Macbet Act II Scene II Essay Example for Free

Macbet Act II Scene II Essay This scene was one of the most significant, as it the scene where Macbeth murders Duncan, but feels remorse and guilt afterwards. The murder is not shown so that it is left to the audiences imagination. Also, to signify that the murder has taken place, an owl shrieks. This was thought to be a sign of a bad omen, and it suggests that it is upsetting the natural balance of things (at that time people believed that everything had a natural order and to change this would change other things), as even the natural world knows that Duncan has been murdered. Shakespeare creates tension by setting the scene at night so that when Macbeth returned, Lady Macbeth did not know who it was at first and for a moment she thinks that Macbeth had not succeeded in killing Duncan and the attendants had woken up, and she says; thattempt and not the deed confounds us meaning that if Macbeth only tried to murder Duncan and did not succeed then they would be ruined. Macbeths character so far is shown as noble and loyal, as in act 1 scene 2 Macbeth is talked about as being; A good and hardy soldier (line 4). In reward for his greatness, Duncan awards Macbeth the title of Thane of Cawdor (as the witches predicted). Macbeth does have some ambition, because when the witches tell him he is going to be king, he wants to speak more to Banquo about it. However, in his letter to Lady Macbeth, he says; Art not without ambition, but without the illness should attend it meaning that he would like to be king but not attain it by bad deeds. Lady Macbeths thoughts are that she wants Duncan to be killed. She calls on evil spirits to give her the strength to do it; Come, you spirits that tend on mortal thoughts, unsex me here and fill me from the crown to toe topfull of direst cruelty; make thick my blood, stop thaccess and passage to remorse (Act 1 scene 5, lines 39-43) which means evil spirits- make me as strong willed as a man and fill me with cruelty, and make me have no remorse. The setting of act 2 scene 2 is Macbeths castle. This is shown as quit an eerie setting, as you can hear noises from the outside, and it very dark. Macbeth and Lady Macbeth are on stage. In lines 1-8, Lady Macbeth is feeling bold, from line 1; That which hath made them drunk, hath made me bold. She comments on how she had drugged the attendants, and she says in lines 7-8; That death and nature do contend about them, whether they live, or die. This shows that she is not really concerned whether they live or die. However, in line 9 she begins to worry that they have been caught, and also says; Had he [Duncan] not resembled my father as he slept, I had donet, showing that she is not completely evil, as she could not murder Duncan as he resembled her father. At the end of the scene she becomes strong, as she takes the daggers from Macbeth (as he brought them back) and goes and puts them back. Macbeths mood is that of distress and remorse. This is shown by the fact that he accidentally brings back the daggers when he was supposed to place the by the attendants. This creates dramatic tension, as this would incriminate Macbeth and Lady Macbeth. At he end of the scene, Macbeth feels he cant live with himself, and says in line 76; To know my deed, twere best not know my self meaning that if he is to acknowledge what he has done, he must assume a new identity, as a murderer, and forget who he really is. Dialogue on and off the stage is that of death. Lady Macbeth tries to reassure Macbeth that he has he has done the right thing, as he is very disturbed about what he has done. The dialogue also shows how the outside and natural world is reacting to what has been done; the owl hooting, the crickets crying, the knocking and also when someone laughed in their sleep and one cried Murder! (Line 25) The effect of these noises reflects the beliefs of that time that to change the natural order of things (how things naturally turn out) is to affect everything. It creates tension by suggesting that the outside world will find out and Macbeth will be punished. The audiences response is that they feel that something supernatural is happening, due to the noises, and to the images Macbeth sees and sounds he hears, like the voice he hears (lines 44-46) saying he will sleep no more. When Macbeth first appears on the scene, his first words are (line 14); I have done the deed. Didst thou not hear a noise? The words I have done the deed suggest that he cannot bring himself to admit what he has done. The words didst thou not hear a noise? suggest that he expected to be caught, and that someone would have heard and come after him. His conversation with Lady Macbeth is that he is in some way shocked about what has happened. He says what he heard, and in lines 38-39, and 33-34, Lady Macbeth talks to him but he doesnt hear her as he is too deep in his own thoughts. Macbeth uses short, sharp sentences; like when?As I descended?Hark, who lies ithsecond chamber?This is a sorry sight (lines 17, 19, 21 and 23), because he is repeating what happened, and he is very distraught about what he has done. This effects the audience by creating tension, as Macbeth seems to have gone mad. In lines 29-36 Macbeth says how he could not pronounce Amen after someone cried God bless us. This shows that Macbeth does not feel he deserves Gods blessings, as he is too evil. In lines 38-46, Macbeth says that he heard a voice saying that he had murdered sleep. This shows his guilt that he will never be able to sleep again, and his remorse, as he shall never have peace from what he has done. Lady Macbeths reaction is to tell him not to keep thinking about these thoughts, and to reassure him. She is aware that they must put the daggers back, so at this point she has no guilt or remorse. When Macbeth comes back after murdering Duncan, he is carrying the daggers he used. This suggests to the audience that he is not in a proper frame of mind, and is still shocked by what he has done. It also suggests that he is not in control. Lady Macbeth had told him to leave them by the attendants to incriminate them. When he comes back, Lady Macbeth tells him to go and put them, back, but when he wont, she does it. This shows that she does not mind blaming innocent people. The audiences reaction is that she is very much in control, and knows what both of them must do. Macbeth will not go back because he says; Ill go no more. I am afraid to think what I have done; look ont again, I dare not. This reveals his guilt because he can hardly comprehend that he has done something so awful. This also shows his conscience, as he says I dare not, showing he does not know what his reaction would be, so knows he is not in control of himself. When Macbeth returns, his hands are red with Duncans blood. Once Lady Macbeth puts the daggers back, her hands are also red. Macbeth says in lines 63-65; Will all great Neptunes ocean wash this blood clean from my hand? No: this my hand will rather the multitudinous sea incarnadine. This means that he feels that all the seas in the world could not ash the blood off his hands, and that instead his hands would turn all the oceans red, and also that it will never wash off the blood stain on his conscience, so he feels that he will never be as innocent as he was before the murder. Lady Macbeth says in lines 67-68; My hands are of your colour, but I shame to wear a heart so white. The words my hands are of your colour mean that her hands are red, but also that she is now as guilty of the murder as Macbeth is. The words but I shame to wear a heart so white means that she is criticising her husband, by saying that she would not want to be so cold and heartless. The washing of the hands is significant later because Lady Macbeth sleepwalks and washes her hands in her sleep. Macbeths feelings are of extreme guilt and in line 62 he says; What hands are here? Ha: they pluck out mine eyes. This means that he wishes he did not have any eyes so he did not have to see the blood of the man he murdered. At the end of the scene, Macbeth and Lady Macbeth hear knocking. Lady Macbeth does not show any guilt or conscience, as she is only concerned with them getting back to their rooms to not seem suspicious and to get rid of the blood on their hands. Macbeth says how he cannot carry on if he does not forget who he is as he has a bas conscience, and in line 77 he says; Wake Duncan with thy knocking: I would thou couldst. This shows that he wishes Duncan was still alive, so feels guilty about him being dead. The audiences reaction is that they feel slightly sorry for Macbeth, as he was pressured into the murder by Lady Macbeth and know has to live with his guilt. This scene is the turning point of the play, because it is the point of no return; after Duncan is murdered there is no way Macbeth can go back. It is also the start of Macbeths journey from good to evil. At this point his guilt is at its highest, and later he is a bloody tyrant. This is because Lady Macbeth reassures him that once this is done everything will be fine, so he kills because he feels he has to, but later he kills because he is angry (act 4 scene 2). Lady Macbeth also changes. In the beginning, she is in control and has no conscience, but in the end, she is so out of control and so guilty that she kills herself. Her change is also shown by her speech, as in act 2, scene 2, line 70, she says; a little water clears us of this deed, whereas in act 5, scene 1, lines 44-45, she says: all the perfumes in Arabia will not sweeten this little hand. Also, she begins to sleepwalk and acts out washing her hands. Finally, in act 5, scene 9, lines 37-38, Malcolm says about Lady Macbeth; by self and violent hands took off her life. This has a double meaning for the audience, as it means Lady Macbeth killed herself, but it could also be interpreted and by her violence and her guilt (of her blood-stained hands) she killed her soul. The ending of act 2 scene 2 creates dramatic tension by ending with Macbeth and Lady Macbeth both in different frames of mind; Lady Macbeth making sure they dont get caught and Macbeth lost in thought and guilty over what he has done.

Human Nature Essay Example for Free

Human Nature Essay After reading Mencius essay â€Å"Mans Nature is Good† and Hsun Tzu’s essay â€Å"Mans Nature is Evil† It made me realize that men are shaped by experience. People are born with a blank mind with a desire of some knowledge. Much of what we learn affects our behavior. Throughout our life, experiences have been shaping what we are. Both Mencius and Tzu believe the complete opposite, arguing that men are born with a nature of being good or evil. By reading these articles I’ve come to assume that people are born neither good nor evil; instead both of these are obtained through the filling of our mind with experiences and all this together has influenced what we become. Hsun Tzu’s theory about how human nature is inherently evil and Mencius about how we are good caught my attention, because it made me realize that man can go either way. Even though I don’t agree with either of them entirely, they opened my mind about how nature can turn one way or another. People are not born inherently good because if that’s the case then every society would have to be good and would not bother with problems like violence and other chaotic scenarios. To go into a good pathway, people must be straightened by mentors. Like Tzu uses on his essay â€Å"A warp piece of wood must wait until it has been laid against the straightening board, steamed, and forced into shape before it can become straight; a piece of blunt metal must wait until it has been whetted on a grindstone before it can become sharp† (101). Family, schools, and religion are a fair way to obtain this goodness. For example these three sources have taught us since childhood to be respectful. This is the kind of experiences one has to follow in order to be good. Family has taught us to have good manners; therefore they work as our mentors. It is just your choice whether to implement these experiences of being good into your life or to go by the experience you been having with the wrong people. People aren’t born evil either. Instead people learn this through experience as well. For example traumatic experience and experiencing poor family conditions can make a child into a delinquent. Mencius said that â€Å"If you plant the seeds carefully at the same time and in the same place, they’ll all sprout and grow ripe by summer solstice. If they don’t grow the same- it’s because of the inequities in richness of soil, amounts of rainfall, or the care given to them by farmers. And so, all members belonging to a given species of thing are the same† (97). In this metaphor Mencius is trying to say that if you are placed in a different habitat where you learn from the outsiders, you are grown by the influence of them, which in his opinion is evil. I found this to be true but also I want to add that it is not always evil, it can be for the good of somebodies development. Being with the family can be good however sometimes we experience inconsistent parenting or poor parenting where it affects our development. Sometimes people can’t avoid these kinds of experiences but others like being with friends and acting up to their level of immaturity can be avoided. It is up to the experiences you’ve had that will form into what you become. After going through both essays my mind is set into these ideas. People are born with a blank mind but also we can change after what become of us, either it is for the good or for the evil. Peers have much to do with a person’s behavior. As friends you might have the feeling of just fitting in, having to change your manners to feel part of the group. It depends much on our surroundings; this is what triggers our brain to learn from others and development starts operating. Society is an important factor to our development because it is that, what forms our way of living and thinking. People might not like society because they don’t agree with something cultural or religious but whatever the circumstances are they still are triggered by it. At last, my beliefs are now more explained and understood after going through the readings. These articles influenced me to the point that I now believe human nature starts as a blank mind which means we are born without any knowledge and habits. This is when experience comes in. Through our experience with everything around us we become what we are. Our experience since childhood has a great impact in what we are; in other words most of our nature comes from family. Nevertheless, I don’t mean that everyone is shaped from their parents, what I mean is that there are other sources from experience out there that shapes our development (nature). It is your choice to either keep following those experiences, whether the good or the evil, but any how nurture is what will define what you become. Works Cited Austin, Michael, ed. Reading the World: Ideas that Matter. New York: Norton. 2010. Print. Mencius â€Å"Man’s Nature is Good†. Austin 94-98 Tzu, Hsun â€Å"Man’s Nature is Evil†.

How would Contemporary Leaders Maintain Quality Standards of Their Organizations?

How would Contemporary Leaders Maintain Quality Standards of Their Organizations? How would contemporary leaders maintain quality standards of their organizations? Qualitative methods play an important part in developing, maintaining and improving survey quality by assessing vital issues that field pre-tests and pilot surveys alone cannot address. They are better able to identify the problems experienced by respondents in answering questions because they place a more systematic and in-depth spotlight on each question and its administration, as well as routing and instructions. Quality is built into every process in the company. It applies on proactive requirements and resource management, feature a complete testing process life cycle, and provide thorough and detailed documentation. Quality Improvement is basically, the actions taken throughout the organization to increase the effectiveness of activities and processes to provide added benefits to both the organization and its customers. There is a significant relationship between productivity and quality. As a result, they expect for business as a profession, as well as about the substance of ethical dilemmas they confront in running their organization properly and ethically. To maintain quality standards of the organizations there are several keys that needs to have: (1) Benchmarking is the use of standard measurements in a service or industry for comparison to other organizations in order to gain perspective on organizational performance. (2) Continuous Improvement, in regard to organizational quality and performance, focuses on improving customer satisfaction through continuous and incremental improvements to processes, including by removing unnecessary activities and variations. (3) Failure Mode and Effects Analysis is an approach that helps identify and prioritize potential equipment and process failures. (4) ISO9000 is an internationally recognized standard of quality, and includes guidelines to accomplish the ISO9000 quality standard. Organizations can be optionally audited to earn ISO9000 certification. (5) Total Quality Improvement (TQM) is a set of management practices throughout the organization, geared to ensure the organization consistently m eets or exceeds customer requirements. TQM places strong focus on process measurement and controls as means of continuous improvement. Finally, (6) Six sigma is a quality management initiative that takes a very data-driven, methodological approach to eliminating defects with the aim to reach six standard deviations from the desired target of quality. While this is a necessary reaction in such challenging times, maintaining quality standards are essential in ensuring sustainability and future growth. Adopting internal quality is an important means to achieving competitive advantage and cost efficiencies as the entire company structure reflects commitment and value for the customers. Every single person in the organization takes part in maintaining quality standards. This allows for continuous improvement as a fundamental practice in what is rapidly becoming a stricter market in every sense of the word. Customer satisfaction is essential for any business. Working to recognised quality management standards can help you to meet customer expectations. Quality management standards provide a framework for a business to manage its processes and activities. They can help a business improve its efficiency by providing a best practice model for it to follow. To meet a quality management system standard you need to set up a system to improve the key processes you use to provide your products and services allowing you to deliver consistently on your promises. Most of the contemporary leaders understand that three factors ensure the global market competitiveness of an organization, for example: a quality product, quality customer service, and quality delivery. Leaders must champion the processes of quality throughout the organization, benchmarking successful organizations, incorporating innovations in quality, and setting standards and measurements in every department. Leaders have several tools to ensure quality. They dont have to be Master Black Belts in Six Sigma or understand all the intricacies of lean manufacturing or supply chain management to see how each improves quality. They are sold on the merits of having a quality. They know that cutting waste translates to saving time and money for the organization. It is the leaders responsibility to drive, steer, and fund the quality initiative throughout the organization. For only when top leaders fully endorse a quality initiative does it have a chance of becoming fully implemented and t he harvest days of savings can occur. Contemporary leaders collaborate and provide their organizations succession plans that ensure the growth of the organization over time. They feel that they lead at the request of the company, customers, board of directors, and stockholders. If each of these entities trust in the leader remains unchallenged, the leader should lead until he or she chooses to step down. However, whereas even the best of leaders turn the company over to a new set of watchful eyes eventually, the leader who is irreparably jeopardizing the sacred trust of employees, customers, and the public at large should step aside and let a better leader take the helm. The history of quality management, from mere inspection to Total Quality Management, and its modern branded interpretations such as Six Sigma, has led to the development of essential processes, ideas, theories and tools that are central to organisational development, change management, and the performance improvements that are generally desired for individuals, teams and organisations. The roots of Total Quality Management can be traced to early 1920s production quality control ideas, and notably the concepts developed in Japan beginning in the late 1940s and 1950s, pioneered there by Americans Feigenbum, Juran and Deming More about Quality Management and TQM history. Quality Management resulted mainly from the work of the quality gurus and their theories: the American gurus featured in the 1950s Japan: Joseph Juran, W Edwards Deming, and Armand Feigenbum; the Japanese quality gurus who developed and extended the early American quality ideas and models: Kaoru Ishikawa, Genichi Taguchi, and Shigeo Shingo; and the 1970-80s American Western gurus, notably Philip Crosby and Tom Peters, who further extended the Quality Management concepts after the Japanese successes More about the Quality Management gurus and their theories, including the development and/or use of the Plan, Do, Check, Act (PDCA) cycle, Pareto analysis, cause and effect diagrams, stratification, check-sheets, histograms, scatter-charts, process control charts, system design, parameter design, tolerance design (Taguchi methodology), Quality Improvement Teams (QIT), Just In Time (JIT), Management By Walking About (MBWA), McKinsey 7-S Framework, etc. Quality improvement is basically, the actions taken throughout the organization to increase the effectiveness of activities and processes to provide added benefits to both the organization and its customers. In simple terms, quality improvement is anything which causes a beneficial change in quality performance. All beneficial change results in improvement whether gradual or radical so we really need a word which means gradual change or incremental change. The transition between where quality improvement stops and quality control begins is where the level has been set and the mechanisms are in place to keep quality on or above the set level. Thus it is very essential to raise the standard of quality. Improving quality by raising standards can be accomplished by various steps which includes organize the resources to implement the plan, carry out research, analysis and design to define a possible solution. Hence this improvement process will require controls to keep improvement project s on course towards their objectives. The controls applied should be designed in the manner described previously. There is a significant relationship between productivity and quality. The former is a measure of the firm output as compared to the input while the latter spells out the compatibility of the firm product with the consumer demands. Total Quality Management (TQM) is a zero-error approach towards improving the quality of processes and systems in an organization. TQM calls for the principle of continuous improvement with regard to all the areas of the organization. This approach calls for continuously examining quality of organizational systems rather than making it a one-time activity. TQM is an approach towards managing the productivity-quality equation in an efficient manner. In a dynamically changing business environment, organizations need to re-structure and align itself to the change. This adaptation to the change is imperative for the organization to sustain itself in the ever-changing market. Reengineering is an approach, which involves radical re-structuring in the systems, processes or philosophy of the organization in the face of an environmental change. This approach calls for continuously examining quality of organizational systems rather than making it a one-time activity. The paper touches upon the basic principles of reengineering and TQM. The quality aspect encompasses every area of a business organization. Institutionalization of best practices and a commitment to continuous improvement with regard to all areas of the organization is pre-requisite for enhancing organizational quality. Total Quality Management is an approach towards maintaining quality of processes and systems in the organization. The paper examines the quality scenario in organizations and explores the role of IT in the same. Many of the companys employees have considerable experience in their own specialist fields and, because of this, Keighley Laboratories is sometimes required to carry out failure investigations and possibly act as a expert witness if a court case results. For quite some time, picking up The Wall Street Journal meant reading stories rife with indictments of CFOs, CEOs, and accountants. Though many leaders practice good principles, clearly it is time to inspect closely what it means to lead with ethics. The world is full of strong leaders; however, leadership is a neutral term. It can be good or bad. Stalin, Hitler, Mussolini, and Mao Tse Tung were regarded as good political leaders at some point in time by a certain element of the population. History has proven, however, that each was guilty of an immoral use of the tremendous power his leadership afforded him. What will history tell us about our current leaders of industry? Are they leading their companies in an ethical way? Perhaps the best barometer of achievement in this regard is the sustainable success of an organization over the long haul. For when you whittle commerce down to the point of its raison dà ªtre, you find its ethical basis. Is it not the mission and ethical imperative of every publicly held establishment to absorb the cost of doing business, produce a quality product for its customers, provide sustenance for its members, and turn a profit that can be reinvested to make the company stronger for lean times? One company has been doing this well for more than 120 years. General Electrics recent declining stock values may trouble investors, but it still was recognized as one of Fortunes 2002 Global Most Admired Companies and received the highest marks for its quality of management. Compare it to the relatively young MCI WorldCom, a company struggling in a quagmire of ethical issues, and the sustaining success of GE is clearly manifested. To get started, we will discuss the following five components of ethical leadership: communication, quality, collaboration, succession planning, and tenure. Ethical leaders set the standard of truth for every employee they lead. The moment people take leadership positions, they have an opportunity to place the highest premium on truthfulness. Recent cases of fiscal malfeasance at Enron, WorldCom, and Arthur Andersen illustrate the need for every form of communication leaders put forth to be an accurate representation. Yet, leading by example cannot be the only process by which this standard is relayed. It must become a company slogan, from the accounting office to the shop floor, that Truth is Job 1. Truthful information is quality information to the CEO, board of directors, and investors. Jim Collins, a noted researcher on leadership, advises leaders to conduct autopsies, without blame, and cites companies such as Philip Morris whose executives talked openly about the 7-UP disaster. Even when statistical evidence does not reflect well on a division or the financial status of the entire company, a plan of action to thwart disaster may be implemented and several lessons learned through open communication to ensure the sustainability of the organization. Ethical Quality An ethical leader understands that three factors ensure the global market competitiveness of an organization: a quality product, quality customer service, and quality delivery. Leaders must champion the processes of quality throughout the organization, benchmarking successful organizations, incorporating innovations in quality, and setting standards and measurements in every department. Leaders have several tools to ensure quality. They dont have to be Master Black Belts in Six Sigma or understand all the intricacies of lean manufacturing or supply chain management to see how each improves quality. They are sold on the merits of having a quality. They know that cutting waste translates to saving time and money for the organization. It is the leaders responsibility to drive, steer, and fund the quality initiative throughout the organization. For only when top leaders fully endorse a quality initiative does it have a chance of becoming fully implemented and the harvest days of savings can occur. Bob Galvin, Chairman of Motorola, implemented Six Sigma throughout the company in the early 1980s. Just two years after launching Six Sigma, Motorola was honored with the Malcolm Baldrige National Quality Award. Even the federal government is investigating the merits of this management tool. Several local government agencies are already using Six Sigma, and the federal government may employ Six Sigma in its war on terrorism. With a failure rate of 3.4 per million products/actions or 99.99966% accuracy, agencies would be better informed and lives could be saved if only one of every 294,000 vital pieces of information †¦ [was] †¦ erroneously discarded. Ethical Collaboration Ethical leaders need many advisors. They pick the most astute within their organizations and hire some from other companies, but they surround themselves with answers. Wise leaders collaborate to incorporate best practices, solve problems, and address the issues facing their organizations. Regrettably, the natural tendency of leaders is to draw in a close, and more often than not, closed circle of advisors. Unfortunately, the smaller the group, the less the prospect of collectively providing the leader advice on the full range of issues facing the organization. But the leader who collaborates ethically makes better decisions for the organization. How is that possible? Leaders who use ethical collaboration keep their circle of advisors more open and fluid. The objective of the ethical leader is to reduce the risks taken by the organization by assigning trustworthy experts/advisors to every situation-from RD decisions to customer-driven needs. Advisors findings determine decisions of t he leader who becomes better equipped to make judgments based on two critical elements: more feasible solutions and viable processes needed to exact the solutions. Many states suffer the woes of underfunded education. Recently, South Carolina imposed a 15% budget cut, with more cuts promised in the future. The President of Clemson University, Jim Barker, pulled in campus-wide experts in their fields to provide solutions. Robert McCormick, an internationally known economist, among others, was assigned the task of creating a fiscal roadmap to ensure Clemson would sustain itself through time. While his advisors provided him with sound solutions, Barker remained focused on the overall mission of the university and its drive to become a top-20 public university. Ethical collaboration serves another important role, however. As Barker maintains an open and fluid circle of advisors while assigning the right people to the variety of issues facing the institution, he serves to broaden his and others awareness of promising internal successors. Ethical Succession Planning If principled leaders possess a need for control, they satisfy that need by establishing strong organizational standards and operational procedures for quality and communication. Yet for the long-term success of the organization, ethical leaders must set aside issues of turf and let other leaders surface within the company, giving potential successors opportunities to exercise and build their leadership skills. Once identified, these few should be personally mentored by the leader, given opportunities for 360 ° communications, and trained for the roles they may one day assume. In his book, Good to Great:Why Some Companies Make the Leap †¦ and Others Dont, Jim Collins identifies Chrysler with many organizations that achieve greatness only to have it slip away through time. While examining the long list of organizations in his study, Collins notes that under Lee Iacocca Chrysler followed a pattern †¦ found in every unsustained comparison: a spectacular rise under a tyrannical disciplinarian, followed by an equally spectacular decline when the disciplinarian stepped away, leaving behind no enduring culture of discipline †¦ Arguably Chrysler faltered without Iacocca at the helm because he had failed to practice ethical collaboration to the point that a succession plan was devised. Ethical Tenure How long should a leader lead? Whereas the most important leader in the American government leads for 4 to 8 years, industry has no governing standard to length of tenure. Should leadership in industry, like its counterpart in government, have a shelf life? The answer lies on the conduct of the leader. Leadership expert Peter Block contends that We search, so often in vain, to find leaders we can have faith in. Further, he notes that leadership is more often rated on the trustworthiness of the individual than on his or her particular talents, and that the mission of the ethical leader is to serve the institution and not themselves. Jim Collins identifies this category of executives as Level 5 Leaders: leaders who are able to channel their ego needs away from themselves and into the larger goal of building a great company. Ethical leaders collaborate and provide their organizations succession plans that ensure the growth of the organization over time. They feel that they lead at the request of the company, customers, board of directors, and stockholders. If each of these entities trust in the leader remains unchallenged, the leader should lead until he or she chooses to step down. However, whereas even the best of leaders turn the company over to a new set of watchful eyes eventually, the leader who is irreparably jeopardizing the sacred trust of employees, customers, and the public at large should step aside and let a better leader take the helm. People are a fundamental component within any successfully developing organisation. Take away the people and the organisation is nothing. Take away the peoples motivation, commitment and ability to work together in well-organised teams, and again, the organisation is nothing. Conclusion Managing the ethical climate of an organization is not easy given the myriad influences, both internal and external, on the firm. Corporate ethics programs will not completely eliminate unethical conduct, nor will they resolve all of the perplexing conflicts of ethical values that arise in various social and economic arenas today. Nevertheless a Managers efforts to strengthen the ethical climate in their organizations will have real benefits for employees, for the performance of the firms, and for society at large. By legitimizing the discussion of ethical considerations in business, by standing up for ethical values despite short-term costs, by giving serious consideration to problems of conflicting values, managers and executives can contribute to strengthening their organizations and to building public trust in business. Much has been written about leadership. Regrettably, less time and thought has been afforded the concept of ethical leadership. Perhaps it is the very lack of discussion about what it means to lead with ethics that has created the current business environment of SEC investigations into improprieties, dot-com greed, and the general publics lack of faith in the stock market. Though we would have preferred that the government did not have to force the issue of business propriety through threats and legislation, apparently for some leaders fear and not moral certitude is their personal motivator. As a result, they expect for business as a profession, as well as about the substance of ethical dilemmas they confront in running their organization properly and ethically. Leaders establish unity of purpose and direction of the organization. They should create and maintain the internal environment in which people can become fully involved in achieving the organizations objectives. Considering the needs of all interested parties including customers, owners, employees, suppliers, financiers, local communities and society as a whole. Establishing a clear vision of the organizations future. Setting challenging goals and targets. Creating and sustaining shared values, fairness and ethical role models at all levels of the organization. Establishing trust and eliminating fear. Providing people with the required resources, training and freedom to act with responsibility and accountability. Inspiring, encouraging and recognizing peoples contributions. Identifying, understanding and managing interrelated processes as a system contributes to the organizations effectiveness and efficiency in achieving its objectives. Structuring a system to achieve the organizations objectives in the most effective and efficient way. Understanding the interdependencies between the processes of the system. Structured approaches that harmonize and integrate processes. Providing a better understanding of the roles and responsibilities necessary for achieving common objectives and thereby reducing cross-functional barriers. Understanding organizational capabilities and establishing resource constraints prior to action. Targeting and defining how specific activities within a system should operate. Continually improving the system through measurement and evaluation.

The Extra Value Meal :: Creative Writing Essays

  Ã‚  Ã‚  Ã‚  Ã‚  Aaron lit a Basic brand cigarette as Amir pulled his beat up 1976 snot green Chevy Nova into the crowded parking lot of the McDonalds on Route 1 in Saugus, Massachusetts. He always seemed to do this to himself; lighting cigarettes when he'd just have to snipe them out on the bottom of his tattered army boot. He put his pointer finger to his head and pantomimed shooting himself. Amir glanced at him uneasily, then scanned the lot for an open space.   Ã‚  Ã‚  Ã‚  Ã‚  Aaron drew hard on his cigarette, filling his lungs with as much smoke as possible. He needed to get as much nicotine as time allowed. He shut his eyes, flicked his tongue against his sterling silver lip ring, spinning it in the hole. It hurt a little. "Probably fuckin' infected," Aaron chuckled, thinking of the night he pierced it himself, using only a heated up safety pin and a bottle of Smirnov vodka for a pain killer.   Ã‚  Ã‚  Ã‚  Ã‚  Amir pulled into a handicap spot. "You can't park here," Aaron said.   Ã‚  Ã‚  Ã‚  Ã‚  "Sure I can," Amir replied. Aaron studied the face of the Bosnian Immigrant. Amir had fought for two years in the war against the Serbs. His face was remarkably pleasant, although his eyes looked as if they belonged to a forty year old man and not a seventeen year old boy. His tan skin and wide smile seemed out of place when one took in Amir's mohawk and torn black t-shirt.   Ã‚  Ã‚  Ã‚  Ã‚  "It's a handicap spot."   Ã‚  Ã‚  Ã‚  Ã‚  "Exactly," Amir said with a smirk. "I got you in my car, and you're a retard."   Ã‚  Ã‚  Ã‚  Ã‚  "Fuck you," Aaron said, "I'll blast you Sylvester Stallone style."   Ã‚  Ã‚  Ã‚  Ã‚  Amir burst into hysterical laughter. "You watch too much television."   Ã‚  Ã‚  Ã‚  Ã‚  Aaron shrugged and slowly exhaled through his nose, decorated with a silver hoop ring through his septum (also self-pinned). He caught sight of himself in the rearview mirror. He felt cold.   Ã‚  Ã‚  Ã‚  Ã‚  His eyes were alert, almost piercing. Around those fiery, stabbing eyes were lines of sadness, although he was also only seventeen. His hair was bleached blonde and messy --Johnny Rotten messy. His face was long and thin, a result of many days of not eating, either because he had no money for food or because he simply forgot to eat. He was menacing, with his facial piercings and angry eyes, but there was something about his mouth, a kind of innocent smirk that gave hint of something real within his hard, rough punk rock shell.   Ã‚  Ã‚  Ã‚  Ã‚  Amir got out of the car slowly, stretching out his arms. Aaron caught glimpse of something wild and almost ancient in Amir's eyes. He got out, too,

Reading Comic Books Essay -- Literary Analysis, Maus, Holocaust

When students learn how to read in elementary school, teachers would teach students how to read comic books and as students we see that the comics would give the animals multiple human traits. Many comic books substitute animals and give them human-like characteristics, such as the ability to talk and walk upright. However, the debate rages on as to what type of animal makes a good character and what type of animal makes a bad character. Comic writers would often use different types of animals that are naturally seen in the real world and they would determine what type of role they would have in the comic book. Also the cartoonist would determine who should prevail, who should not, and their emotions towards one another. In the book called Maus by Art Spiegelman, it tells the story about a mouse named Valdek Spiegelman, who is a Holocaust survivor, and his son Artie. Artie writes a book on his father and the terrifying experience he dealt with when surviving the Holocaust. The book uses animals instead of human characters. The book has three main types of animals that each symbolizes the different cultures during the Holocaust. The Jews are symbolized as mice, the Nazi Germans as cats, and the Poles as pigs. The reason why Spiegelman uses animals instead of humans is because he wants to give the reader a better understanding of what type of animal symbolizes the different types of social classes that are being address. The power hungry Nazis are symbolized as cats because of a cat’s constant starvation and tend to be stronger compared to mice and pigs. The Jews are symbolized as mice to show how weak they were and how they were treated during World War II. Spiegelman puts a focus on the mice and the struggle that Vladek went thr... ...he way Ripley talks about comics and animals is how humans have similar traits as animals and act like animals. The traits that come out in some humans are the â€Å"Biology in one personality, the geography location of where one lives, and the facts about one person and how they express it?† This would explain one interpretation of having animals in comics and explains how humans tend to act more like animals. Many different comics have animals in the short stories and interpret the animals in many different ways. Some comics illustrate animals more as simple creatures that are shy and away from humans. Other comics write about animals and how they are treated more like humans with horrible characteristics. It is important to have an understanding of the animal and how it interacts in nature to be able to compare it to a human in a short story comic.

Eating Disorders: How the Media Have Influenced Their Development In Adolescent Girls :: Free Essays Online

Eating Disorders: How the Media Have Influenced Their Development In Adolescent Girls The words "eat" and "boring" are usually never found in the same sentence, but leave it to a supermodel to accomplish this task. Bodies reminiscent of the Holocaust clad only in a bathing suit, underwear, or a skimpy tank top flood popular fashion magazines today. How many times have you flipped through the pages of your favorite magazine and spotted an article about how women should have a good perception of themselves and how they should "celebrate those curves," and then turned the page to find a centerfold makeover section complete with before and after pictures? Mass media serve as a type of "normative influence" to teens, and those who are high in susceptibility to the media’s influence are much less skeptical of advertisements (Mangleburg & Bristol 30). Therefore, it is much more difficult for them to realize that attaining a body like those of the women in the above advertisements is impossible without developing severely disordered eating habits. In the United States, the "conservative estimates" indicate that after puberty, 5-10% of girls and women are struggling with eating disorders. That translates to 5-10 million girls and women! Out of that 5-10 million, at least 50,000 will die, and that’s not including the number of cases not reported due to the shame and secretiveness associated with the disease (EDAP Handout- Basic Facts). Sufferers of eating disorders have admitted that images of skinny models enflamed their condition. In an article titled, "War on Waifs," they agreed that they "would like to see the fashion industry present a range of sizes in magazines just like you see in the stores" (Jedeikin, sec. Responses). Susie Orbach, the therapist who treated the late Princess Diana for her bulimia, has similar thoughts on the controversy: Eating problems are now at epidemic proportions. There is so much anguish felt by so many women and girls of all ages, even in childhood†¦ We need to target the diet industry. If diets worked, we wouldn’t need so many of them†¦ I will also suggest that it is in the fashion industry’s interest to glamourise girls and women in all sizes and shapes, as that is how we really are. I’d like to see model agencies and designers setting aside profits for fashion students to promote gorgeous clothes in all sizes" (Jedeikin, sec. Responses). Until the industry can shift from encouraging people to be a shape which nature never intended them to be, however, the media will continue to form young people’s view of the world, a world that is apparently populated by only thin girls.

Problems of Cross Border Listing and the Way Forward

Background Paper: Obstacles to cross-border listings and acquisitions in the financial sector A. Purpose of the paper In September 2004, the informal Ecofin Council in Scheveningen discussed the issue of lagging crossborder consolidation1 in the banking area. This low level of cross-border consolidation is not confined to banking, but is relevant for the whole financial sector, with some nuances. In the upcoming Financial Integration Monitor report, the Commission will dedicate a chapter on the quantitative aspects of crossborder restructuring, confirming the trends discussed in Scheveningen. Indeed, between 1999 and 2004, the report will show that cross-border mergers and acquisitions (M&As) accounted for around 20% of the total value of M&As in the financial sector, whereas cross-border deals represented 45% of M&As in other sectors over the same period. 2 Finance Ministers asked the Commission to examine possible explanations for this low level of pan- European restructuring specific to the financial sector, by reviewing the obstacles to cross-border M&As, in order to identify possible internal market failures, gaps or shortcomings. It should be stressed that the role of the Commission is to ensure that existing EU law is enforced properly, as well as to propose growth-supportive actions, within the context of the overall EU competitiveness policy. It must be equally clear that the Commission does not intent to favour specific business models or to influence individual market decisions, as long as they are compatible with the Treaty rules and the EU secondary law. On that basis, it is the role of the Commission to analyse market functioning, in order to detect any unjustified obstacles that would hamper companies in making their own decisions regarding their business organisation in the Internal Market. The misuse of the supervisory powers to block cross-border mergers has been identified by Ministers of Finance as a possible obstacle to cross-border mergers and acquisitions. The Commission has already taken steps to improve and clarify the current provisions in the relevant directive, to avoid such situations. At the same time, there may be other factors explaining the lack of cross-border mergers in the financial services sector, when assessed against the domestic consolidation3 process. This paper tries to draw a first list of potential obstacles to cross-border mergers, i. e. obstacles that would make a cross-border merger less attractive, more expensive or more complex than a domestic merger. It covers the whole financial sector, trying to distinguish between market segments when relevant. Obstacles to consolidation in general (i. e. bstacles that impede domestic consolidation as well) are not covered. Obstacles to forms of integration other than cross-border M&As (such as direct cross-border provision of services) are also out of the scope of this paper, even though some obstacles might be relevant for different channels of integration. This list is aimed at providing all possible explaining factors, in order to serve at a later stage as a base for discussion on which of those obstacl es should, and could, be removed in order to achieve the objective of improving the functioning of the Internal Market for financial services. It is not a policy paper, but a first analysis of the explanations behind the facts discussed at the Scheveningen informal Ecofin Council. 1 Cross-border consolidation means in this paper consolidation involving entities located in different EU Member States. 2 The full study will be published in the â€Å"Financial Integration Monitor – 2005†, due in May 2005. 3 Domestic consolidation is to be understood as consolidation occurring within a single EU Member State. DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 2 In its present form, the paper does not distinguish between those obstacles that are key to explain lagging cross-border consolidation, and those of a more anecdotic nature. In addition, some obstacles mentioned here might be not relevant any more, but they may have influenced the situation of the past few years and could therefore provide part of the explanation for low cross-border consolidation up to now. However, we tried to mention the ongoing developments related to each obstacle identified. Introduction To Cross Border Listing The last two decades has witnessed acceleration in financial globalization represented by an increase in cross-country foreign assets. This has been the consequence of the international liberalization of capital flows as well as of the technological progress. These two phenomenons have lowered the barriers among individual national capital markets; however, geography has not become irrelevant. Obstacles to international capital flows (mainly the legal restrictions and costs associated with trading and acquiring information on firms listed abroad), i. e. the segmentation of markets, still exist. These barriers are creating incentives for corporate managers to adopt financial policies such as international cross-listing. For example, the US exchanges over the last few decades have attracted a sizeable share of the cross listed firms. Reasons for Cross border Quotation Cross border listings can help the company raise more capital by targeting new shareholders. However not all cross border listing are accompanied by share placements as this may affect liquidity and share price. Publicly-listed foreign corporations would therefore undertake to list on overseas exchanges for a variety of reasons: 1. To boost its status as a truly global player. 2. To raise Capital through debt or equity. 3. To increase trading volume. 4. To improve shareholder relations. 5. To enhance its visibility among overseas investors and consumers. 6. To tap into retail and institutional funds and benefit from changing global attitudes toward equity investing Challenges and recommendations of cross border listing There are challenges that happen to exist when considering cross-border listing for a company or country in general. First of all, potential investors located in the secondary market might be reticent, unwilling to trust and invest in a foreign firm on the market. In such a way, the company might lose prestige rather than gain more of it whilst entering a foreign xchange market. Secondly, barriers exist between countries; the real challenge might be the attitude regarding foreign firms entering a local market; this encompasses shareholder attitudes from an internal point of view of a company, as the latter might not be willing to go abroad in certain cases. Furthermore, political attitude of the secondary market’s country plays a great role in the presence of barriers. Restrictive political attitudes might give ri se to more barriers than usual to those wishing to enter the exchange market. This might also be the case the other way round, more precisely, regarding political stability; meaning that political instability in a country results in the market to be more risky and potentially unprofitable for the external firm. Another challenge is the element of uncertainty concerning policy factors such as taxation, accounting and financial standards and mechanisms but also the country’s economic and financial policies that might change, for example in the case of a change in political regiment. Such a change, if radical in some cases can become very challenging in terms of adaptation for the firm. . Methodology The paper tries to distinguish between three generic categories of obstacles: (i) Execution risks: those are obstacles that may pose a threat to a successful outcome of a bid, or may well result in the blocking of a deal. This category also covers obstacles because of which the expected result of a bid may not be what could be expected, even though the bid itself was successful. Obstacles in this category may not materialize and therefore may not have a direct cost, but their simple perception may deter potential bidders, or target entities and their shareholders, from initiating a merger process. (ii) One-off costs: those are specific costs that are caused by the execution of the cross-border deal, and would not exist in a domestic merger or acquisition deal. (iii)On-going costs: those are additional costs in the management of the merged entities, once the merger is achieved, which would not exist in the management of merged entities within the same domestic arket. Those costs can be direct (additional costs to manage the entities merged cross-border compared with the entities merged domestically) or indirect (lower synergies within the entities merged cross-border that within the entities merged domestically). The identified obstacles are also grouped according to their nature: legal barriers, tax barriers, implications of supervisory rules and requirement s, economic barriers and attitudinal barriers. A summary table is enclosed at the end. * * * C. Identified obstacles to cross-border mergers I. Legal Barriers a) Execution risks 1. Cross-border takeover bids are complex transactions that may involve the handling of a significant number of legal entities, listed or not, and which are often governed by local rules (company law, market regulations, self regulations). Not only a foreign bidder might be disadvantaged or impeded by a potential lack of information, but also some legal incompatibilities might appear in the merger process resulting in a deadlock, even though the bid would be â€Å"friendly†. This legal uncertainty may constitute a significant execution risk and act as a barrier to cross-border consolidation. The new Takeover Bids Directive (2004/25/EC), adopted on 21 April 2004, lays down common rules in order to ensure greater legal certainty for cross-border takeovers. The Directive has to be transposed by May 2006. DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 3 2. The financial sectors of some Member States include institutions with complex legal setup resulting in opaque decision making processes. An institution based in another Member State might only have a partial understanding of all the parameters at stake, some of them not formalized. Such a situation might constitute a significant failure risk, as a potential bidder might not have a clear understanding of who might approve or reject a merger or acquisition proposal. 3. In some cases, legal structures are not only complex but also prevent, de jure or de facto, some institutions to be taken over or even merge (in the context of a friendly bid) with institutions of a different type. Such restrictions are not specific to cross-border mergers, but could provide part of the explanation of the low level of cross-border M&As, since consolidation is possible within a group of similar institutions (at a domestic level) whereas it is not possible with other types of institutions (which makes any cross-border merger almost impossible). 4. In some Member States, the privatization of financial institutions has sometimes been accompanied by specific legal measures aimed at capping the total participation of non-resident shareholders in those companies or imposing prior agreement from the Administration (i. . â€Å"golden shares†). Some of such measures were clearly discriminatory against foreign institutions, when it came to consolidation. The European Court of Justice has indicated that such measures were not justified by general-interest reasons linked to strategic requirements and the need to ensure continuity in public services when applied to commercial entitie s operating in the traditional financial sector. See for instance cases C-367/98 (judgement of 4 June 2002) or C-463/00 (judgement of 13 May 2003). 5. In some Member States, company law allows the company boards to set up defence mechanisms, such as double voting rights and poison pills, to prevent any hostile bids. Such asymmetries in company law might distort the level playing field within the EU, and protect national markets, sometimes to the benefits of participants in these markets. The initial Commission’s proposal for the new Takeover Bids Directive (2004/25/EC), adopted on 21 April 2004, included the approval of shareholders before activating defence mechanisms to counter a takeover bid. This provision has been repelled by the European Parliament and the Council. In the adopted text, Member States may decide to forbid such arrangements (i. e. opt in). 6. Even if an acquisition is successful, there may exist impediments to effective control, i. e. there may be a risk that the acquiring company does not acquire proportionate influence in the decision making process within the acquired company – while being exposed to disproportionate financial risks. This can be explained notably by the existence of special voting rights, ineffective proxy voting or use of the Administrative office by a foreign acquirer. Also barriers (or restrictions) to sell shares could hamper the process. As mentioned in  §5, the Commission’s initial proposal for a new Takeover Bids Directive tackled some of these issues, but some provisions were taken out of the final version during the co-decision procedure. Also, as part of the Corporate Governance Action Plan, the Commission opened a consultation on the exercise of Shareholders’ rights which was closed in December 2004. 7. Differences in national reporting schemes, notably as regards accounting systems, may result in difficulties to assess the financial situation of a potential target. From January 2005, listed EU companies will be required to publish their consolidated accounts using International Accounting Standards, as endorsed by the Commission. Member States have the option of extending the requirements of the IAS Regulation (EC 1606/2002) to unlisted companies and all banks and insurance companies and to the production of non-consolidated accounts. DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 4 b) One-off costs 8. The national laws of some countries might include restrictions on the type of offers that can be executed (i. e. ash only vs. exchange of shares). Even though such measures are not in themselves discriminatory to cross-border mergers, they might constitute a barrier to cross-border consolidation, given that the different features of such mergers (notably in terms of size) could call for a specific type of offer. c) Ongoing costs 9. Differences in employment legislation across t he EU may also create barriers for efficient and flexible (re)organisation. In particular, the procedures to move staff within a pan-European group remain very complex (furthermore in some cases, prudential rules impose constraints on the location of staff – cf. n insurance art. 3 of Directive 95/26/EC). Those differences may also result in higher legal costs to deal with the different legal systems, as well as complex processes and different timelines when trying to introduce changes on a cross-border basis. 10. The different accounting systems across the EU have also required companies to set up adapted IT, specific personnel and reporting systems. This limits the scope of possible cost synergies when two institutions merge across the border, where as such synergies do exist when two institutions merge within the same Member States. ? See  §7. 11. The consumer protection rules are very different from one Member State to another. This heterogeneity translates into the nece ssity of country-customised financial products compliant with those rules, and therefore also specific IT systems that handle those products and consumer relationship. For instance, this has been evidenced in the mortgage credit sector in the report recently published by the mortgage credit forum group set up by the Commission. Furthermore, those different rules are often based on the â€Å"general good† provisions and consequently potential abuses aimed at protecting the national markets are difficult to challenge in court. A significant example is the case C-442/02 (CaixaBank vs. France), where the European Court ruled in October 2004 that France could not ban interest bearing current accounts in that it constitutes an obstacle to the freedom of establishment. 12. Differences in national implementations of the Directive on data protection may also interfere with an optimal organisation of businesses within merged companies. Indeed, it can have a strong impact on IT systems and limit back-office rationalisation. 13. More generally, differences of approaches in private law, sometimes explained by historical or cultural factors, may impose a country-by-country approach for some products or services (especially in the insurance sector), with the same results as differences in consumer protection rules. Those differences include notably liability and bankruptcy rules, with the implied difficulties of enforcing cross-border collateral arrangements, as well as differences in legal rules for securities. ? The Commission is working with researchers and stakeholders to develop a Common Frame of Reference for contract law as a form of handbook identifying best solutions in European contract law and giving guidance on the different approaches used, with a view to providing common definitions, principles and model rules for use in lawmaking (see COM 2004 (651) final: â€Å"European Contract Law and the revision of the acquis: the way forward†). DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 5 II. Tax barriers a) Execution risks 14. As mentioned earlier, mergers and acquisitions are complex processes. Despite some harmonised rules, taxation issues are mainly dealt with in national rules, and are not always fully clear or exhaustive to ascertain the tax impact of a cross-border merger or acquisition. This uncertainty on tax arrangements sometimes requires seeking for special agreements or arrangements from the tax authorities on an ad hoc basis, whereas in the case of a domestic deal the process is much more deterministic. The Merger Directive (90/434/EEC) provides for the deferred taxation of capital gains arising from cross-border corporate restructuring carried out in the form of mergers, divisions, transfers of assets or exchanges of shares. Taxation of the capital gain is deferred until a later disposal of the assets. In October 2003, the Commission put forward a proposal to improve the Mergers Directive (90/434/EEC), which aims at clarifying the scope of the Directive as well as ensuring it applies to European Companies and European Co-operative Societies. Political agreement by the Council was reached on 7 December 2004. 15. The uncertainty on VAT regime applicable to financial products and services may put at risk the business model or envisaged synergies. The EU's VAT legislation in this area is badly in need of modernisation and because of its inadequacies, there is an increasing tendency to resort to litigation. The outcome can often be uncertain and as a result tax implications may place a question mark over otherwise sound business strategies. In recent years, the number of significant ECJ cases on VAT and financial services has increased steadily. Individual judgement may indeed clarify the law in particular circumstances but often at the cost of consequences which may not always be compatible with overall Community policy objectives. To take just one example, case C-8/03, Banque Bruxelles Lambert SA vs. Belgian State, the ECJ arrived at a judgement on the VAT treatment of open-ended investment companies (SICAVs) which has the potential to create tension in achieving the objective of equality of treatment and sustaining a level playing field for operators across the EU. In the absence of legislative measures, it is inevitable that the Court will play an increasing role with uncertain consequences. The Commission has attempted to address the provisions of the 6th VAT Directive (77/388/EEC) dealing with financial services but without much success. DG Taxud is currently looking at the distortive effect of these provisions and intends to proceed with a process of modernisation which will better ensure their compatibility with the objectives of the Internal Market and give business greater certainty about the tax implications of business decisions. ) One-off costs 16. The principal relief from the Merger Directive (90/434/EEC) is the deferral of tax on the capital gains on the assets transferred in a transaction covered by the Directive. However, in some cases where the Directive does not apply, special corporate structures have to be put in place to avoid such an exit tax on capital gains. This is for instance the case when permanent establishments are transferred from one Member State to another, by a holding company located in a third Member State. It can also occur when a subsidiary is converted into a branch. See comment of  §14. Also related to this issue is the judgement published in March 2004 (case C-9/02 – de Lasteyrie du Saillant) by the European court which ruled that taxation on unrealised capital gains of a natural person moving to another Member State constitutes an obstacle to the freedom of establishment. c) Ongoing costs 17. The issue of transfer pricing is a complex one for a group operating in several countries. As was evidenced in the Commission’s Communication â€Å"Towards an Internal Market without tax obstacles – A strategy for providing companies with a consolidated corporate tax base for their EU-wide DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 6 activities† (COM(2001) 582), a lack of common approach to allocate profits may rise to numerous problems on the fiscal treatment of intra-group transfer pricing, notably in the form of high compliance cost and potential double taxation. The Commission set up a â€Å"EU Joint Transfer Pricing Forum† with Member States and business representatives, meeting on a regular basis. Bringing together all parties concerned to discuss the issues at stake it helps to reach a better common understanding and allows to identify possible non-legislative improvements to the practical problems in order to reduce compliance cost and prevent disputes. 18. A group operating across several Member States may wish to centralize support functions to increase operating efficiency. But in many cases the result will include creating a VAT penalty on the inter group supply of services (e. . legal services or other back technical operations) to another Member State. Given that in the financial services sector VAT is at best only partially recoverable, this represents significant additional costs that penalised cost synergies to expect from a crossborder merger when compared to a national merger. This tax penalty on cross-border shared ser vice operations is in addition to the general bias towards vertical integration which is widely perceived as a barrier to efficiency in the existing VAT provisions. See comment of  §15. 19. The lack of a homogeneous system of loss compensation across the EU affects the profit taxation at the group level. A group with several subsidiaries in the same Member State may offset profits in some of them by losses in others, whereas it will be more difficult, if possible at all, with a group with subsidiaries in several Member States. Therefore groups may prefer intra-domestic consolidation to enjoy wider diversification effects as they may benefit from direct horizontal loss compensation instead of deferred and incomplete vertical compensation between subsequent fiscal years. ? In the pending case C-446/03 (Marks & Spencer), the European Court Justice has been asked whether it is contradictory to the EC treaty to prevent a company to reduce its taxable profits by setting off losses incurred in other Member States, while it is allowed to do so with losses incurred in subsidiaries established in the State of the parent company. 20. Specific domestic tax breaks may favour specifi c, non-harmonized products or services, with the result that every institution has to provide this service or product if it wants to remain competitive. In such a situation, a merger between two entities located in that domestic market may yield synergies of scale, whereas it will be more difficult to exploit comparable synergies for a foreign institution taking over a domestic one, while not being entitled to the tax break in their home state. 21. In some cases, there may be discriminatory tax treatments for foreign products or services, i. e. products or services provided from a Member State different from the one where it is sold. Therefore, a cross-border group will be disadvantaged when trying to centralise the â€Å"industrial functions† (e. g. asset management functions) over a domestic group since the latter may keep all its value chain within the country and still benefit from synergies. In the area of asset management, the Commission has opened a number of infringement cases to examine the tax treatments of dividends on foreign investment funds that could potentially be discriminatory (infringements 2000/5059 vs. DE, 2002/4714 vs. AT, 2003/2009 vs. FR, 1994/476 vs. EL, 2003/2010 vs. IT). 22. The impact of taxation on dividends might influence the shareholders’ acceptance of a cross-border merger. Even though a seat transfer or a quotation in another stock market might be justified for economic reasons, groups of shareholders could be opposed to such an operation if it implies higher non-refundable withholding tax, and thus lower returns on their investments. See COM(2003) 810 for a presentation of the different tax schemes applying to dividends across the EU. In the cases C-315/02 (Lenz) and C-319/02 (Manninen), the European Court of Justice ruled in 2004 that taxation on DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 7 dividends should make no distinction between dividends originating from domestic companies and those originating from companies established in another Member State. In particular, tax credit mechanisms or reduced rates should apply equally to all dividends distributed by any company established in the EU. III. Implications of supervisory rules and requirements a) Execution risks 3. A cross-border merger may highlight gaps or imperfections in the regulatory framework which may make regulators feel uncertain how to proceed, leading to delay, the imposition of specific measures or a veto of the proposed merger. In the banking sector, for example, the emergence of large cross-border groups might raise local supervisors’ concerns regarding financial st ability (e. g. the ongoing discussions on deposit guarantee schemes). In other sectors such as exchanges which had traditionally operated within one national market, regulators may be unclear how to operate in a cross-border context. ? The Economic and Financial Council is examining the effects of increased integration of the financial sector on financial stability and crisis management. Several areas, among which deposit guarantee schemes, are being scrutinized to ensure that the regulatory and supervisory framework is adapted to cross-border consolidation. 24. The misuse of supervisory powers, notably regarding those related to the approval of changes in the shareholding, have also been indicated as raising obstacles to cross-border consolidation. Although it was confirmed by the Commission that such powers should only be used on prudential grounds (Champalinaud case), the current legislation offers significant leeway for supervisors to veto cross-border consolidation. Following the mandate given by the Economic and Finance Council at their Informal Scheveningen meeting (10 and 11 September 2004), the Commission is considering the relevant provision of the Codified banking Directive and has put a discussion paper to the Banking Advisory Committee on 24 November 2004. A similar discussion took place at the Insurance Committee on 1 December 2004. 25. The complexity of the numerous supervisory approval processes in the case of a cross-border merger can also pose a risk to the outcome of the transaction as some delays must be respected and adds to the overall uncertainty. In particular, in the case of a merger between two parent companies with subsidiaries in different countries, ‘indirect change of control’ regulations may require that all the national supervisors of all the subsidiaries must approve the merger. b) One-off costs c) Ongoing costs 26. Despite a common regulatory framework, there might be significant divergences in supervisory practices at the level of institutions. Such divergences might be explained by optionality in the harmonised rules, including provisions taken at national level that exceed the harmonised provisions (‘superequivalent’ measures), or lack of coherence in enforcement of common rules. The consequence is a limit on homogeneous approaches, and therefore synergies, of risk control and risk management within a cross-border group. The Lamfalussy approach has been extended to the areas of banking and insurance, which i. . provides for EU supervisory committees in charge of achieving greater convergence in supervisory practices. The new Capital Requirements Directive provides an enhanced framework for supervisory cooperation, as will the upcoming Solvency II Directive. 27. The multiple reporting requirements, in some cases combined with a lack of transparency in terms of requirements and d efinitions, may also impose a significant and costly administrative burden on DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 8 cross-border groups. Indeed, a cross-border merger might cause heavier reporting requirements compared to those imposed on the two entities that are being merged. Instead of creating cost synergies as in a domestic merger, a cross-border might even create additional costs. The Commission set up a forum group which set out several recommendations in a report published in June 2003. To follow-up on these recommendations and within the overall so-called â€Å"Pillar II† work, the Committee of European Banking Supervisors is investigating the technical solutions to enable a streamlined reporting regime in the field of banking. IV. Economic barriers a) Execution risks b) One-off costs 28. The fragmentation of the European equity markets may impose additional transaction cost on a cross-border merger. For instance, the exchange of share mechanism can be complex, and more expensive, when the two entities involved are listed on different stock exchanges. The additional costs might also influence the bidder on the type of deals (i. e. cash vs. exchange of shares). c) Ongoing costs 29. Independently of the legal frameworks or tax incentives (see  §13 and 20), some differences in product mix, are explained by habits, preferences or even history. This is especially true for the most common products, such as payment instruments. As a result, the potential for product rationalization resulting from a cross-border merger is more limited than for a domestic merger. 30. In cross-border groups, there are also more non-overlapping fixed costs, which cannot be spread over several countries. Indeed, even without legal, tax or prudential barriers, there would remain differences between Member States that would require a differentiated approach to be adapted to the local environment. This limits potential synergies. The most obvious example is language, and the implications in terms of customer services for instance. 31. The low level of cross-border consolidation might also be explained by a lack of potential targets, due to the lack of middle-size institutions. National consolidation of middle-size institutions resulted in the emergence of rather large and complex institutions. The few examples of cross-border mergers seem to indicate that it implies more often a big institution taking over a middle-size one. Taking over a big institution may perceived as too complex (and risky), whereas the takeover of a small one might not be sufficient to offset the induced costs. 32. The absence of critical size in some market segments (e. g. investment banking) may incite institutions to enter into a niche strategy, where the advantages of cross-border mergers that create large players is less evident from an economic point of view. Indeed, not only it would be difficult to find synergies between two niche players, but also absolute size would not necessarily be an advantage if an institution wants to maintain its competitive advantage in its niche market. 3. Domestic mergers can contribute to increase market power, and therefore increased profitability even without any cost synergies (i. e. raising the income while maintaining the costs at a constant level). Since most of the retail markets are still organized on a national basis, cross-border mergers yield very few, if any, increased market power. 34. Differences in economic cycles across the different Member States may also play a role, in that the economic environment has a strong effect on bank profitability. Different strategies might be DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 9 needed for different macroeconomic conditions, and therefore it might limit the scope of a potential pan-European strategy implemented at the level of a cross-border group, whereas domestic groups face a single economic environment. However, this could also be a driver for consolidation, as those differences in cycles can help to smooth the profitability by reducing risk and earnings volatility through geographical diversification. V. Attitudinal barriers ) Execution risks 35. Openly or not, some Member States may promote a â€Å"national industrial policy†, aiming at the creation of â€Å"national champions†. Among possible justifications, some may argue that such a policy may ensure adequate financing of the national economy. Political considerations may also play a role with recently privatised companies or institutions that have received public money. This political interference may block a cross-border merger, even though such this transaction is compatible with the existing rules. Such interference might not require formal powers or rules to materialize. Indeed, as evidenced in the previous sections, there are many obstacles to overcome to carry through a cross-border merger that it is realistic to think that no cross-border merger can be achieved if there is a strong political opposition. In addition, such a policy may lead to tolerance of high levels of concentration at a domestic level, allowing (or even encouraging) domestic consolidation over cross-border consolidation and making it even more difficult to accept a foreign takeover of a national institution with a significant market share. 36. Employees’ reluctance within the target company of a cross-border deal might also pose a threat to the successful outcome of the transaction. Indeed, employees may not accept to be managed from another country. A public opposition to the project may influence analysts’ assessment. Also employees may play a role if they have a participation in the company. 37. Cross-border mergers may imply a change in the place of quotation, or even in the currency of quotation. Shareholders’ acceptance of quotation changes may be limited, even all risks or tax impacts are eliminated. Indeed, the place of quotation may have an important symbolic value. 8. Given that cross-border mergers are complex and need to overcome a number of execution risks (as evidenced in this document), there might be an impact on shareholders’ and analysts’ apprehension of failure risk when it comes to cross-border mergers. b) One-off costs c) Ongoing costs 39. Interference with political considerations may also have consequences in the structures put in place after a cross-border merger. Such political concessions (e. g. guarantees of level of employment, no headquarter moves, protection of the local brand) may help in getting the merger through the ifferent obstacles, but constrain the resulting cross-border entity in realising the full potential of the merger as options may be severely limited. 40. Consumers may mistrust foreign entities, meaning that all parameters being equal, a local incumbent may have an advantage over a competitor identified as foreign. This explains why foreign institutions often prefer to keep a local brand, even though it might impede synergies across certain functions (e. g. marketing) or slow down the integration process (transition from one brand to another over a long period of time). DG Internal Market and Services – April 2005 IPM survey on obstacles to cross-border mergers and acquisitions 10 Summary I. Legal Barriers II. Tax barriers III. Implications of supervisory rules and requirements IV. Economic barriers V. Attitudinal barriers a) Execution risks 1. Legal uncertainty 2. Opaque decision making processes 3. Legal structures 4. Limits or controls on foreign participations 5. Defence mechanisms 6. Impediments to effective control 7. Difficulties to assess the financial situation 14. Uncertainty on tax arrangements 15. Uncertainty on VAT regime 23. Concerns regarding financial stability 24. Misuse of supervisory powers 25. Supervisory approval processes 35. Political interference 36. Employees’ reluctance 37. Shareholders’ acceptance of quotation changes 38. Shareholders’ and analysts’ apprehension of failure risk b) One-off costs 8. Restriction on offers 16. Exit tax on capital gains 28. Fragmentation of the European capital markets c) Ongoing costs 9. Employment legislation 10. Accounting systems 11. Divergent consumer protection rules 12. Data protection 13. Differences in private law 17. Transfer pricing 18. Inter-group VAT 19. No homogeneous loss compensation 20. Specific domestic tax breaks 21. Discriminatory tax treatments 22. Taxation on dividends 26. Divergences in supervisory practices 27. Multiple reporting requirements 29. Different product mixes 30. Non-overlapping fixed costs 31. Lack of middle-size institutions 32. Absence of critical size 33. Market power 34. Differences in economic cycles 39. Political concessions 40. Consumer mistrust in foreign Entities Conclusion: Whether benefits outweigh costs depends on whether total trading volume increases subsequent to listing abroad (Mittoo 1992). Although financial markets are becoming more integrated globally, geography still has a role to play. More precisely, regulations, technological variances, market barriers and legislation vary in different regions. Barriers still exist and stock exchange markets are trying to continuously bring those down by creating strategic alliances. Cross-listing provides several advantages to firms; they are able to reduce the cost of their equity capital as they can reduce the risk to investors. The company’s firms become more liquid and there is also better flow of information on the exchange markets. In such a way, cross-border listing becomes advantageous both for investors as well as the company itself