits produces similar results. Greater than expected biological distances suggest that above-ground mortuary practices reinforced biosocial boundaries between corporate household groups. Intracemetery heterogeneity persisted even as cranial vault modification, a correlate of social identity, became more homogenous, revealing how corporate group organization was negotiated at multiple scales. Sex-specific variation does not conform to traditional migration models. If migration occurred, it did not have a homogenizing effect on phenotypic variation. These results should be viewed with caution in light of the smaller sample sizes of sex-specific groupings.

GAME THEORY BASED MULTI CRITERIA DECISION MAKING PROBLEM UNDER UNCERTAINTY: A CASE STUDY ON INDIAN TEA INDUSTRY

The long-term evolution of multi agent multi criteria decision making (MCDM) and to obtain sustainable decision a novel methodology is proposed based on evolutionary game theory. In this paper multi agent MCDM is represented as an evolutionary game and the evolutionary strategies are defined as sustainable decisions. Here we consider the problem of decision making in Indian Tea Industry. The agents in this game are essentially Indian Tea Estate owner and Indian Tea board. The replicator dynamics of the evolutionary game are studied to obtain evolutionary strategies which could be defined as sustainable strategies. The multi agent MCDM in Indian Tea Industry is considered under different socio-political and Corporate Social Responsibility scenario and groups of Indian Tea Industry. Again, the impacts of imprecision and market volatility on the outcome of some strategies (decisions) are studied. In this paper the imprecision on the impact of the strategies are modelled as fuzzy numbers whereas the market volatility is taken into account as white noise. Hence the MCDM problem for Indian Tea Industry is modelled as a hybrid evolutionary game. The probabilities of strategies are obtained by solving hybrid evolutionary game and could be represented as a Dempster-Shafer belief structure. The simulation results facilitate the Decision Makers to choose the strategies (decisions) under different type of uncertainty.

Corporate Agency and Possible Futures

We need an account of corporate agency that is temporally robust—one that will help future people to cope with challenges posed by corporate groups in a range of credible futures. In particular, we need to bequeath moral resources that enable future people to avoid futures dominated by corporate groups that have no regard for human beings. This paper asks how future philosophers living in broken or digital futures might re-imagine contemporary debates about corporate agency. It argues that the only temporally robust account is moralised extreme collectivism, where full moral personhood is accorded (only) to those corporate groups that are reliably disposed to respond appropriately to moral reasons.

Communication Costs and the Internal Organisation of Multi-Plant Businesses: Evidence From the Impact of the French High-Speed Rail

We take advantage of the expansion of the French High‐speed Rail to study the impact of decreases in communication costs in the form of lower travel times between headquarters and affiliated plants of corporate groups. We show that such shocks foster the functional specialisation of remote affiliates on their production activities. Support activities shrink because of the transfer of high‐skilled managers to headquarters. These organisational rationalisations have a significant but small impact on overall profit. Our results hold across all industries but are strongest in services where the information to be transmitted across sites is arguably softer.

시장경쟁과 기업집단 내 내부거래

개별 기업 차원에서 대리인 문제가 발생할 수 없는 소유 · 지배 구조에서도 기업집단에서는 비효율적인 내부거래를 통해 대리인 문제가 발생할 가능성이 있다. 본 연구에서는 기업집단에서 내부거래의 유인이 시장의 경쟁 상황에 따라 어떻게 달라지는지를 이론모형을 통해 살펴본다. 상류시장의 상품이 수평적으로 차별적이고 하류시장이 독점적인 상황에서, 소유 · 지배 괴리도가 클 경우 내부거래를 통해 지분율이 낮은 기업집단 내 기업에서 지분율이 높은 기업으로의 부의 이전이 나타나는 내부거래가 발생할 수 있는데, 내부거래의 유인은 시장의 잉여가 크고 내부거래 당사 기업 간 지분율 격차가 클수록 증가한다. 특히, 상류시장이 충분히 차별적이고 지분율 격차가 크며, 지분율에 기초한 현금흐름 외에 내부거래를 통한 추가적인 이득이 있을 경우 기업집단 전체의 이윤을 감소시키는 비효율적 내부거래가 발생할 수 있다. 이러한 연구 결과는 기업지배구조 정책과 경쟁정책 집행에 있어 상호보완적 관계를 활용할 필요가 있음을 시사한다.

"공익법인의 회계투명성 제고방안에 대한 연구 : 대기업집단 소속 공익법인의 공시 실태를 바탕으로"

"공익법인의 회계투명성 제고방안에 대한 연구 : 대기업집단 소속 공익법인의 공시 실태를 바탕으로"

Pragmatic and Paradoxical Philanthropy: Tatas’ Gift Giving and Scientific Development in India

ABSTRACTDespite the growing interest in organized philanthropy from India, scholarship on the subject has remained thin. Existing literature argues that Indian philanthropy has been shaped by three, sometimes overlapping, narratives of managerialism, modernization and nationalism. Departing from such smooth and singular narratives, this article contends that modern Indian philanthropy has been shaped by colonialism, imperialism, managerialism, modernity, nationalism, nation building, neoliberalism and secularism. The particular ways in which it has been shaped can be understood as both pragmatic and paradoxical. The article draws on the history of philanthropy of the house of Tatas, India's leading corporate group, geared toward scientific development in the 20th century.

Pursuing CSR Policy in Corporate Groups: Insights in the Operation of Groups from Consolidated Non-Financial Reporting

Pursuing CSR Policy in Corporate Groups: Insights in the Operation of Groups from Consolidated Non-Financial Reporting

Corporate Groups: Bringing Insolvency Law and Corporate Law Together

Corporate Groups: Bringing Insolvency Law and Corporate Law Together

DINAMIKA KONSENTRASI PASAR INDUSTRI PERTELEVISIAN NASIONAL

The weakening macro condition of Indonesia’s economy in the last five years has influenced the economic performance of the television media industry. Since that time, media advertising expenditure as the largest revenue source for the television industry has been declining. The purpose of this research is to know how each group of broadcast media corporations in this country are competing and trying to control the market of the media industry. Methods used in this research was adopting both the quantitative analysis which leans back upon the organization the field of industrial (in theory). Relying on the Structure-Conduct-Performance analysis model, the result of this research reveals that although the economic slowdown impacts the economic performance of the corporate group of television, the roles of three groups of television media corporations: Global Mediacom, Elang Mahkota Teknologi, and Visi Media Asia remain dominant. The market audience and television ads are concentrated in these three groups and build an increasingly uncompetitive structure for other industry players. This research contributes to give insight on the current economic situation of national television industry.

International Tax Disputes: Between Supranational Administration and Adjudication

The proposals resulting from the G20/Organisation for Economic Cooperation and Development (OECD) project on Base Erosion and Profit Shifting (BEPS) include a drive for mandatory binding arbitration of international tax disputes, strongly supported by business. This issue should be considered in the context of the reasons for and nature of international tax disputes. The bulk of such conflicts concern ‘economic’ double taxation, resulting from divergent interpretations by different tax authorities of the standards for attributing profits to affiliates within a corporate group, so that the firm as a whole may be taxed on more than 100 per cent of its worldwide profit. Such divergences result from transfer pricing rules that treat the affiliates within a TNC group as if they were an independent entity dealing ‘at arm’s length’ with each other, and requiring subjective judgements by each tax authority on the profits attributable to each. Hence, it is not surprising that the number of such conflicts has grown steadily, especially in the past decade, as countries have applied the rules more vigorously. Arbitration has been advocated not because it can provide objective adjudication, but as a fall-back in order to pressurise tax authorities to resolve cases by negotiation rather than submitting to a third party decision. In fact, although binding arbitration has been available among European Union (EU) members as well as some other states since 1990, only a handful of the continually growing number of conflict cases have actually been referred to arbitration. The newer approach of ‘last best offer’ (LBO) arbitration, widely regarded as more successful, aims to pressurise tax authorities to give up positions that are likely to be considered unorthodox. The Mutual Agreement Procedure (MAP), including arbitration, is essentially a supranational administrative procedure for coordination of the application of international tax rules. Its improvement should form part of a wider process of reform of both the institutions and the substantive rules of international taxation.

Corporate Governance Codes and Groups of Companies: In Search of Best Practices for Group Governance

Many listed companies are part of a group of companies and therefore they are facing the special challenges of effecting group governance. Group governance will involve balancing the interests of the group against the interests of the individual companies in the group. Finding the right balance between these two is not always easy, which is confirmed by the fact that the Commission has announced its intention to facilitate the recognition of the concept of ‘group interest’ in EU company law. We have analysed a number of corporate governance codes to see how they address the issue of group governance. We initially examined 48 codes, but selected 16 codes for detailed analysis. In the codes analysed we have found some recommendations for how groups of companies should be governed, but they are often found in different codes, often apply to a broader category of situations, not specifically group situations, and in some cases point in different directions. Therefore, it seems fair to say that the current recommendations for group governance are fragmented and superficial. Since we have analysed those codes that, based on our initial survey of 42 codes, were most likely to contain recommendations on these issues, the recommendations on group governance in other codes are even more likely to be fragmented or non-existent. Therefore, there seems to be a need for more clarity on group governance, and the Commission’s intention to address the issue of group interest should be welcomed. However, since there is little consensus on what constitutes good group governance, considering the often opposing strategies underlying the analysed codes’ recommendations, the Commission also has a difficult task if it decides to take steps to operationalise the recognition of group interests.

Can Corporations Be Held to the Public Interest, or Even to the Law?

The present article addresses our failing ability to hold business corporations to the public interest, or even to bare legality. From the first application of the corporate form to business enterprise, and for centuries thereafter, the reigning norm (if not in all instances the reality) was that business associates received the privilege of incorporation only on condition that their enterprise would generate public benefits. The essay’s first section defends, in brief compass, the reasonableness of this expectation—that corporations provide public benefits as consideration for their public privileges. But this reasonableness confronts a stark reality. As succeeding sections recount, the traditional instrument for holding corporations to the public interest has gradually been undermined. What is more, as John Coffee Jr. ably argued a generation ago, corporations are so structured that our standard tools for holding them even to bare legality—for example, punishing the legal entity, or punishing the culpable individuals—suffer from inherent limitations and fail adequately to deter corporate misconduct. Nor, I argue, would deterrence be increased were we to follow the recent proposal of Christian List and Philip Pettit and punish the corporate group as a whole whenever it acts as a single “group agent.” From these considerations the essay draws the lesson that punishment, while necessary, will always be insufficient to hold corporations to the law, let alone to the public interest. A more adequate approach would be to supplement the current punitive regime with reform of corporate governance in directions that would decrease the temptation of managers to engage in misconduct in the first place. Among the many possibilities, three are singled out for consideration, each of which targets simultaneously the problem of corporate short-termism and the problem of corporate misconduct. One reform would be to change the way in which corporate executives are compensated, curbing pay in the form of stock and stock options so as to eliminate its perverse incentives. A second would be to institute some form of German-style “co-determination.” A third would be to allow ownership of corporations by Danish-style “industrial foundations.” The essay concludes that the last reform holds the most promise as the most realizable supplement for decreasing corporate misconduct. The reform adds two additional benefits. Foundation ownership is one of the few effective devices for institutionalizing progressive corporate governance over the long term; and industrial foundations customarily direct a portion of corporate dividends to charity, in effect reinstating the norm that for-profit corporations provide public benefits.