Law of Business Organisations Essay Example | Topics and Well Written Essays - 2000 words

Law of Business Organizations - Essay Example As per the QLD Partnership Act of 1891, there is a nature to organization understandings that solitary considers accomplices responsible and obligated for explicit activities that are under the terms of understanding for an agreement. As indicated by Section 3 (1-15), obligation issues of the business become flawed. Risk can be characterized by the degree to which every individual is liable for the different just as through partner’s who break the trust of different accomplices. As indicated by area 23A, the risk incorporates fundamental activities and understandings, yet additionally property and fiscal worth. Except if all property and cash is gained through business understandings, it's anything but a risk of the organization. The principles to premium and obligations of accomplices in segment 27 additionally apply, which expresses that there isn't a business understanding under the meaning of a joint organization except if each holds equivalent income inside that understan ding (Partnership Act 1891, 13-26, 2009). The initial segment to this depends on the term of organization. Despite the fact that Jara and Alvarez are accomplices, Alvarez didn't know about the burglary or the arrangement that Jara had made with the looter. Under the terms of organization, there is a joint possession. In any case, this doesn’t imply that Alvarez or Jara is liable for what the other proprietor does or doesn't do as far as the organization. Despite the fact that Alvarez and Jara are accomplices, Alvarez isn't liable for the moves that are made by one of the individuals. This first protection doesn’t leave the organization or Alvarez liable for Jara’s activities. Except if he was engaged with the demonstration or had a joint concurrence with the security utilized, he can’t be sued for his partners’ activities. Under area 3 (1-15), the meaning of joint possession does exclude being answerable for singular activities. The second idea that applies under the association depends on the joint

Referencing Harvard

It is imperative to show your peruser that you have searched out master, solid sources to help bolster and build up your reasoning, and this is done through referencing. The inclining toward in your task: exhibits great research direct shows the scope of thoughts and approaches you have found and contemplated recognizes the wellsprings of those thoughts tells your peruser where they can find those sources. Referencing additionally causes you to keep away from copyright infringement. In the event that you present another person's thoughts as though they are your own work, or utilize precisely the same language they use without affirmation, you are submitting plagiarism.Plagiarism can be unexpected because of poor referencing, however the outcomes are consistently genuine. Exact referencing causes you to keep away from this. For more data on keeping away from counterfeiting, visit http://asset. Associations. Du. AU/course/see. PH? Id=1 572 Every time you incorporate words, thoughts or data from a source †regardless of whether it's a site, book or Journal article †in your task, you should remember a for content reference to show that this substance has been assembled from some place else.In-content references must be incorporated at whatever point you: 0 reword another person's thoughts in your own words outlines another person's thoughts in your own words quote another person's thoughts in their careful words duplicate or adjust a graph, table or some other visual material. For each source that you reference in-content, you should likewise make a section in the inclination list toward the finish of the task. 2 How would we reference? There are two parts to a Harvard reference: 1) an in-content reference in the body of your task Cabochon (2008) investigates a scope of subjects and ideas†¦ ) full reference subtleties in your reference list Cabochon, M 2008, Maps and legends, Immenseness Books, San Francisco. 1) In-content references An in-content ref erence is given each time you allude to thoughts or data from another source, and incorporates the accompanying subtleties: 0 the creator's family name (do exclude given names) [authoring body or association the time of distribution page numbers where appropriate. There are two principle approaches to introduce an in-content reference, as indicated below.One way offers noticeable quality to the data by putting the reference toward the finish of your sentence in sections: Universities can assume a functioning job in discovering answers for environmental change (Folio 2010, p. 2). Another way offers noticeable quality to the creator by putting the reference in the body of your sentence, with the creator's name fused into the sentence structure and the date in sections: Folio (2010, p. 2) contends that colleges can assume a functioning job in discovering answers for atmosphere change.Including page numbers Page numbers are incorporated when you: pacific page or pages allude to tables, figures, pictures or present explicit data like dates/measurements. Habeas (2007, p. 48) takes note of that the author ‘draws on a set up custom of appropriating the winding down for different social and political purposes'. On the off chance that you do these things for a source without pages †e. G. A site †at that point Just creator and year will get the job done. 2) The reference list The reference list gives full bibliographic subtleties to all the sources alluded to in your task with the goal that perusers can without much of a stretch find them. Each unique source referenced in your paper must have a coordinating section in your reference list. Note that the reference list isn't a list of sources. A book index records all that you may have perused, while a reference list is intentionally restricted to those hotspots for which you have given in-content references. A catalog isn't required except if explicitly mentioned by your lecturer.The reference list is titl ed References and is: 0 orchestrated one after another in order by writer's family name (or title/supporting association where a source has no writer) a solitary rundown where books, Journal articles and electronic sources are recorded together (see test reference list on p. 6 of this guide). The principle components required for all references are the creator, year, title and distribution data. Single line separating required Judd, D, Assistant, K and David, GM 2010, A background marked by American nursing: patterns and periods, Jones and Bartlett, London.Candler, PM, Patton, JAG, Coleman, RE, Egotistical, A, Hackers, FIG and Hoofer, BP 1999, Diagnostic atomic medication, Williams and Wilkins, Baltimore. Whitewater, R 2009, ‘How can nursing mediation examine lessen the exploration practice hole? , Canadian Journal of Nursing Research, Volvo. 41, no. 4, up. 7-15. Leave space between every section No space required in second or ensuing lines of a passage A concentrate from a pa per utilizing the Harvard referencing framework Essay extricate The strict adjustment of a book to film is for all intents and purposes impossible.As Steam (AAA, p. 4) proposes: The move from a solitary track verbal medium, for example, the novel to a multi-track medium like film, which can play with words (composed and expressed) yet additionally with music, audio cues, and moving bibliographic pictures, clarifies the farfetchedness and nuisance of strict constancy. Remarks Always give creator, year and page number(s) while citing. Statements longer than thirty words are indented the two sides, and are one text dimension littler. Ellipsis (†¦ Shows at least one words have been omitted.It is confusing, at that point, that perusers and crowds are so condemning of adjustments which take freedoms, here and there to improve things, with their source material. Film adjustments of books are much of the time ‘castigated and held to a ridiculously thorough standard of devotion (S team Bibb, p. 15). On the off chance that key scenes from a novel are pruned for film, crowds frequently respond contrarily. Be that as it may, devotion isn't a suitable measure for assessing a film adjustment's prosperity, as various researchers agree (Despond ; Hawkers 2006; Letch 2008; McFarland 1996; Miller ; Steam 2004). Making a decision about film adjustments is at last, Whelan (1999, p. ) fights, ‘an estimated science hounded by esteem decisions about the relative masterful worth of writing and film'. A devotee of a novel may criticize a film adjustment which modifies the first book in some style, however their reaction is exceptionally abstract and neglects to consider the practices and real factors of film creation (McFarland 2007, p. 26). Now and again there are justification for threatening vibe. Creator Alan Moore has seen some of his perplexing realistic books adjusted into shallow Hollywood items, making him incredibly disparaging of movie producers and the prod ucer procedure (Assures 2009).However, this sort of mentality can be automatic and reactionary. Instead of being excessively pompous about literary unwaveringness, it is ideal to move toward film adjustments as re-understandings of their source material (Hutchison 2006, p. 8) or as ‘a stage of content, a learnedness (Scariest, refered to in Sanders 2006, p. 2). Besides, new methods of creation further confuse existing meanings of, and ways to deal with, adjustment (Moore, MR. 2010, p. 180). So The letters ‘a' and ‘b' have been added to the years here or more to recognize various sources by a similar creator (Steam) distributed in the equivalent year.Several sources refered to on the double. Statements shorter than thirty words are encased in single quotes. Continuously give creator, year and page number(s) while rewording a printed source. Web reports require a similar data for the in-content reference (creator and year). No page number for electronic sources excep t if accessible. Statement from Scariest found in Sanders' work. On the off chance that creators have comparable last names, remember first initials for reference to keep away from disarray. 5 References Assures, S 2009, Why Alan Moore abhors comic-book motion pictures', Total Film, 2 February, saw 5 December 2010, .Despond,J and Hawkers, P 2006, Adaptation: examining film and writing, McGraw-Hill, Boston. Hutchison, L 2006, A hypothesis of adjustment, Rutledge, New York. Letch, T 2008, ‘Adaptation learns at an intersection', Adaptation, Volvo. 1, no. 1, up. 63-77. McFarland, B 1996, Novel to film: a prologue to the hypothesis of adjustment, Oxford University Press, New York. ? 2007, ‘Reading film and writing', in D Cartel and I Whelan (des), The Cambridge ally to writing on screen, Cambridge University Press, Cambridge, up. 15-28. Mill operator, T and Steam, R (des) 2004, An ally to film hypothesis, Blackwell Publishing, saw 30 October 012, .Moore, MR. 2010, ‘Adap tation and new media', Adaptation, Volvo. 3, no. 2, up. 179-92. Sanders, J 2006, Adaptation and allotment, Rutledge, New York. Steam, R AAA, ‘Introduction: the hypothesis and practice of adjustment', in R Steam and An Orange (des), Literature and film: a manual for the hypothesis and practice of film adjustment, Blackwell Publishing, Malden, up. 1-52. ? Bibb, Literature through film: authenticity, enchantment, and the craft of adjustment, Blackwell Publishing, Malden. Whelan, 1 1999, ‘Adaptations: the contemporary problems', in D Cartel and I Whelan (des), Adaptations: from content to screen, screen to content, Rutledge, London, up. - 19. Online paper or magazine article Book with two writers Book Journal article Two works by same writer, recorded sequentially Dash utilized when more than one work by same writer recorded Chapter in an altered book Ebook. Two editors Journal article Book from which Serviette's statement taken Two works by same writer in same year, recorde d an and b dependent on in sequential order request of title of the work Dash utilized Please note: this concentrate is from a task written in the Humanities. It would be ideal if you allude to distributed work in your general vicinity of study for instances of referencing shows pacific to your control. Imagine a scenario where your source doesn't actually coordinate any of these models. This guide of source you have to reference in the pages that follow, and develop your reference in that arrangement utilizing the example(s) gave to manage you. While this guide gives a wide scope of models

The Computer Ate My Blog and Other Excuses That Dont Work

The Computer Ate My Blog… and Other Excuses That Don’t Work Last week, I wrote a draft of a blog and saved it to my “My Blog” folder, planning to return to the piece to edit it before my Monday publishing time. Due to my speaking and traveling schedule, I knew I would not have any wiggle room on this one. When I went to pull up the blog on Monday, however, it was not in the folder where I saved it. The document path showed up in my “Open Recent” list but alas, it would not open. I missed a publication date for the first time in years. And you probably don’t care why, do you? “Excuses, excuses. Blah blah blah…” Really, all you care about is that you’re reading this blog, now. Imperfection My blog is not the only thing I dropped in the past week. Over the weekend, for instance, I was in charge of many aspects of the Foundations Weekend Training with the Wright Foundation in Chicago. One of my roles was making sure the sales table was staffed. I knew there were some gaps in the schedule, and I never addressed them fully prior to the training, figuring we’d work something out over the weekend itself. Sunday rolled around and there was no more time to spare. All of a sudden we had an urgent situation on our hands. People were starting to come to the table to sign up for programs, and we did not have people there to help them. Oops. I was in a bit of trouble from the people supervising me. Finding Solutions Together Thankfully, there were other people in the room who could help. We put our heads together, trained people on what they needed to be trained on, and covered the gap in staffing. I learned a lot over the weekend about how to handle mistakes. People do not like to hear excuses and explanations of why you made the mistake. They want you to acknowledge the drop and figure out a solution. And they want to stay in relationship with you as you fix the mistake. In the past, when I have made mistakes, I have often defaulted to ineffective excuses and defenses, not wanting to be seen as unreliable. I have believed that if a mistake is my fault, I will be fired or abandoned. If I could put responsibility on someone else, then, in my world of mistaken beliefs, I would not have to “take the blame.” As you’ve probably gathered, I have spent plenty of time and energy beating myself up, which means I have not been paying attention to the people around me who could help think through options  and even be part of the solution. Celebrating Mistakes I’ve been told for a long time to “celebrate mistakes”  (I even wrote a blog about it), and I have not been doing a great job of it. But this past weekend, I got an inkling of how to do that. At this Foundations Weekend, I figured out more than how to staff the sales table. I learned that I am unlikely to be fired for making mistakes if I take responsibility for quickly finding a solution. I tapped into the joy of teamwork when something needs fixing. And I discovered that I can manage to remain pleasant and delightful to be around even when I’ve done something wrong! So yeah, I lost my blog. But I’m not complaining. I wrote what I hope is a better one, and now the other topic seems like yesterday’s news. I am looking forward, with no excuses.

The Acts of Supremacy - 719 Words

The first Act of Supremacy was introduced by Henry VIII in 1534 during his rule of England. Later, when Elizabeth I came to the throne, the second Act of Supremacy was introduced to bring back the reforms that Mary had abolished. Both of these acts have many similarities but also some fundamental differences that helped indicate the type of ruler each monarch would be. Before discussing the differences it is important to first understand how the Act of Supremacy came about. Little is known about Henry’s childhood because as the second born he was never intended to become King. When his elder brother Arthur died months after his marriage to Catherine of Aragon Henry became the heir to the throne of England. Catherine stayed in the English court after the death of her husband and was betrothed to Henry . It was many years before the two finally married. Catherine did give birth to a male heir but unfortunately the child did not survive . There were many more attempts for a male heir but in the end the only surviving child of Henry and Catherine was Mary Tudor who would later ascend to the throne in July 1553 . Because Catherine was unable to produce a surviving male heir Henry sought to get an annulment of their marriage. The pope would not grant this and so Henry created the Act of Supremacy declaring himself the ‘supreme head of the Church of England ’ in 1534. By naming himself as the supreme head of the Church, Henry no longer need ed to answer to the Pope or the RomanShow MoreRelatedPrimary Source Analysis: The Act of Supremacy 15341185 Words   |  5 PagesPrimary Source Analysis: The Act of Supremacy 1534 The primary source I chose to research is The Act of Supremacy (1534). This was an act passed by the English Parliament establishing the English monarch, which at the time was Henry Tudor VIII, as the head of state and religious head of the Church of England. Although there is always some glamorization in the writing and depiction of historically based movies, I enjoyed both â€Å"The Other Boleyn Girl† and the cable series â€Å"The Tudors†. I foundRead MoreThe Act Of Supremacy, By Henry VIII And Martin Luther-95 Theses748 Words   |  3 PagesIn the 16th century, religious guide a lot people away from the Catholic church’s monopolistic control over Europe. According to the two documentaries â€Å"The Act of Supremacy† by Henry VIII and â€Å"Martin Luther-95 Theses they are related endeavors in diverging from the Catholic Church, the two were acting on very different motivations. Henry VIII inherits the throne at age 18, well educated and Renaiss ance man Marries his sister-in-law Catherine of Aragon (daughter of King and Queen of Spain), wantsRead MoreEducation Policy and Racial Inequality as an Act of White Supremacy in the Education System3434 Words   |  14 Pagesdiminished but the war of ideology versus ideology perpetuated. White supremacy, a racist ideology, was the conquerors secret weapon that struck its victim unwary. It is a system of belief that places the white race above all the other races. First, to describe white supremacy, a critical distinction between whiteness and white people needs to be addressed. By detaching the belief from the believer, we clarify that white supremacy is not necessarily congruent with white people. This ideology ofRead MoreThe Issue Of Parliamentary Sovereignty1481 Words   |  6 PagesH â€Æ' Introduction The concept of parliamentary sovereignty is one of the imperative components of the supreme legal authority in UK constitution. The parliamentary supremacy is the key legislative authority body to all governmental establishment in the country. Which implies the parliament can charge power to the local authorities, professional bodies and statutory instruments to enact legislation. Practically, the Parliament has the power to make and dissolve any law which means any law passedRead MoreThe Traditional View Of The Doctrine Of Parliamentary Supremacy1554 Words   |  7 PagesThe traditional view of the doctrine of parliamentary supremacy is that Parliament is legislatively omnicompetent. Parliamentary supremacy was also referred to as ‘parliamentary sovereignty’ by A.V Dicey. He used this to describe the idea of â€Å"the power of law-making unrestricted by any legal limit†, he basically used it to describe a legal concept. This legal concept was â€Å"the right to make or unmake any law whatsoever, and, further, that no person or body is recognised by the laws of England asRead MoreThe Patriarchal System Of Women865 Words   |  4 Pagesthat women are naturally in those subordinate roles. Through compliance, male supremacy can continue to claim that it is natural. It promotes compliance by making it more favorable than rebellion. It does so my punishing rebellion and making it seem illogical to do. However, there are various ways that a woman can chose to challenge the male hierarchy. An example of a daily social action that cooperates with male supremacy is a mother in a nuclear family structure deciding to stop working to care forRead MoreThe Theory Of Supremacy Of Eu Law1322 Words   |  6 PagesTo begin with a brief overview of how the concept of supremacy of EU law has evolved, initially, the EEC Treaty contained no provision concerning the principle. However, the ECJ had the idea from the early stage of the Community’s existence, and touched on the principle of supremacy in Van Gend en Loos, a case that was primarily concerned with the establishment of the doctorine of direct effect, and put forward formally in the case of Costa v. Enel. In the latter case, it was stated by the ECJ thatRead MoreThe Supremacy Clause Is The Clause That Establishes The Federal Government s Authority Over State Governments1521 Words   |  7 Pages Supremacy Clause Matthew Newkirk Constitutional Law Mr. Timothy Allmond Wiregrass Georgia Technical College November 19, 2015 â€Æ' Abstract The Supremacy Clause is the clause that establishes the federal government’s authority over state governments. The Supremacy Clause is found in the U.S. Constitution in Clause Two of Article Six. This Clause upholds the United States Constitution, federal statutes, and treaties as the supreme law of the land. Federal law’s supremacy applies only if CongressRead MoreThe Fourteenth Amendment And The National Government Essay1396 Words   |  6 Pagesnational government. The supremacy clause states that all Laws that are made by the federal government under the Constitution are supreme laws of the land. In other words, all laws made by the national government must be followed by the states and all of its citizens, if they obey the Constitution. The Supremacy Clause provides that the states can not intervene with the federal law, and that the federal law is supreme over state laws in similar areas. Overall, the supremacy clause almosts sets up aRead MoreThe Issue Of Supremacy Between The Eu And The National Law1519 Words   |  7 PagesPART B One of the fundamental objectives of the EU was to ensure that the law is interpreted in a consistent manner within the national courts of the Member States, expectedly this has caused complications on the issue of supremacy between the EU and the national law, the Member States presumed that they were allowed to exercise national sovereignty internally. Fundamentally, the Treaties are binding on all other Member States. The European Parliament and the Council of Ministers have enacted

The Diamond Of The Rough Saying Has Been Used Around The...

Jaedah Pickens Diane Jackson Social Problems SO 254 1619 28 April 2015 Sapphire Discussion The diamond in the rough saying has been used around the world for many decades. This saying is used to explain the beautiful struggle an individual had to go through to overcome adversity and potentially transform into a beautiful, resilient being. What about the individuals who face adversity on a consistent basis? According to Dr. Andrew Snelling, â€Å"Diamonds may get all the attention, but rubies and sapphires are the first choice of kings and the affluent because of their extreme rarity. Only special conditions, initiated by the Flood, could have produced these rare beauties (2010).† Sapphires emerge from the mineral called corundum, which is the†¦show more content†¦Review. In the article, Challenging Images, Oppression, Poverty, and Other Structural Constraints: Survival Strategies Among African-American Women in Distressed Households, professionals recognize the unequal treatment of African American women who benefit from the assistance of government funding . The authors Liliane Cambraia Windsor, Eloise Dunlap, and Andrew Golub want to get rid of the horrid images and stigmas associated between black women and the welfare system. These controlling images or stigmas include the Jezebel, the Crack Whore, the Welfare Queen, the Mammy, and the Sapphire. The authors conducted thorough research of following six African American women every three to five months for five years. The results were remarkable. These women all had the commonality of oppression, but each story varied. Some of the women were able to maintain raising the children and keep their homes with the help of government assistance. A few of the women developed coping strategies to combat their problems such as the use of illicit drugs. All of their cases were unique, yet similar in so many ways. For example, all six of them had experienced physical violence while five out of six had endured sexual violence. Windsor, Dunlap, and Glolub wanted to open the eyes of women of color, the government, and the public to the controlling images thus, the entire society can began taking the necessary precautions to begin combating these controlling images. History.

The Effects of Bullying on Academic Achievement Free Essays

THE EFFECT OF BULLYING ON ACADEMIC PERFORMANCE OF LEARNERS IN HIGH SCHOOL THE BACKGROUND TO THE STUDY Bullying has become a challenge that numerous schools are battling with. Olweus (1995), noted that bullying happens at schools during times when a person is exposed over and over again to negative behaviour which can be either verbal or physical to one or more learners. Olweus also noted that a bullying relationship requires an inequality of strength or power over the other person. We will write a custom essay sample on The Effects of Bullying on Academic Achievement or any similar topic only for you Order Now Dillon and Lash (2005) made a similar explanation about bullying, showing that bullying involves repeated aggressive behaviour being done by learners who have seem to have an advantage in terms strength over their victims. Providing a precise definition as to what bullying is can be a bit difficult because bullying has evolved and continues to evolve with the societal changes taking place in the society that we now live in. With the new developments in technology, it creates more platforms for bullying to also develop and change. Cyberbullying is bullying that uses technology such as emails or social media platforms to taint and ruin the reputation of a person (Wong, 2009). Research has shown that bullying does have a bad effect on the victim physically and socially. Learners fear being bullied so much so that they would rather stay at home (Vail, 1999). Therefore, if bullying causes learners to become absent then the effect it has on academic performance can be assessed through learners grades, tardiness and absenteeism. A study performed by (Glew, Fan, Katon, Rivara and Kenric, 2005) pointed out that victims and bullies were prone to having poor academic achievement than by-standers. There are also emotional effects that are caused by bullying, it causes so much stress for the victim that it ends up showing through physical symptoms, which then leads to the increase in absenteeism of the learner. Those physical effects of bullying experienced by learners or the victim of bullying along with other psychological issues caused by bullying leads to the poor academic performance. Canter (2005) confirms bullying is a present-day phenomenon in most schools in the United States and is said to affect over 70% of learners (as cited in Beaty Alexyev, 2008). Several researchers, Borg (1999), Boulton Underwood (1992) and Olweus (1993), assert learners that are victims of bullying have lasting emotional, academic, and behavioural problems (as cited in Whitted Dupper, 2005, p.167). A recent study has shown that when learners are teased and bullied frequently the learners lose interest in school, and this then affects learners commitment and also their involvement in school activities (Mehta, Cornell, Fan, Gregory, 2013).It has been reported by principals and teachers that when the school environment is seen as a negative place to be by the learners, it leads to poor school achievement (Cornell, Gregory, Huang, Fan, 2013; Johnson Stevens, 2006; Kon- ishi, Hymel, Zumbo, Li, 2010; MacNeil, Prater, Busch, 2009; Ripski Gregory, 2009). Bradshaw et al. (2007) found that over 49% of learners said that they have been bullied, while over 70% of learners witnessed bullying. While boys bully their victims physically, girls bully their victims through gossip, spreading rumours, or excluding them from social groups (Peckham, 2007). The Statement of the Research Problem Bullying is a problem that affects all learners either as the person being bullied, the victim, or by-stander. Bullying can take many forms from verbal to physical assaults, threats, jokes or language, being mocked and criticized, to being insulted or given funny facial expressions. These factors work either individually or together in leading to a learners being bullied. Bullying has several impacts in the school and one those is the impact it has on academic achievement. For many years now evidence has shown that bullying does have a negative influence on a learners well-being. With so many learners experiencing the effects of being bullied, many schools in the province have decided to act on the problem. The effects of bullying within the school environment and persistent pressure from legislators and the community as a whole for an increase in the academic performance of learners, is a concern for school administrators, teachers and the parents. This research aims to investigate the link between bullying and the academic performance of learners. Research questions/Hypotheses How does bullying affect the academic performance of learners? Does bullying have an effect on the academic performance of learners? What are the forms of bullying that take place at the school? What are the effects of bullying on the victims, the bullies, by-standers and the school environment? What are the characteristics of a bully? Purpose of the Study The aim of this study is to investigate the effect that bullying has on the academic performance of learners’ achievement in schools. The more we are informed about bullying in schools the better equipped the school and district will be and also the school leaders will be able to minimize the bullying from taking place and bring about changes that are positive to the schools, district and also the community. There is evidence that bullying is a serious problem for schools and this has been found in professional literature and the local setting. The goal of this study is to provide better understanding of the effects of bullying on the academic performance of learners in the school district. The Significance of the Study Bullying is a problem that affects many learners lives. Problems linked with bullying have grown over time due to the increased access to technology and social media allowing more opportunities of cyberbullying (Patechin ; Hinduja,2006).Bullying is complicated and is linked to cultural, social, family and personal aspects of our lives (Pepler et al.,2006). This study attempts to reveal the nature of the relationship between bullying and academic achievement with the use of multiple regression technique and examine whether academic performance levels can be predicted by the frequency of bullying in a given school district. This study is aimed to at helping the district and the schools to gain a deeper understanding of the relationship between the frequency of bullying in a school and learners academic performance. Definition of Key Terms Academic performance: The extent to which a student , teacher or an institution has achieved their short or long-term educational goals. Bully: A person who intentionally causes harm to another person whet Bullying: Repeated aggressive verbal or physical behaviour with the intention of harming or hurting another person. This happens frequently and involves an imbalance of power between the bully and the victim. By-stander: A person who sees the act of bullying taking place. Learner: A person who is learning a skill or subject Victim: A learner who is harassed by another learner or a group of learners two, three or more learners leading to suffering physical or psychological harm. Delimitation of the Study The study only includes incidents that were reported in the school district and will be based only on high schools in Bloemfontein. Participation in this study will be delimited to Grade 10 learners and their teachers. The amount of unreported bullying is beyond the scope of this study. Bullying might affect other variables but for this study only academic achievement will be measured. How to cite The Effects of Bullying on Academic Achievement, Papers

For All There Is free essay sample

A paper on spiritual salvation and the roads taken to reach it as depicted in two books. This paper illustrates the path to spiritual salvation as depicted in two books. The writer of this paper uses The Jew in the Lotus by Madeleine Lengles and A Wind in the Door by Roger Kamenetzs to compare and contrast paths that are taken and mandated for success in the two faiths in question. As we travel through life we sometimes stop and wonder what the point is. Why do we do what we do, where is it going to lead us and what will the reward for it be? Each day millions of people perform their daily lives in accordance to the path their spiritual salvation is dictated by their individual faith. There are two books available that weave paths throughout their story. One is fiction while the other is not, yet they both offer answers to the question of spiritual paths and how they affect those who follow them. We will write a custom essay sample on For All There Is or any similar topic specifically for you Do Not WasteYour Time HIRE WRITER Only 13.90 / page

Miranda Vs. The State Of Arizona Essays - Evidence Law,

Miranda vs. the State of Arizona Such cases as Gideon v. Wainwright (1963) and Miranda v. Arizona (1966) considered the rights of defendants in criminal cases and initiated a continuing debate on the rights of the individual in relation to the necessary powers of the government. The Miranda decision declared incriminating statements by a prisoner to be inadmissible as evidence when the prisoner had not been warned of his or her rights. In Harris v. New York (1971), however, the Court ruled that such evidence could be used by a prosecutor when a defendant chooses to testify. In Ginsberg v. New York (1968) and several other cases involving publications of an erotic nature, the Court sought to provide a legal definition of obscenity and to determine the role of moral censorship in society. In another 1968 decision the Court upheld the right of the police to stop and search suspect persons for weapons. Until Miranda, few people thought that it violated a suspects constitutional rights for the police to question the alleged without an attorney. In fact, voluntary confessions, or self-incriminating facts, given by defendants were essential to a large percentage of convictions. The effect of Miranda, dried up all voluntary confessions by immediately introducing defense attorneys into police investigation. Here are some facts from before and after Miranda: In Philadelphia, before Miranda, 45 percent of all criminal suspects confessed to police officers, but afterward that figure dropped down to 20 percent. In New York City, the confession rate fell from 49 percent to 15 percent. In Pittsburgh, the confession rate among suspected robbers and murderers fell from 60 percent to 30 percent. Other cities reported similar declines, and researchers estimate that Miranda has reduced the nationwide confession rate by 16 percent. This is confirmed by comparing confessions in the United States with those in countries that use other approaches to regulating police questioning. In the U.S., police obtain confessions in perhaps 40 percent of all cases. However, in the United Kingdom, where advice of rights is limited, confession rates in the 1970s and 1980s were an estimated 61 percent to 85 percent. Even today in the U.S., confessions or other self-incriminating statements are crucial to convictions in about 24 percent of all criminal cases. In my opinion, the Miranda case set forth standards that greatly improved the treatment of the alleged and arrested. It gave them greater utilization of their civil rights, and a chance to prove themselves innocent in a court of law in the presence of an attorney.

Balanced Budget essays

Balanced Budget essays Thomas Jefferson stated, "I place economy among the first and most important virtues, and public debt as the greatest of dangers. To preserve our independence, we must not let our rulers load us with perpetual debt" (Grinsburg 1). This quote illustrates the importance of maintaining a balanced budget; therefore, it is necessary to stand firmly resolved that the government should balance its budget. Three main arguments uphold this premise. They are as follows: 1. It is feasible for the government to balance the budget, 2. A budget deficit harms the United States through creating a trade deficit and increasing the national debt, 3. A balanced budget would benefit the United States by providing extra funds for social programs, tax cuts, and Argument 1: It is feasible for the government to balance its On of January 7, 1998, the U.S. Congressional Budget Office released a budget forecast that "shows the federal budget to be in effective balance, with a projected deficit of just $5 billion this year-a trivial percentage of an estimated $8.5 trillion gross domestic product" (Bartlett 8). The government was able to balance the budget without causing negative complications. This balance came absent of any significant tax increases and/or government cuts in spending. Because the United State's economy has been relatively productive in the past few years, the government was able to balance the budget through an increase in tax revenues. During this time the government was actually able to increase its spending somewhat, while the American people were free from additional tax burdens. In fact, according to the U.S. Treasury Department, "federal revenues are up 10.5% over the same period a year earlier, while spending is up only 3.8%" (Bartlett 6). Essentially, this shows that it is not only possible for the government to balance its budg...

Hemorrhage Research Paper Example | Topics and Well Written Essays - 500 words

Hemorrhage - Research Paper Example Often considered the â€Å"fourth trimester† of pregnancy, the postpartum period encompasses the first six (6) weeks after childbirth. After the delivery, the woman begins to experience psychological and physiological changes that return the body into the pre-pregnant state. These changes often occur without difficulty. However, factors such as blood loss, trauma, infection and fatigue place the woman at high risk, making the postpartum period a crucial time. Postpartum haemorrhage is considered one of the leading causes of maternal deaths, accounting approximately 30% of all pregnancy-related deaths. A study was made in aiming early identification of postpartum haemorrhage with the end view of preventing its occurrence and if not, to provide prompt intervention and prevention of its life threatening complications. It is vitally important to identify those women at increased risk of a postpartum hemorrhage, as well as understanding and carrying out expectant and active management of the third stage of labor. Regardless of the cause, the woman is in danger of developing hypovolemia, a system-wide decrease in blood volume from too much blood loss. If the blood loss continues, the woman may develop hypovolemic shock, which is characterized by a weak and thread and rapid pulse; hypotension; cold and clammy skin; and changes in level of consciousness. These findings may occur abruptly and be dramatic if the blood loss is large and occurs quickly. The woman who experiences postpartum haemorrhage is also at risk for developing anemia from the blood loss. Active management comprises one of the most important sets to prevent these complications. An effective measure that can be delivered by trained health care providers linked with essential supplies in all the settings that women give birth. It includes administration of uterotonic agent; after the cord is clamped, placenta delivered by controlled cord traction with counter-traction on the fundus; uterine massage

Welcome Letter Essay Example | Topics and Well Written Essays - 1000 words

Welcome Letter - Essay Example The most interesting part is the business proposal; you will ultimately have 3 topics to choose. My advice would be to pick the one you are interested in the most and work hard towards a finished product. Trust me, you will learn a lot in the business report. After spring break, our class started to work on the proposal. Accordingly, each week we were assigned to write a part of the report. Don’t be upset if you have a bad grade after professor graded your first submission. You have a chance here to revise and the professor will leave useful feedback in I learned. Please follow the comments to redo your work and you could drastically improve your grade. For example, I did very poorly in my first submission, so I rewrote my approach following the feedback I had received; as such, the revision was much better than the first one and it gave me great encouragement. Also, checking your grammar and proofreading your work will make a huge difference. When working on your own proposal you should first carefully read the prompts and make sure you understand the instructions before starting to write. Second, always ask yourself if the sources you are using are the right ones and whether or not there is any alternative way to view the issues at hand. Lastly, check the grammar and proofread your work carefully. Although some of my work got a high grade, I often time needed to improve my grammar and proofreading; so there was still a lot of work. From the writing portion of this course, I think I have learned a lot.

Development of and Access to Article 234 (indirect actions)

Development of and Access to Article 234 (indirect actions) Critically assess the evolution and development of access to and operation of Article 234 (indirect actions) with regard both to general and validity references for preliminary rulings. It is important to clarify that referral to the ECJ via Article 234 does not constitute an appeal, but recognises the necessity to correctly interpret the distinction between the rules and principles associated with maintaining the application of Community law.   The inclusion of Article 234 ensures that the law continues to be applied consistently amongst all Member States according to the intentions of Article 220 as noted above.   Accordingly, within the precepts of EU policies, the law must always be maintained.   However, it is also interesting to note that rulings in subsequent case law have attracted criticism in relation to restrictive interpretations of the meaning of individual concern, considered to be at variance with the requirement for effective judicial protection for Community law rights, a principle established and upheld by the Community courts in pursuant of Article 234.  Ã‚   When reading Article 234 contradictions would appear to suggest a conflict as to when applications for rulings should be made.   This is, however, fairly easily negotiated if discretion is applied in conjunction with the interpretation of individual case law and, since January 1999, through Guidelines issued by the ECJ itself subsequently incorporated into the Court of Appeal’s Practice Directive and the Civil Procedure Rules, Part 68.   Settling disputes between Member States, the various institutions within the EU and those individual nations, and settling individual and company disputes at variance with EU policies are more important functions exhibited by the ECJ.   EU policies and legislation has to be interpreted and adhered to within the auspices of the law, a factor which the ECJ observes through Article 234 of the Treaty of Rome.   DISCUSSION A particularly important function the ECJ carries out, within Article 234, is to maintain the concept of harmonisation between Member States and to ensure that the law is consistently applied between all of its members.   As rulings made by the ECJ are binding on all Member Nations, any referrals made by individual domestic courts to clarify EU legislation maintains homogeneity amongst the European Union.   According to Article 234 jurisdiction may be applied by the ECJ in matters of interpretation of policy issues, ‘the validity and interpretation of acts of the institutions†¦Ã¢â‚¬â„¢, and ‘the interpretation of the statutes of bodies established by an act of the Council†¦Ã¢â‚¬â„¢.   A particularly important clause within Article 234 relates to referrals from domestic courts who require the law clarified within the auspices of EU protocols which, due to the stringent applications of many of the rules and regulations can be particularly adumbrative.   This particular aspect was revealed in the case of   Jà ©go-Quà ©rà © et Cie SA v Commission, and again in the case of Brown, the latter of which was particularly interesting because of the lack of specific precedent within UK national law and, similarly at that time, EU legislation itself.   In this particular case the ECJ ruled that a submission might be presented to the ECtHR for their consideration.   Accordingly, referrals could be either mandatory, in cases where the House of Lords considers further clarification is necessary, after which the case is decided by the court which made the referral.   Additionally discretionary referrals may be made in terms of the Court of Appeal or a lower court who may decide to refer a case to the ECJ for clarification, or choosing to implement their own acumen to reach a decision.   In the case of Bulmer v Bollinger it was decided by Lord Denning that Article 234 [para 2] rulings should only be cited where their implementation would result in the case being concluded, acte clair doctrine should be excluded, and in cases already elucidated by an ECJ ruling further clarification should not be deemed necessary.   Furthermore, any factor resulting in potential injustice due to unseemly delay must also be considered, together with various other factors.   If Jà ©go-Quà ©rà ©, for instance, had been successful in their first Action for Annulment, various outcomes could have resulted, although the results would be dependent upon semantics:   through intervention invoking Article 231, a Regulation could be limited, even though an Act need be declared void.   CONCLUSION   Although this matter of delay should have been partly resolved by the introduction of the Court of First Instance which was given the remit to relieve some of the burden from the ECJ, referring on as necessary any evaluation of principle to the ECJ for a review of its judgement â€Å"where a serious risk of unity or consistency of Community law† might otherwise ensue. Any obstruction should also have been determined through the introduction, following the Treaty of Nice, of Judicial Panels, which makes certain referrals to the Court of First Instance, although little actual evidence of this has been recorded as EU membership has continued to grow exponentially. After the Treaty of European Union and the Treaties Establishing the European Communities were incorporated into the Treaty of Amsterdam, economic co-operation between Member States became more of a reality.   This effectively increased the extent of influence the European Parliament could have on each nation’s domestic arrangements.   Ã‚   Prior to the Treaty of Rome, it took a perceived breach of Community law for the rights of the individual to be recognised by a Judicial Review of Community Acts, through the invocation of Articles 230 to 233.   However, in accordance with the ethos of Article 234, the European Court of Justice may now apply the necessary legislation intended to interpret and apply EU policies through maintaining the balance of power within the Member States and defining the balance yielded amongst the EU Community to maintain harmony between the disparate nations that constitute the Union.     Ã‚  As a result, an individual should have the right of support, within EC law, of the ECtHR.   Following this ruling the restrictive interpretation of the meaning of individual concern has been criticised as being at odds with the requirement for effective judicial protection for Community law rights, a principle established and upheld by the Community courts through their interpretation of Article 23 0 [para. 4], despite Advocate General Jacobs’ view that â€Å"the principal of effective judicial protection is part of Community law†¦Ã¢â‚¬ . BIBLIOGRAPHY BOOKS: Derbyshire, P (2004):   Eddey Darbyshire on the English Legal System (7th ed). Andover:   Sweet Maxwell Maitland-Walker, Julian and Sully, Robert (2002):   ECJ Defines the Right of an Individual to Challenge EC Laws that Detrimentally Affect it.   London:   Goldens Publications Roney, Alex and Budd, Stanley (1998):   The European Union:   a guide through the EC/EU Maze (6th ed), page 35 ARTICLES: Edwards, David O (1995):   How the Court of Justice Works.   European Law Review, Vol 20, Issue 539 HMSO:   6th Report of Session 2003 – 04:   Case T-177/01 [2002] ECR II-2365 Jà ©go-Quà ©rà © et Cie SA v Commission:   The Future Role of the European Court of Justice.   Report with Evidence.   London:   HMSO.   HL Paper 47..   Published 15th March 2004 Ragolle, Filip (2003):   Access to Justice for Private Applicants in the Community Legal Order:   Recent (R)Evolutions. European Law Review, Vol 28, Issue 1, Pages 90 101 LEGISLATION: Article 119 Article 220 (previously Article 164) Article 225 (previously Article 168a) Article 230 (previously Article 177) Article 234 Article 234 [para. 2] Article 234 [para. 3] Council Decision 88/591, OJ (L319) 1 [1988] OJ (C 340) 1 [1997] Treaty of Amsterdam OJ (C340) 3 [1997] http://europe.eu.int/scadplus/leg/en/s50000.htm TABLE   OF   CASES: Bulmer v Bollinger [1974] CA Case T-177/01 [2002] ECR II-2365 Jà ©go-Quà ©rà © et Cie SA v Commission CILFIT v Ministry of Health [1982] ECR 3415 HP Bulmer Ltd v J Bollinger SA [1974] 2 All ER 1226 Laskey, Jaggard and Brown v United Kingdom (1997) 24 EHRR 39, ECtHR Macarthys Ltd v Smith [1979] 3 All ER 325 Pickstone v Freemans plc [1988] HL R v Brown [1993] 2 All ER HL 82 Re Tachographs: EC Commission v UK [1979] 2 CMLR 45 Torfaen Borough Council v B Q [1990] ECJ Van Duyn v Home Office [1974] 3 All ER 178 ONLINE   RESOURCES:   (all sites visited 18/06/05)Available at URLs: http://www.curia.eu.int/jurisp/cgi-bin/gettext.pl?lang=ennum=79958777T1904 %20R0201_2doc=Touvert=Tseance=ORDwhere=() Delaney, Erin (2003):   Right to an Effective Remedy – Judicial Protection and European Citizenship. http://www.fedtrust.co.uk/uploads/constitution/delaney.pdf Treaty of Amsterdam OJ (C340) 3 [1997] http://europe.eu.int/scadplus/leg/en/s50000.htm

The Canterbury Essay -- Canterbury Tales Literature Essays

The Canterbury The Canterbury Tales begins with the introduction of each of the pilgrims making their journey to Canterbury to the shrine of Thomas a Becket. These pilgrims include a Knight, his son the Squire, the Knight's Yeoman, a Prioress, a Second Nun, a Monk, a Friar, a Merchant, a Clerk, a Man of Law, a Franklin, a Weaver, a Dyer, a Carpenter, a Tapestry-Maker, a Haberdasher, a Cook, a Shipman, a Physician, a Parson, a Miller, a Manciple, a Reeve, a Summoner, a Pardoner, the Wife of Bath, and Chaucer himself. These travelers, who stop at the Tabard Inn, decide to tell stories to pass their time on the way to Canterbury. The Host of the Tabard Inn sets the rules for the tales. Each of the pilgrims will tell two stories on the way to Canterbury, and two stories on the return trip. The Host will decide the best of the tales. They decide to draw lots to see who will tell the first tale, and the Knight receives the honor. The Knight's Tale is a tale about two knights, Arcite and Palamon, who are captured in battle and imprisoned in Athens under the order of King Theseus. While imprisoned in a tower, both see Emelye, the sister of Queen Hippolyta, and fall instantly in love with her. Both knights eventually leave prison separately: a friend of Arcite begs Theseus to release him, while Palamon later escapes. Arcite returns to the Athenian court disguised as a servant, and when Palamon escapes he suddenly finds Arcite. They fight over Emelye, but their fight is stopped when Theseus finds them. Theseus sets the rules for a duel between the two knights for Emelye's affection, and each raise an army for a battle a year from that date. Before the battle, Arcite prays to Mars for victory in battle, Emelye prays to Diana that ... ...ld speak the language of humans and could sing beautiful. When the white crow learns that Phoebus' wife was unfaithful, Phoebus plucks him and curses the crow. According to the Manciple, this explains why crows are black and can only sing in an unpleasant tone. The Parson tells the final tale. The Parson's Tale is not a narrative tale at all, however, but rather an extended sermon on the nature of sin and the three parts necessary for forgiveness: contrition, confession, and satisfaction. The tale gives examples of the seven deadly sins and explains them, and also details what is necessary for redemption. Chaucer ends the tales with a retraction, asking those who were offended by the tales to blame his rough manner and lack of education, for his intentions were not immoral, while asking those who found something redeemable in the tales to give credit to Christ.

Lifting the Coporate Veil

LIFTING THE CORPORATE VEIL (i) Introduction (ii) Principles of Corporate Personality (iii)Statutory Exceptions (iv)Common Law and the Mere Facade Test (v) Agency and Groups (vi)Conclusions INTRODUCTION 1. When a creditor discovers that a debtor company is insolvent, the creditor will frequently want to recover the debt from a shareholder, director or associate of the insolvent company. There exist various statutory and common law mechanisms by which the corporate veil can be lifted and liability imposed on individuals or other companies.This lecture sets outs and discusses those mechanisms in the light of recent authorities and of the Companies Act 2006. PRINCIPLES OF CORPORATE PERSONALITY 2. One of the fundamental principles of company law is that a company has personality that is distinct from that of its shareholders. This rule was laid down by the House of Lords in Salomon v. Salomon & Co1, in which it was held that even if one individual held almost all the shares and debentures in a company, and if the remaining shares were held on trust for him, the company is not to be regarded as a mere shadow of that individual.Lord MacNaughten stated2: â€Å"The company is at law a different person altogether from the subscribers to the Memorandum and, although it may be that after incorporation the business is precisely the same as it was before, and the same persons are managers, and the 1 [1897] A. C. 22 2 Ibid, at p. 51 2 same hands receive the profits, the company is not in law the agent of the subscribers or the trustee for them. Nor are subscribers as members liable, in any shape or form, except to the extent and in the manner provided by theAct3. † The rule in Salomon lies at the heart of corporate personality, and is the principal difference between companies and partnerships. However, there are situations in which the courts look beyond that personality to the members or directors of the company: in doing so they are said to lift or pierce the corpor ate veil. There is no single basis on which the veil may be lifted, rather the cases fall into several loose categories, which are examined below. STATUTORY EXCEPTIONS 3.There are certain statutory exceptions to the rule in Salomon which involve a director being made liable for debts of the company because of breach of the companies or insolvency legislation. Eg: (a) Failure to obtain a trading certificate 4. Where a public company fails to obtain a trading certificate in addition to its certificate of incorporation before trading, the directors will be liable to the other parties in any transactions entered into by the company to indemnify them against any loss or damage suffered as a result of the company’s failure to comply with its obligations.This provision Companies Act 1985, s. 117(8) has been retained in the 2006 Act. See CA2006 s767(3). (b) Failure to use Company’s name 5. Section 349(4) of the CA 1985 provided that if an officer of a company or a person actin g on its behalf signs a bill of exchange, cheque or similar instrument on behalf of the company, in which the company’s name is not mentioned4, that person will be personally liable to the holder of the instrument in question for the amount of it (unless it is duly 3 i. e. Companies Act 1862 4 Thus contravening s. 349 (1)(c) of CA 1985 3 aid by the company). However, although CA2006 s. 84 imposes criminal penalties for failure to use the company name on relevant documents, there is currently no equivalent provision in the 2006 Act imposing such a personal liability. (c) Disqualified Directors 6. Under s. 15 of the Company Directors Disqualification Act 1986, if a person who has been disqualified from being a director of, or involved in the management of a company acts in contravention of his disqualification he will be liable for all those debts of the company which were incurred when he was so acting.The same applies to a person who knowingly acts on the instructions of a di squalified person or an undischarged bankrupt. (d) Just and Equitable Winding Up 7. Under s. 122(1)(g) of the Insolvency Act 1986 a petition may be presented to wind up a company on the grounds that it would be just and equitable to do so. This may involve lifting the veil of incorporation, for example to examine the basis on which the company was formed5. (e) Fraudulent Trading 8.Section 213 of the Insolvency Act 1986 deals with fraudulent trading. Under that section, if it appears to the court that â€Å"any business of the company has been carried on with intent to defraud creditors of the company or of any other person, or for any fraudulent purpose†, it may order that â€Å"any persons who were knowingly parties to the carrying on of the business in the manner above-mentioned are to be liable to make contributions (if any) to the company’s assets as the court thinks proper†. (f) Wrongful Trading 9.Section 214 of the Insolvency Act 1986 concerns wrongful tra ding, and enables the court to make a declaration, when a company has become gone into insolvent liquidation, that a former director is liable to make a contribution to the company’s assets. Such a declaration can be made where the director in question knew or ought to have concluded, 5 E. g. Ebrahimi v. Westbourne Galleries [1973] AC 360. 4 at some point before the commencement of the company’s liquidation, that there was no reasonable prospect that the company would avoid going into insolvent litigation. By s. 214(7), the provisions of s. 214 also apply to hadow directors. (g) Phoenix Companies 10. The Insolvency Act 1986 also allows the court to lift the corporate veil in cases of socalled â€Å"Phoenix Companies†, in which a new company is created with the same or a similar name to an insolvent company. S. 216 of the Act makes it an offence for anyone who was a director of the insolvent company during the 12 months before liquidation to be associated with a company with the same name as the insolvent company or a name so similar as to suggest an association6. S. 217 provides that where a person is involved in the management of a company in contravention of s. 16, or where he acts, or is willing to act, on instructions given by a person whom he knows to be in contravention of that section, he is himself jointly and severally liable with the company for all the relevant debts of that company. (h) Unfair Prejudice 11. The Courts’ powers under s. 459 of the 1985 Act (the provisions of which are duplicated in s. 994 of the 2006 Act) apply where â€Å"the company’s affairs are being or have been conducted in a manner which is unfairly prejudicial to the interests of its members generally or of some part of its members (including at least himself). The general proposition that the conduct of a parent company in control of a subsidiary can be relevant where a s. 459 petition is presented by shareholders of a subsidiary is unsurp rising7. It has also been held by the Court of Appeal8 that directors’ unfairly prejudicial conduct of a subsidiary may be actionable by shareholders of the parent under s. 459 if the parent and subsidiary have directors in common. (i) Third Party Costs Orders 6 Unless that person is given leave by the court so to act: s. 216 (3) 7 see Nicholas v Soundcraft [1993] BCLC 360 Citybranch Ltd v Rackind [2004] EWCA Civ 815 5 12. The court has jurisdiction to make a costs order against a party to the proceedings in favour of a non-party (including the directors or shareholders of a litigant company) by virtue of s. 51 Supreme Court Act 1981 and CPR 48. 2. This has recently been applied by the Court of Appeal in the case of Alan Phillips Associates Ltd v Terence Edward Dowling9. A contract was accepted by a company on headed paper almost identical to that of a business run by Mr Phillips prior to incorporation.Mr Phillips wrongly issued proceedings in his own name and the company was then substituted as Claimant. The company’s claim was dismissed and a third party costs order was made against Mr Phillips. 13. More typical circumstances for a third party costs order arose in Goodwood Recoveries Ltd v Breen10 which held that where a non-party director could be described as the â€Å"real party† seeking his own benefit and controlling and/or funding the litigation, then even where he had acted in good faith or without any impropriety justice might demand that he be liable in costs. 4. Similarly in CIBC Mellon Trust Co v Stolzenberg11 when the court held that there was no reason in principle why, if a shareholder (not being a director or other person duly authorised, appointed and legally obliged to act in the best interests of the company) funded, controlled and directed litigation by the company in order to promote or protect his own financial interest, the court should not make a costs order against him. COMMON LAW AND THE MERE FACADE TEST Engine o f Fraud 15.It has long been established that the Courts will not allow the Salomon principle to be used as an engine of fraud, or to avoid pre existing legal obligations. Probably the bestknown example of this rule is Gilford Motor Company Ltd v. Horne12, in which the Defendant had been managing director of a the Claimant company, and had entered into a 9 [2007] EWCA Civ 64 10 [2005] EWCA Civ 414 11 [2005] EWCA Civ 628 12 [1933] Ch. 935 6 covenant not to solicit customers from his employers when he ceased to be employed by them.On leaving the company’s employment, Horne formed a company to carry on a competing business, the shares in which were held by his wife and a friend, and he thereby solicited the Claimant’s customers. The Court of Appeal held that this company was a mere facade or sham to cloak his breach, and granted an injunction to enforce the covenant against both Horne and the company. 16. Similarly, in Jones v. Lipman13 the Defendant had entered into a con tract to sell property, but then sought to avoid the sale by transferring the property to a company which he controlled.Russell J held that specific performance could be ordered against the company, which he described as â€Å"the creature of the First Defendant, a device and a sham, a mask which he holds before his face in an attempt to avoid recognition by the eye of equity†14. 17. A recent example of the application of the principle is Kensington International Ltd v Congo15. The Claimant had obtained various judgments against the Republic of Congo which it sought to enforce by way of third party debt order against money payable to a company called â€Å"Sphynx† who had sold a cargo of oil.Sphynx had bought the oil from Africa Oil. Africa Oil had bought the oil from the Congolese state owned oil company (â€Å"SNPC†). Sphynx and Africa Oil were both controlled by the president and director general of SNPC. The court held that the various transactions and compa ny structures were a sham or facade and had no legal substance, and were set up with a view to defeating existing claims of creditors against the Congo. SNPC and Sphynx were simply part of the Congolese state and had no existence separate from the state.It was not necessary for there to be a divestment of assets at an undervalue to justify the court piercing the corporate veil in relation to the particular transactions. 13 [1962] 1 WLR 832 14 ibid, p. 836 15 [2005] EWHC 2684 (Comm) 7 18. It should be noted that the mere fact that there is fraudulent activity does not necessarily justify the piercing of the corporate veil. In Dadourian Group v Simms16 individuals who had fraudulently misrepresented that one of them was a mere intermediary when in fact he was a co-owner and ontroller of a contracting company was liable for deceit but the veil was not lifted so the individuals were not found liable for the company’s breach of contract to buy equipment. In this case there was no conspiracy to injure the Claimant and there had been a genuine intention that the company would buy the equipment. The now defunct â€Å"Interests of Justice Test† 19. In Creasey v. Breachwood Motors Ltd17 the facts were slightly different from those of Gilford v. Horne and Jones v. Lipman.Creasey had been the manager of a garage owned by Breachwood Welwyn Ltd (â€Å"Welwyn†), but was dismissed from his post and intended to sue for wrongful dismissal. In anticipation of his claim, and wanting to avoid having to pay him damages, the proprietors of Welwyn formed another company, named Breachwood Motors Ltd (â€Å"Motors†), and transferred the entire business of the old company to it. Creasey obtained judgment in default against Welwyn, which was then struck off of the register of companies. Creasey obtained an order substituting Motors as defendants, against which Motors appealed. Richard Southwell Q.C. , sitting as a judge of the Queen’s Bench Division, he ld that Motors could be substituted as defendants, and that the veil could be lifted because Welwyn’s assets had been deliberately transferred to Motors in full knowledge of Creasey’s claim18. Richard Southwell Q. C. specifically decided that it was right to allow the veil to be lifted as regards Motors, rather than force Creasey to apply to have Welwyn restored to the register and apply for an order that its assets be restored to it under s. 423 of the Insolvency Act 1986 (an alternative which the judge described as a â€Å"procedural minefield†). 0. In Ord & Anor v. Belhaven Pubs Ltd19 the Court of Appeal has however decided that the decision in Creasey was wrong. In Ord the defendant company had made various 16 [2006] EWHC 2973 (Ch) 17 [1992] BCC 638 18 Ibid, p. 648 B 19 [1998] BCC 607 8 misrepresentations to the claimant. By the time these came to light, the company had all but ceased trading, and had negligible assets. The claimant sought to substitute the defendant company’s holding company, and the judge at first instance followed Creasey and allowed the substitution.The Court of Appeal decided that this was incorrect, as the original company had not been a mere facade for the holding company, nor vice versa. Unlike the new company in Creasey, neither company had not been created as a sham to avoid some liability, there had been no element of asset stripping and so the veil should not be lifted. Hobhouse LJ, giving the judgment of the court, stated: â€Å"There may have been elements in that case [i. e. Creasey] of asset stripping. I do not so read the report of [Richard Southwell QC’s] judgment†¦ But it seems to me to be inescapable that the case in Creasey v.Breachwood as it appears to the court cannot be sustained. It represents a wrong adoption of the principle of piercing the corporate veil and an issue of the power granted by the rules to substitute one party for the other following death or succession. The refore in my judgment the case of Creasey v. Breachwood should no longer be treated as authoritative. †20 The Current State of the Law 21. The courts are now increasingly reluctant to lift the veil in the absence of a sham. In particular, it is clear that the veil will not be lifted simply because it would be in the interests of justice.In Adams v. Cape Industries plc21 the Court of Appeal was unequivocal on this point. Slade LJ said22: â€Å"Save in cases which turn on the wording of particular statutes or contracts, the court is not free to disregard the principle of Salomon v. Salomon & Co Ltd [1897] AC 22 merely because it considers that justice so requires. Our law, for better or worse, recognises the creation of subsidiary companies, which though in one sense the creatures of their parent companies, will nevertheless under the 20 Ibid, p. 616 B 1 [1990] Ch 433 9 general law fall to be treated as separate entities with all the rights and liabilities which would normally attach to separate legal entities. † 22. That the courts are now less willing to lift the corporate veil than was once the case is also indicated by the judgment of the House of Lords in Williams v. Natural Life Health Foods Ltd23. The defendant company was effectively run by one man, a Mr Mistlin, and had given negligent advice to the claimant regarding the profitability of a franchise.On the company being wound up the claimant joined Mr Mistlin as a defendant on the basis that he had assumed personal responsibility. The House of Lords unanimously rejected the Court of Appeal’s finding that Mr Mistlin had assumed responsibility to the Claimant, holding that in order for a director to be personally liable for negligent advice given by the company, it had to be shown both that the director had assumed personal responsibility for that advice and that the claimant had reasonably relied on that assumption of responsibility.As there had been no personal dealings between Mr M istlin and the claimant, these tests were not met, and the corporate veil should remain intact24. 23. A court will also be justified in disregarding a company’s personality so as to prevent the corporate form being used as a medium through which to lawfully carry out an activity which would otherwise be a wrongdoing. In Trustor AB v.Smallbone25 the defendant Smallbone had effected the payment of considerable sums of money from Trustor AB, a company of which he was managing director, to a company called Introcom, which he controlled. Sir Andrew Morritt V-C found that Introcom was simply a vehicle for receiving the money, and that the payments were made in breach of Smallbone’s duty to Trustor. Summary judgment was ordered against Smallbone and Introcom. 24. What then is the law following the decisions in Ord and Williams?Neither case, of course, involved findings that the relevant company had been a facade. Ord should not be 22 Ibid p. 536. 23 [1998] 2 All ER 577 24 The Court of Appeal has held that the principles identified by the House of Lords in Williams are equally applicable to torts other than negligence, although this decision has been criticised: see Standard Chartered Bank v. Pakistan National Shipping Corp. (No 2) [2000] 1 Lloyd’s Rep 218 25 [2001] 1 WLR 1177 10 thought to prevent the veil being lifted in cases where there is a sham or facade.Subsequent authorities, as well as the House of Lords decisions prior to Ord26, show that the law is still that the courts will be willing to lift the veil in cases where there is a sham and that principle is still at the heart of the test to be applied. AGENCY AND GROUPS 25. Although Salomon made it clear that a company is not automatically the agent of its shareholders, in exceptional cases such a relationship can exist, and it will be a question of fact whether there is a relationship of agency in any particular case, so that it is appropriate to pierce the veil.Questions of agency most o ften arise in the context of associated or group companies, and so the two areas are here considered together. Statute 26. Companies Act 1985 ss. 227-231 (and CA 2006 s. 399 et seq) provide that groups of companies must prepare group accounts, which must comprise consolidated balance sheets and profit and loss accounts for the parent company and its subsidiary undertakings.The aim of the accounts is to give a true and fair picture of the state of the undertakings included in the consolidation as a whole, which are treated for the purposes of the accounts as an economic unit. The process naturally requires that the corporate veil be lifted in order to identify which companies form the group. The courts are also sometimes willing to treat a group of companies as a unit for other purposes, and have tended to justify the decision to pierce the veil by analogy with the legislation, or by finding that one group company was the agent of another.Case Law 27. The development of the courtsâ⠂¬â„¢ attitude to agency in a company context has tended not to produce clear rules, perhaps until recently, and so the historical case law is summarised below. The principles leading to a finding of agency were considered by Atkinson J in 26 E. g. Woolfson v. Strathclyde Regional Council [1978] SLT 159, in which Lord Keith of Kinkel stated that it was appropriate to lift the veil â€Å"only where the special circumstances exist indicating that [the company] is a mere facade concealing the true facts†. 1 Smith, Stone & Knight Ltd v. Birmingham Corporation27, in the context of whether a subsidiary company was the agent of its holding company. That was a case where agency was established and the veil lifted – the parent company had full and exclusive access to the subsidiary’s books, the subsidiary had no employees other than a manager, it occupied the parent’s premises for no consideration and the only evidence of its purportedly independent existence was its name on the stationery.Atkinson J said that the question of whether a company was carrying on its own business or its parent’s was a question of fact, and identified six questions which he considered determinative: (i) Were the profits of the subsidiary those of the parent company? (ii) Were the persons conducting the business of the subsidiary appointed by the parent company? (iii) Was the parent company the â€Å"head and brains† of the venture? (iv) Did the parent company govern the venture? v) Were the profits made by the subsidiary company made by the skill and direction of the parent company? (vi) Was the parent company in effective and constant control of the subsidiary? These questions, while still relevant, can no longer be viewed as a complete statement of the law. As will be discussed below, the trend of the authorities has been away from findings of agency unless particular circumstances dictate that such a finding should be made. 28. It is relevant to consider the purpose for which the relevant company structure was created. In Re F. G. Films) Ltd28 an American holding company set up a British subsidiary to produce a film, in order that it might be classified as a British film. The Board of Trade refused to register it as such, and the matter came to court. It was held that the British company’s participation in the making of the film was so small as to be practically negligible, and that it had been brought into existence for the sole purpose of being put forward as having made the film, and for thus enabling it to qualify as a British film, and that therefore there was a relationship of agency. 2 29. In Littlewoods Mail Order Stores Ltd v. McGregor29 Lord Denning warned that the Salomon doctrine had to be carefully watched, and said that Parliament had shown the way as regards the scrutiny of groups of companies, and that the courts should follow suit. 30. An influential case in this area was DHN Food Distributors Ltd v. Tower Hamlets London Borough Council30, which concerned compulsory purchase: one company in the group owned the freehold of premises, from which another group company traded and which it occupied as bare licensee.The Court of Appeal stressed the significance of the existence of a â€Å"single economic unit† and recognised the group as a single entity, allowing it to recover compensation, but the exact reasons behind the decision are unclear, as the members of the court were each apparently influenced by different factors. Lord Denning MR noted that the subsidiaries were wholly owned, Shaw LJ pointed out that the companies had common directors, shareholdings and interests, and Goff LJ referred to ownership and the fact that the companies had no business operations outside the group.Goff LJ also stated that not all groups would be treated in this way, and there have been cases since DHN Food Distributors in which wholly owned subsidiaries have not been identified as a unit wit h their holding companies31. 31. To further confuse the position, DHN Food Distributors was not followed by the House of Lords in the Scottish appeal of Woolfson v. Strathclyde Regional Council32, and also runs counter to many decisions of courts in Australia and New Zealand. In Industrial Equity Ltd v.Blackburn33 the High Court of Australia said that the group accounts legislation did not operate to deny the separate legal personality of the company. In Re Securitibank Ltd (No. 2)34 the New Zealand Court of Appeal considered the decision in Littlewoods Mail Order Stores and thought that the approach in that case was the wrong way around– the court considered that the Salomon principal should be the starting point 13 for any examination of a group of companies, and any departure from it should be considered carefully.In the New South Wales case of Pioneer Concrete Services v. Yelnah Pty Ltd35 Young J considered the authorities and held that the veil should only be lifted wher e there was in law or in fact a partnership between the companies, or where there was a sham or facade36. 32. The English position was again considered by the Court of Appeal in Adams v. Cape Industries plc37, in which the Claimants with default judgments obtained in Texas against a company sought to enforce those judgments against an its ultimate holding company in the United Kingdom.The Court of Appeal held that although a parent company exercised supervision and control over its subsidiary in a foreign country, the parent company was not present in that country, and did not submit to that jurisdiction, by a subsidiary which did business in its own right. In the passage quoted above, Slade LJ stated that the Salomon principle will not be disregarded simply because justice so requires, and that subsidiary companies should be considered as individuals unless special circumstances dictated otherwise.Members of a corporate group were perfectly entitled to use the corporate structure e ven if the consequence was that only lowly capitalised subsidiaries were exposed to potentially harmful asbestos claims. 33. It is suggested, therefore, that the present position is that the courts are likely to be unwilling to lift the veil as against groups of companies in the absence of some agreement of agency, and that Littlewoods Mail Order Stores and DHN Food Distributors cannot any longer be considered authoritative. CONCLUSIONS â€Å"Genuine Ultimate Purpose†- An alternative test? 4. Some shams or facades may be obvious, but many others will not. The courts are reluctant to provide precise guidelines so as to define what constitutes a sham preferring the flexibility of a case by case approach. Useful tests to be employed when trying to identify a sham are: * Are the relevant entities in common ownership? * Are the relevant entities in common control? * Was the company structure was put in place before or after a particular liability (or serious risk) arose, and if th e latter then to what extent was he liability or risk a motivating factor for those who set up the structure? * Was the company structure put in place in an attempt to allow an activity which would be unlawful if carried out personally? 35. It has been suggested by some commentators38 that a â€Å"genuine ultimate purpose† test should replace the traditional established sham or facade test. However, this novel approach may throw up as many problems as the traditional test.Further, it seems to strike at the heart of the concept of the limited liability company since a primary (and often sole) purpose of incorporation is to reduce personal exposure to trade creditors, a motive that has been held to be acceptable since the concept of the limited company first became part of the legislative framework. Parliament, when passing the Companies Act 2006, had ample opportunity to conduct a wholesale revision of this principle but deliberately left the topic well alone. There currently appears to be little judicial enthusiasm for such revision either. DOV OHRENSTEIN RADCLIFFE CHAMBERS LINCOLN’S INN

Fanfiction Fan Can Make a Difference

Fanfiction is fiction written by fans of something, be it a book, a movie, a TV series or, frankly, anything you can imagine. In this or that form it existed for a long time, although without getting prominent due to rarely seeing publishing. But with the advent of the Internet everything changed – without the restraints put on them by the publishing costs, the would-be writers are now free to put their creation on the Net for everyone to see. They don’t do it for money and, generally, not even for fame (even if they achieve it this fame is only among a rather limited community of other fans, and they still hardly can expect to get favorable comments from the original authors). Mostly, they do it for fun. Fanfiction May be Very Different After reading a little bit of fanfiction you will most likely understand that publishing houses and editors appeared in this world for a reason. They help to weed out the texts that are better left unpublished and turn the ones that are poorly written into something that can actually be read. Yes, frankly speaking, the vast majority of fanfiction is bad – sometimes so bad it’s good, sometimes simply awfully, ridiculously bad. Poor grammar, juvenile humor, horrible plot twists only a twelve-year old may think about, lack of consistency and, again, poor grammar turn most fanfiction into unreadable mess. But, as usual, there are rare gems, and while there are not editors and publishers, there is another entity that plays the role of a selectionist – the community. The community generally understands what is good and what is bad, and gives the better writers an opportunity to attain certain level of recognizability. Through word of mouth the information about this or that work of fiction will spread and, if it is really good, it will be read. Sometimes one can only feel amazed why these people don’t try to actually start a writing career – sometimes fanfiction is really excellently written and can be a fascinating reading in and of itself. Yes, Fan Can Make a Difference And it has been known for fans to influence the writings of their favorite authors considerably. For example, according to one theory the large gap between the publication of the fourth and the fifth books in the Harry Potter franchise was caused by the fact that the author, J.K. Rowling, unwisely disclosed some aspects of her future novel, and one of the fans managed to write his own The Order of the Phoenix that was remarkably alike to what Rowling was writing at the time. As a result, she had to implement a lot of changes before the book could have been published. Anyway, fanfiction is a widespread movement in the modern world and is likely to maintain this status. While writers are unlikely to actually address their fans and ask them for advice, the very fact that their creative work become the basis of someone’s writing pursuits shows that they indeed have the power over minds.