The Dover Castle

In fact, the central tower of the castle (also called â€Å"the keep†), which still stands today, was built by King Henry II. The keep served as a last point of refuge in case of an attack. This keep was unique because it was probably the most elegant one in the entire kingdom â€Å"with an elaborate fore-building, two residential floors above a basement, two chapels and many mural chambers, and even plumbing. † (Every Castle 2014 )He also built rectangular walls surrounding the castle. These walls were thick and tall and were most likely built to fortify the castle to protect the nobles. Every Castle 2014 ) After Henry II passed, his work was carried on by King John and was immediately tested by the French in 1 ,215 when the bloody civil war began. This war was called the Barons' War and it lasted about a year. In 1216, Prince Louis of France invaded England. Many of the citizens of England were unhappy with King John at the time so it was fairly easy for Prince Louis of France to carry out his invasion. At a certain point, he had conquered about half of England. He failed to fully invade and claim the Dover Castle and soon after King John's death, he lost a lot of his support.Therefore, he was never able to add England to his kingdom. In the thirteenth century, Henry Ill repaired many of the walls and added to his ancestors fortress by building what is now known as the Norfolk Tower. (Goodly 2012) Remarkable Features The Dover castle contains various tunnels that were actually built in 1 , 216 during the Barons' War. These tunnels are truly fascinating because they were used during World War l. Another reason why they are so intriguing is cause tunnels are not easy things to make these days despite all the technological advances, so it must have taken a really long time to build them back then.It makes you wonder what they needed these tunnels for. The location of the castle is by far the most fascinating thing because it has proven to be so pop ular throughout history. Why would they choose to build the castle on the coast? Would that not make the castle more vulnerable to invasion? Its location is definitely a big reason why this castle was so popular throughout history. Prior to the Norman invasion, its previous inhabitants mainly used the location as a fort.However, the kings of England really regarded this castle as a sign of power since it was the first thing that many people saw when heading over to England from mainland Europe. Conclusion In conclusion, the Dover Castle changed a whole lot in history as different kings ruled England. Despite all the changes, the castle is very well preserved and holds a lot of history even after the medieval times. In fact, the castle was again remodeled in nineteenth century. It was redesigned into a more contemporary fort that finally contained artillery. It was also used in World War I.This again goes to show how great the location for this castle was and how valuable it is to hi story. These days, the site is used as a tourist attraction and hundreds of people visit the site everyday to discover the deep history that this structure holds within it. (Every Castle 2014 ) 3 Questions 1) Who actually resided in the Dover Castle? Did the kings live in the Dover Castle? 2) How close did Prince Louis of France get to overtaking the Castle? What exactly happened? 3) What was the main purpose of the castle? Why did William I choose to build the castle in that location? 4) What were the tunnels used for?

The second is the exegetical or neoAugustinian

Our work is a literary analysis of `Beowulf` that focuses on the literary work but not history of the poem. It’s going to be research how the story could be viewed as heroism with the death of the hero. But at first we should review critical writings. Two main critical approaches have dominated the field in the last thirty years. The first is the application to Old English verse of the oral-formulaic theory that Milman Parry and Albert Lord developed out of their study of contemporary South-Slavic oral poetry.1 The second is the exegetical or neoAugustinian form of interpretation associated particularly with the name of D. W. Robertson in the area of medieval English literature. 2 A major reason for the popularity of the first two theories is that they seem to offer structured approaches to a poetry that for many modern readers lacks any clear and familiar structure. Imagine for a moment the naive first reactions to Beowulf of a reader hitherto accustomed only to modern litera ture (i. e. , literature in Modern English, since Shakespeare).Such a reader will respond quickly and positively to some of the poem's descriptions of violent action; will find curiously attractive some of the exotic atmosphere of mead-hall and dragon-mound; and may experience familiar emotions when reading a few highly lyrical passages. But surely he or she will find large sections of the poem imaginatively inert — slowmoving, redundant, didactic, often simply opaque. Such a reader -I might as well confess that this devil's advocate I have in mind is myself at a very early stage — may wonder why in the world the poet has chosen to direct his attention where he does.Why does he keep tirelessly making the same points and telling the same kindsof illustrative stories over and over, yet spend so pitifully little time on the literary things we have been taught to think important? On characterization, for instance, with its problems of development, complexity, clear motivat ion; on richness of detail in the natural and physical background; on informal, natural, and â€Å"real† interactions between people; on a broad or â€Å"rounded† or ironic view of the world the poet presents.If we judge Beowulf by novelistic standards, it shows us a cast of ornately dressed and stuffed (or stuffy) mannequins, always ready to restate the obvious, acting out rituals as obscure as they are strenuous. The importance of Beowulf in establishing, from a literary-critical viewpoint, the definitive epic style in Old English poetry cannot be exaggerated. Beowulf and the Waldere fragments were held to constitute ‘the only narrative poems in an old Teutonic dialect that in respect of their scale can be compared with the epics of other lands'.3 For most readers today the epic quality of Beowulf is not in doubt. 4 Since Beowulf was obviously ‘epic', it must be an originally orally composed poem to which Christian colouring was later added. 5 Now look mo re closely at the strange text of Beowulf. On written pages, written (at least in this sole surviving manuscript) about the year 1000, though probably copied from earlier versions, 6 we find a text largely composed of formulas. A concrete instance may serve to illustrate this idea of limitation. That highly conventional beast the dragon is a simple example.If a dragon, a wyrm, a draca, appears in a given passage, we can be sure that the terms applied to it and the actions it performs will all lie well within a small compass of convention. In what follows, the numbers in parentheses indicate my rough count of the â€Å"formulaic† epithets and phrases applied to various aspects of the dragon in Beowulf. The count can only be approximate, since there is much overlapping. It will be noted at once that some aspects are copiously, even redundantly, exemplified and restated.Though there is ample variation within each of these tight clusters of patterns, and though this variation ind eed forms a striking feature of the style (admittedly one our novice reader will need some time to appreciate), the examples of variation never range far outside a drastically restricted number of fixed bases. We might call these bases normal expectations. Oral poetry as we see it in Beowulf is precisely, almost forbiddingly, the poetry of normal expectations. They appear in all its patterns.More specific terms for some of these patterns (though my use of terms will lack the rigorous clarity of definition the theorist demands) include the following: epithets habitually attached to characters or objects (ece drihten ‘eternal lord' or eald sweord ‘ancient sword', the attributes riveted tight to their nouns); type-characters (the gracious mead-pouring queen Wealhtheow); traditional narrative sequences (voyages, gift-giving, fights); gnomic assertions of permanent ethical values (swa sceal man don ‘thus should a man [always] do'); certain heavily symbolic objects (weap ons, ships, halls, barrows); stock settings and props (benches to sit on, cups to drink from); habitual use of contrast to highlight and define (the pairing for effect of good Sigemund and wicked Heremod); certain recognizable emotional tones or attitudes (boasting, the â€Å"elegiac† tone), with their own characteristic vocabularies. Such a catalogue is only an incomplete outline, and in any case is deficient because it cannot show the complicated interweaving of these separate constituents that is so fundamentally typical of the verse.Although medievalists are perfectly familiar with flat type-characters of the kind we find in Beowulf, such characters may present some problem to readers more accustomed to the subtleties of characterization in later literature. Traditional types — the venerable and wise old king, the intensely suffering woman, the hero oddly and remotely wrapped in his sacred violence, the ravening monster from hell, the â€Å"twisted† young ki ng unceremoniously pitched headlong off Fortune's Wheel — these types can seem childishly simple. Exactly: they are indeed the archetypal folk characters of our fairy-tales. Let us first consider the case of Unferth, a character who has constantly been made more interesting than he really is, obsessively rounded by the critics into more complex and pleasing shapes.If Unferth really is a traditional type-character in medieval literature, then variants of the basic type should help us find the proper category for him. Some classifications that have been suggested would label Unferth as Evil Counsellor, or All-Licensed Fool, or Official Court Guest-Tester, or Tolerated Coward (like Sir Kay in some Arthurian tales), or Raw Youth (like the rustic Perceval), perhaps in need of the guidance of a seasoned warrior-mentor who will polish his manners and heighten his courage. Yet Unferth seems to wander across the boundaries between these categories in a confusing way. He may be some ne w type unrecorded elsewhere, a combination of several types, or even no type at all but a new invention of the poet, though this last is unlikely.The major stumbling block to critics, of course, has been the disparity between the fact, on the one hand, that Unferth is shown not only as failing the explicit test of heroism at the mere's edge (1465-71a) but as being sharply condemned by Beowulf (in the heat of the flyting, 581b-94) not only for cowardice but for having killed his own brothers, and the fact, on the other hand, that he evidently retains a place of honor at Hrothgar's court and generously lends Beowulf his sword, an act for which the hero warmly thanks him. In terms of the dominant heroic values of the poem, how can Unferth thus show himself to be both bad and good? Unferth has important role as a spokesman for the community of Danes. Beowulf's notable tact in his successive parleys with the Danes he met as he made his way to Heorot seemed to be evidence for his own awar eness of this potential tension.The Danes must determine whether the Geat is nothing but a wandering showoff and braggart, coming fordolgilpe and forwlenco, out of foolish boastfulness and pride. If he is, it would be truly humiliating for them to betray their own desperate need for help by treating such a heroic charlatan with respect. Thus, even if Beowulf's very well-chosen words had placated some of the Danes, it is likely that not all were ready to embrace the visitor. Unferth's sharp challenge of Beowulf may thus dramatically fill a psychological need for the Danes as a whole. At the least, taking Unferth as the spokesman for many Danes obviates any necessity to explain why they show no disapproval of his challenge to Beowulf. Unferth does not stay around in the hall long enough to be killed by Grendel.But seeing him as one of these boasters over the ale-cup would explain later references to Unferth as a braggart. We should remember that we do not ever hear Unferth bragging, t hough the poet tells us (499-505) that Unferth dislikes hearing any warrior praised as being any better than he is, an attitude consistent with being a braggart. But his only speech, the challenge to Beowulf, is no brag. There Unferth makes the charge that it is Beowulf who is an empty braggart with a low heroic credit rating, whereas Breca, Beowulf's competitor in the swimming-race, is not. Later, when Unferth gives the sword Hrunting to Beowulf to use in the mere-fight, the poet tells us that the Dane does not remember what he had said when he was drunk (1465-68a).What must be referred to here is not the occasion of his attack on Beowulf which we witnessed but some boast we never actually heard (but can infer from Hrothgar's description just quoted), since the poet's remark is immediately followed by the statement that Unferth himself did not dare to risk his own life in the mere. This is not a very distinctive failure. Neither did any other Dane. In this, Unferth once again seems merely representative. But only if he had been a conspicuous braggart in the past would his behavior now be considered reprehensible or even noteworthy. That the poet sees Unferth as representative Dane may, however, find some additional support elsewhere. It should be noted that Beowulf himself takes Unferth's attack on him to be a Danish attack, one that requires a counterattack as much against the whole nation as against Unferth individually.In his reply (starting at 581b) he begins by addressing Unferth quite personally indeed, pointing out that, while he knows evidence that Unferth has killed his own brothers (a serious charge of fratricide later validated by the poet, 1167-68), and perhaps by treachery, if the phrase peah pin wit duge ‘though your wit is keen' (589) implies some clever plotting, there is even more sensational evidence, twelve whole years of it, that Unferth has not been giving Grendel any trouble whatsoever. But Beowulf then moves on at once to broaden the charge to include all Danes. Eower leode (596) is a plural really addressed over Unferth's head to the listening Danes, and it is followed by the plural terms Sigescyldinga, leode Deniga, Gardenum.None of these people, though they may not be brother-slayers, have ever given Grendel any trouble either. It will take a Geat to do that. Unferth is then a symbol of national rather than merely private inadequacy. The closing lines of Beowulf's reply modulate out of mockery and into reassurance. Here Unferth may well stand for the Everydane who, the hero promises, will be able to go happy and safe to his morning mead in Heorot next day, after Grendel has been taken out of the way. But before we speak further of comradeship, we must deal with Beowulf's devastating assertion that Unferth will be damned for killing his brothers. The remark is made in the context of a Germanic flyting or word-battle.Unferth's challenge follows close on a long boasting speech by Beowulf (407-55) and Hrothga r's description of the failure of the Danish hall-boasters to survive their encounters with Grendel. This combination of speeches sets up a testing situation. If the Danes' many boasts about defeating Grendel could never be carried out, and if Beowulf's boast about beating Breca in the swimming-contest could never be carried out, why then should anyone expect that the hero's present boast offers any promise of fulfillment? Such is the gist of Unferth's speech, but its tone is even more important. It is full of the taunting terms of hot heroic competitiveness: wunne ‘struggled'; ymb sund flite ‘competed in swimming'; he ? e ? t sunde oferflat ‘he beat you at swimming'; h? fde mare m? gen ‘he had greater strength'.All this language is couched to stir the quick anger of any proud and touchy rival. Even though brother-slaying can be viewed as a terrible crime, as it certainly is by Beowulf when he wants to be accusatory, it can also be mentioned rather neutrally and casually, as I think is done here. Unferth's virtue of great courage or spirit is in the main clause, and he is granted amnesty for fratricide in the subordinate clause. Critics have not generally accepted this particular subordination of importance, but I see no reason not to take this passage as straightforward and without any bitter irony, even though the poet himself may be more critical of Unferth's murderous past than the Danes seem to be.But this does not mean that the text here contains a patronizing allusion to the Danes' lamentable and inexplicable blindness to Unferth's real and rotten nature; it merely shows that they are not presently engaged in a flyting with him. A flyting would be the appropriate occasion to dredge up and bring forth such bits of past scandal, but the duration of a flyting is limited and time-bound. Yet, though Unferth is thoroughly beaten in the flyting and proved to be inferior to Beowulf in heroic achievement, he does not seem to be especially humiliated in this scene, partly because the poet's eye is, as always, on Beowulf's greatness and partly because Unferth as a Dane must accept the evidence that only a nearsupernatural hero could have made any mark on Grendel.The Danes would much rather have saved their own great hall themselves but plainly they could not. So now they cheerfully set to work restoring Heorot to order (991 ff. ), and, though nothing is said about it, one would not be entirely surprised to hear that Unferth was turning to and joining in the task. If then we see the argument between Unferth and Beowulf as coming to a full stop here, it seems most unlikely that Unferth's later loan of a sword to Beowulf for the fight with Grendel's mother is to be construed as a reopening of hostilities, or as a malicious act reflecting ill-feeling and resentment. It has been surmised that Unferth might know Hrunting to be a defective weapon. 7

JEMSS Keywords Assignment Example | Topics and Well Written Essays - 750 words

JEMSS Keywords - Assignment Example JEMSS provides the same in collaboration with various universities. The key concepts taught in the JEMSS Masters course are advanced keyword research techniques and proven ways to use the social media to market any product successively in a short time. Major concepts related to keyword research starting from choosing a niche based topic to finding out the keywords used in the competitor’s website are covered. Keywords are nothing but the search phrases used by the internet surfers to browse for a certain topic. For example, JEMSS provides social media marketing courses. The website will be displayed to any person typing in the phrase social media marketing courses or other related wordings like ‘online marketing courses’, ‘digital marketing courses’ and ‘social media training’. The keywords most often used by the internet surfers are gathered through tools like Google Adwords, Google Trends, BootSuite etc. Typing in ‘social media marketing courses’ in any of these tools will give you a list of related keywords listed above. Effective SEO is the process of utilizing these keywords in proper places like the title, metatags and the paragraphs headings (Smith, 2008). This will increase the chance of search engines finding your website more frequently, resulting in your page being displayed in the Top 10 listing of the search engine. Being displayed on the first page of Google or Yahoo will get you more organic traffic and a steady stream of income in a short period of time. JEMSS courses train you to teach all the related tricks in the field to achieve the same. The three keywords ‘online marketing courses’, ‘digital marketing courses’ and ‘social media training’ were found using Google Trends. They are used effectively in the JEMSS website several times (Key word Research Bible, 2014). Once the keywords are selected, their relevance can be

Tools and Methods of Psychology in the Workplace Essay

Tools and Methods of Psychology in the Workplace - Essay Example As   we   attempt   to   develop   screening   and   selection   batteries   for   the   future   , not   only   must   they   be   valid   and   reliable   but   they   must   also   fall   within   current   legal   guidelines, which   is   an   arduous task   . This learner feels  that psychological practitioners in order to  contribute must be  well  informed  about many legal guidelines; because these laws are  work-related laws that psychological  practitioners  or psychologist must abide by now and beyond the future. This   learner   feels   that   psychological   practitioners   can   contribute   by   helping   to   create   and   implement   selection   procedures   that   are   predictive,   practical, cost   effective, and   legally   defensible. In addition those   practitioners   can   also   contribute   by   searching   for   vali d   and   unbiased   assessment   methods   , because   those   methods   has   become   a   crucial   issue   in   personnel   selection   ( Schmidt, 1993). ... Structural interviews, which measure a variety of skills and abilities, particularly  non-cognitive  skills, 3. Work samples  which measure job skills such as planning  and  organizing   . , and 4. Assessment centers measure knowledge , skills , and abilities through a series of work samples   / exercises that reflect job content and types of problems faced on the job , cognitive ability tests , personality inventories , and or   job knowledge   tests   . This  learner feels that the most important  fact is the validity and reliability of the tool and the impact that it will have on  applicants. According  to Schmidt and Hunter, combining a general mental ability measure with  a structural interview or with a work sample is likely to yield  the highest  composite validity . (Schmidt & Hunter, 1998). Compare  Ã‚  Ã‚  Ã‚   and   Contrast   a skill , competencies , or tool   and its   implementation   by   either   a human   resource   manager   or   a   psychological   practitioner   . This   learner   would   choose   the   " Cognitive   Ability   Test " , which is a tool that is used   by   psychological   practitioners because   it   measures   mental   abilities   such as   logic   , reading   comprehension   , verbal or   mathematical   reasoning   and   perceptual   abilities   . Cognitive  ability test is implemented by  paper and pencil  or  computer based  instruments. This    tool   carries   a   very   high   validity   rate   when   compared   to   " Conscientiousness   tool   " , which   measures   the   personality   trait   and   is   implemented   by   typically   with   multiple   -choice   or   true   / false   formats   . This learner  , would   use   the help   of a competency   model   that many skills that most applicants should have when

Discuss O-linked oligosaccharide decoration of proteins in the Essay

Discuss O-linked oligosaccharide decoration of proteins in the production of mucus and its implications in mucus-producing adeno - Essay Example These areas in the glycoprotein are aptly called mucin-like domains. Mucin-related proteins can either be membrane-bound, in which case it is enclosing the cell, or secreted to form the extracellular matrix (Tabak, 2010). In the epithelium, such as those on the surface of gastrointestinal wall, O-glyvans attached to epithelial cell membrane-bound mucin and its related proteins, mostly Muc2, constitute what is commonly called mucus. Mucin glycoproteins are made in enormous amounts by a specialized epithelial cell called the goblet cell. Physiologically, this cell is important in producing the inner mucus layer to replace the outer mucus layer used for bacterial clearance. To produce mucus, Muc2 should first be produced and secreted. They are prepared in the Golgi apparatus, in which the proteins are labeled for transport to the surface (Johansson, 2012). They can be compactly stored in large, regulated secretory mucin granules that can be found on the apical cytoplasm of goblet cells (Perez-Vilar, 2007) 2. Importance of mucus Mucus acts as a barrier from injurious elements to which the gut surface is commonly exposed to, such as bacteria and mechanical forces. Microorganisms are trapped by the outer mucus layer for transport and excretion. ... Defect in mucus production occurs from lack of Muc2 production, Muc2 mutation, or inhibition of glucosyltransferases. Without mucus, bacteria attaches to the epithelium, increases intestinal permeability, and raises risk for colitis (Kim and Ho, 2010). Aside from the gastrointestinal systems, mucus also has a protective function in the respiratory, urogenital, ophalmologic, and auditory systems. Deregulation of its production or composition is implicated in chronic airway diseases, such as chronic obstructive pulmonary disease, asthma, and cystic fibrosis (Perez-Vilar, 2007). In cystic fibrosis, the alkalization due to the defective intracellular chloride channel caused defects in pH-sensitive glucosyltransferases. The abnormal glycoproteins produced by these defective enzymes also provide receptors for Pseudomonas (Al-Awqati, Barasch, and Landry, 1992). 3. Role in cell signaling The less common O-fucose glycans are attached by O-fucosyltransderase 1 and elongated by ? 1,3N-acetylglu cosaminyltransferases to epidermal growth factor-like (EGF) repeats of Notch protein. EGF repeats are approximately 40-amino acid-long cysteine-rich motifs, including a conserved six cysteine span that forms three conserved disulfide bonds. The sugar moiety modulates protein-protein interactions and downstream signaling. Notch is a membrane-bound signaling receptor important in differentiation. Elongation of O-fucose by Fringe limits Notch activation to the dorsal and ventral boundary, since it limits the binding of Notch with its ligands. Fringe defects result to segmentation and somitogenesis defects in mice. Similar to EGF repeats, Thrombospondin tupe 1 repeats (TSR) are made up of six conserved cysteines and three

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Modern Biotechnology and Its Role in European Unions Economy - Essay Example This essay stresses that human medicine and healthcare are the most important area where modern technology is highly applied through the biotechnological publications and patent rights with the inventions of new biotechnological products. Modern biotechnology has widespread applications in human medicine and health care, which makes a very important contribution to the economy of the European Union region countries. Modern biotechnology in the medicine and healthcare sector adds to the European Union's gross value addition by about one percent. Furthermore, modern biotechnology provides very effective tools for research and development on biopharmaceuticals, which leads to inventions of new drugs that are sold hence generating revenues to countries within the EU region. This article makes a conclusion that modern biotechnology enhances the competitiveness of the EU companies by enabling them renew their production strategies in the breeding of quality crops, livestock, and enzyme production. The biotechnology sector also contributes to employment to the EU citizens. Highly trained individuals get better-paying jobs in the biotechnology sector as the researchers and developers of the new biotechnological products. Above all, modern biotechnology is creating sustainable ways of growing and developing the European Union economy. Modern biotechnology has become very important in modern day as explained in the paper.

Domestic holidaying in the USA Essay Example | Topics and Well Written Essays - 250 words

Domestic holidaying in the USA - Essay Example The other top destinations are the famous Walt Disney World in Orlando. There you can enjoy the magical realm of Disney World with its Theme Parks and Water Parks. Portland Oregon is known for it fresh air and is home to the world renowned International Rose Test Garden where you can treat your senses to 7,000 rose plants (Parks & Gardens †¦). There is the White House in Washington, home of the President of the United States. Lake Tahoe borders Nevada and California where you will find the City of San Francisco, known for its famous Golden Gate Bridge and Hollywood with its famous Hollywood hotel and the Sunset Strip which emphasizes its movie stars and mansions. Finally, you can enjoy the Bar Harbor Maine in New England, The Grand Canyon in Arizona and Savannah Georgia in the State of Georgia. Works Cited â€Å"Parks & Gardens in Portland Oregon.† travelportland.com. travelportland. (n.d). Web 9 Feb 2011 â€Å"Ten Must Visit Cities in the United States.† hubpages. com. hubpages. (n.d.). Web 9 Feb 2011 â€Å"The Official Guide.† nycgo.com. nycgo. (n.d.). Web 9 Feb 2011

Electrical Rotary Actuators Essay Example | Topics and Well Written Essays - 2000 words

Electrical Rotary Actuators - Essay Example Actuators are devices used for driving various types of objects to obtain a desired amount of displacement. This displacement may be of a linear or rotary nature. The driving force of an actuator may be generated by either an electrical, hydraulic or pneumatic input. The rotary actuators discussed here, are concerned with applications where a rotary displacement with a desired angle of rotation is required, and use electrical energy to generate the driving force. Construction: The basic components of an electric rotary actuator are a motor and a reduction gearbox mechanism. Electric rotary actuators drive components rotationally via electromagnetic power from a motor. The reduction gear translates the speed and torque of the motor to the required scale. Suitable damping and spring return mechanisms are also built in. The rotational element can either be a shaft or a table. Circular shafts often include keyways, while tables provide a bolting pattern to mount other components. They usually provide control and indexing capabilities to allow multiple position stops along strokes. Other auxiliary components include return springs, seals, limit switches for both ends of rotation span, etc. A simple rotary actuator model using a DC motor is considered for the study and analysis of the device. The DC motor directly provides a rotary motion. For practical application, this rotary displacement is transmitted into suitable transitional motion by attaching an output coupling mechanism, consisting of wheels or drums and cables. The figure 1 shows the electrical circuit of the armature, and the free body diagram of the rotor of the DC motor.Electrical circuit of Armature Free body diagram of rotor Figure 1. In the electrical circuit of the armature, the resistance of the armature coil is represented by R in ohms, and the inductance is presented by L in henrys. The input source is shown as a voltage V. The back EMF produced, is shown as a voltage source, which opposes the input source. For the rotor free body diagram, the torque developed is T and rotation angle is . The effect of the moment of inertia of the rotor and damping method employed is also taken into the account. The damping is provided to avoid large overshoots of the rotational displacement. For the purpose of sample study, the following values of other parameters are initially assumed as: 1. Moment of Inertia of the rotor, ( J ) = 3.2284E-6 kg m^2 / s^2. 2. Damping ratio of the mechanical system, ( b ) = 3.5077E-6 Nms 3.

Happiness Essay Example for Free

Happiness Essay Nowadays, people talk a lot about happiness; they even write tens and hundreds of books dealing with this concept from a philosophical perspective in order to find its relationship with daily life. Unfortunately, there are always controversies about the nature and origin of happiness: is it health, love, money, job, or success? In fact, happiness cannot be reached as a treasure such as gold or silver because it is more expensive than all that brings you wealth. In other words, happiness can be considered as a diamond in the depths of sea that needs a gifted diver who looks at life from a realistic corner with plenty of hope and enthusiasm. Sometimes, we just forget that happiness is a sense of inner joy that could be easily reachable by programming our souls and regulating our moods in order to feel happy in every occasion no matter how small it is. In fact, it will be good if people try to acquire the habit of enjoying things throughout their lives by opening minds and taking every single minute to laugh and feel good. Happiness can be found by reading the beauty of the world through a rose blooming, a green carpet of grass, a child playing innocently, or even a bird singing. Our misunderstanding to ourselves as humans could be the most dangerous threat to our happiness. We will be happier if we look inside ourselves for innocence and spontaneity because it will be a good start to get back the beautiful smile that we used to have as children. If we look to happiness as a concept, it will be hard to reach; on the other hand, if we look at it as a set of little habits, it will be easily reachable. But this happiness will remain a concept if we do not separate it from pride and vanity. People all over the world are looking for the source of happiness or sadness, but they could not identify their roots accurately. Human beings tend to believe that happiness will knock on their doors when they achieve success, or sadness will cross their path when they encounter a failure. Unfortunately, life is not that easy. There are many people who feel sadness despite the achieved success and wealth, and there are also those who feel happy despite the failure they are going through. The real happiness is the nner one that remains with you no matter what failure you have experienced in the process of your life. Maybe money and success make your life easier and more comfortable, but the feeling of happiness is far from being got through the use of external things. The road to this attractive concept is mainly based on the inner ability of human to control and guide their souls throughout their good and bad experiences in life. The psychologist Ed Diener states when describing happiness: â€Å"Happiness is a combination of life satisfaction and having more positive emotions than negative emotions. (Diener, Chapter 1). When talk comes to happiness, people always associate it with getting what they think they want from life. In my point of view, happiness can be reached not because we get what we want, but because we concentrate our focus on what we get while forgetting about the rest of things we still need. At this point, happiness gives you the initial step to start your path to be happy, and it is your choice to pursue this feeling or just stop it on the road and kill your joy by negative thoughts. In fact, happiness depends on the human personality because of the simple reason that some people have tendency to look at the empty half of the glass without taking in consideration that the other half is full. At this stage, people have to take a moment to relax and remember that their glasses are half full, and they just should enjoy their happiness the longer they can. Thus, by changing our view of life we can feel happiness as long as we are alive, because life is not worth feelings such sadness and fear. To conclude, we may be happier when we realize that happiness is not a package that comes from the sky, but a moment when we should enjoy what we have and chase all what gives us feelings of fear or negative emotions. Because happiness comes from the inside, we should build a strong foundation on which we can count to achieve external goals. This way, we will be able to enjoy our present and build our future far from troubles that stop us to take risks and accept their results.

Linguistics and Change Essay Example for Free

Linguistics and Change Essay It is very easy to demonstrate to English speakers that languages change over time. (Holmes, 210) Language is always changing just because of the time, the people, the gender, the age, the social class, etc. It is very normal to see even in a decade that language has change in some ways, it always maintain the original background but as it goes changing it may be that you wont recognize it that much. Like an example that is mentioned by Holmes, it says that the k of knit and knife wasnt silent in the fifteenth century. So it can be seen how important the matter of time is in language change. Another example given by Holmes is about the meaning of the words like once nice meant ‘precise, and before that it meant ‘fastidious and earlier still it meant ‘ignorant. Language varies in three ways: -overtime -in physical space -socially Which are the major ways that variation occurs in language. We can understand by variation that is the way language changes, a general term, general changes. And by change we can understand that is when a word, the pronunciation, etc. is modified overtime. In fewer words is the modification of a special concept. So a language change has its origins in variation (Holmes, 212) its understood that when a new form is spread it means that the change its being done. And if at the end the new form is now used instead of the old one it means it has already completed the change. Thats called ‘fait accompli. The changes spread depending on the social factors such as gender, status, age, region, etc. Linguistic changes infiltrate groups from the speech of people on the margins between social or regional groups via the ‘middle people who have contact in more than one group (Holmes 218) this is called change from group to group, and it determines that the middle class has much more contact than for example the high with the low, but as an intermediate the changes can be made in all groups, specially if it comes from the high and it goes to the low. Theres also the change from style to style that is about the formal and casual speech. It goes from a style to another and from an individual to another and from a social group to another. And the change  word to word, sound changes spread through different words one by one. (Holmes, 222) this is known as lexical diffusion and it means it begins in one word and then goes further with similar phonetic sound words. But its not all at the same time. As a conclusion I might say that I think language change is a complex concept because the change involves a lot of factors that make it happen. But at the end it continues happening and wont stop. Thats why the older people barely understand the new changes, but the ones that understand the new ones, will have a hard time with the future ones. Bibliography Holmes, Janet. AN INTRODUCTION TO SOCIOLINGUISTICS. New York: Longman, 1992.

Analysis of OECD Principles of Corporate Governance

Analysis of OECD Principles of Corporate Governance Foreword The OECD Principles of Corporate Governance were endorsed by OECD Ministers in 1999 and have since become an international benchmark for policy makers, investors, corporations and other stakeholders worldwide. They have advanced the corporate governance agenda and provided specific guidance for legislative and regulatory initiatives in both OECD and non OECD countries. The Financial Stability Forum has designated the Principles as one of the 12 key standards for sound financial systems. The Principles also provide the basis for an extensive programme of cooperation between OECD and non-OECD countries and underpin the corporate governance component of World Bank/IMF Reports on the Observance of Standards and Codes (ROSC). The Principles have now been thoroughly reviewed to take account of recent developments and experiences in OECD member and non-member countries. Policy makers are now more aware of the contribution good corporate governance makes to financial market stability, invest ment and economic growth. Companies better understand how good corporate governance contributes to their competitiveness. Investors especially collective investment institutions and pension funds acting in a fiduciary capacity realise they have a role to play in ensuring good corporate governance practices, thereby underpinning the value of their investments. In todays economies, interest in corporate governance goes beyond that of shareholders in the performance of individual companies. As companies play a pivotal role in our economies and we rely increasingly on private sector institutions to manage personal savings and secure retirement incomes, good corporate governance is important to broad and growing segments of the population. The review of the Principles was undertaken by the OECD Steering Group on Corporate Governance under a mandate from OECD Ministers in 2002. The review was supported by a comprehensive survey of how member countries addressed the different corporate governance challenges they faced. It also drew on experiences in economies outside the OECD area where the OECD, in co-operation with the World Bank and other sponsors, organises Regional Corporate Governance Roundtables to support regional reform efforts. The review process benefited from contributions from many parties. Key international institutions participated and extensive consultations were held with the private sector, labour, civil society and representatives from non-OECD countries. The process also benefited greatly from the insights of internationally recognised experts who participated in two high level informal gatherings I convened. Finally, many constructive suggestions were received when a draft of the Principles was made available for public comment on the internet. The Principles are a living instrument offering non-binding standards and good practices as well as guidance on implementation, which can be adapted to the specific circumstances of individual countries and regions. The OECD offers a forum for ongoing dialogue and exchange of experiences among member and non-member countries. To stay abreast of constantly changing circumstances, the OECD will closely follow developments in corporate governance, identifying trends and seeking remedies to new challenges. These Revised Principles will further reinforce OECDs contribution and commitment to collective efforts to strengthen the fabric of corporate governance around the world in the years ahead. This work will not eradicate criminal activity, but such activity will be made more difficult as rules and regulations are adopted in accordance with the Principles. Importantly, our efforts will also help develop a culture of values for professional an d ethical behaviour on which well functioning markets depend. Trust and integrity play an essential role in economic life and for the sake of business and future prosperity we have to make sure that they are properly rewarded. OECD Principles of Corporate Governance The OECD Principles of Corporate Governance were originally developed in response to a call by the OECD Council Meeting at Ministerial level on 27-28 April 1998, to develop, in conjunction with national governments, other relevant international organisations and the private sector, a set of corporate governance standards and guidelines. Since the Principles were agreed in 1999, they have formed the basis for corporate governance initiatives in both OECD and non-OECD countries alike. Moreover, they have been adopted as one of the Twelve Key Standards for Sound Financial Systems by the Financial Stability Forum. Accordingly, they form the basis of the corporate governance component of the World Bank/IMF Reports on the Observance of Standards and Codes (ROSC). The OECD Council Meeting at Ministerial Level in 2002 agreed to survey developments in OECD countries and to assess the Principles in light of developments in corporate governance. This task was entrusted to the OECD Steering Group on Corporate Governance, which comprises representatives from OECD countries. In addition, the World Bank, the Bank for International Settlements (BIS) and the International Monetary Fund (IMF) were observers to the Group. For the assessment, the Steering Group also invited the Financial Stability Forum, the Basel Committee, and the International Organization of Securities Commissions (IOSCO) as ad hoc observers. In its review of the Principles, the Steering Group has undertaken comprehensive consultations and has prepared with the assistance of members the Survey of Developments in OECD Countries. The consultations have included experts from a large number of countries which have participated in the Regional Corporate Governance Roundtables that the OECD organises in Russia, Asia, South East Europe, Latin America and Eurasia with the support of the Global Corporate Governance Forum and others, and in co-operation with the World Bank and other non-OECD countries as well. Moreover, the Steering Group has consulted a wide range of interested parties such as the business sector, investors, professional groups at national and international levels, trade unions, civil society organisations and international standard setting bodies. A draft version of the Principles was put on the OECD website for public comment and resulted in a large number of responses. These have been made public on the OECD we b site. On the basis of the discussions in the Steering Group, the Survey and the comments received during the wide ranging consultations, it was concluded that the 1999 Principles should be revised to take into account new developments and concerns. It was agreed that the revision should be pursued with a view to maintaining a non-binding principles-based approach, which recognises the need to adapt implementation to varying legal economic and cultural circumstances. The revised Principles contained in this document thus build upon a wide range of experience not only in the OECD area but also in non-OECD countries. Preamble The Principles are intended to assist OECD and non-OECD governments in their efforts to evaluate and improve the legal, institutional and regulatory framework for corporate governance in their countries, and to provide guidance and suggestions for stock exchanges, investors, corporations, and other parties that have a role in the process of developing good corporate governance. The Principles focus on publicly traded companies, both financial and non-financial. However, to the extent they are deemed applicable, they might also be a useful tool to improve corporate governance in non-traded companies, for example, privately held and stateowned enterprises. The Principles represent a common basis that OECD member countries consider essential for the development of good governance practices. They are intended to be concise, understandable and accessible to the international community. They are not intended to substitute for government, semi-government or private sector initiatives to dev elop more detailed best practice in corporate governance. Increasingly, the OECD and its member governments have recognized the synergy between macroeconomic and structural policies in achieving fundamental policy goals. Corporate governance is one key element in improving economic efficiency and growth as well as enhancing investor confidence. Corporate governance involves a set of relationships between a companys management, its board, its shareholders and other stakeholders. Corporate governance also provides the structure through which the objectives of the company are set, and the means of attaining those objectives and monitoring performance are determined. Good corporate governance should provide proper incentives for the board and management to pursue objectives that are in the interests of the company and its shareholders and should facilitate effective monitoring. The presence of an effective corporate governance system, within an individual company and across an economy as a whole, helps to provide a degree of confidence that is necessary for the proper functioning of a market economy. As a result, the cost of capital is lower and firms are encouraged to use resources more efficiently, thereby underpinning growth. Corporate governance is only part of the larger economic context in which firms operate that includes, for example, macroeconomic policies and the degree of competition in product and factor markets. The corporate governance framework also depends on the legal, regulatory, and institutional environment. In addition, factors such as business ethics and corporate awareness of the environmental and societal interests of the communities in which a company operates can also have an impact on its reputation and its long-term success. While a multiplicity of factors affect the governance and decisionmaking processes of firms, and are important to their long-term success, the Principles focus on governance problems that result from the separation of ownership and control. However, this is not simply an issue of the relationship between shareholders and management, although that is indeed the central element. In some jurisdictions, governance issues also arise from the power of certain controlling shareholders over minority shareholders. In other countries, employees have important legal rights irrespective of their ownership rights. The Principles therefore have to be complementary to a broader approach to the operation of checks and balances. Some of the other issues relevant to a companys decision-making processes, such as environmental, anti-corruption or ethical concerns, are taken into account but are treated more explicitly in a number of other OECD instruments (including the Guidelines for Multinational Ente rprises and the Convention on Combating Bribery of Foreign Public Officials in International Transactions) and the instruments of other international organisations. Corporate governance is affected by the relationships among participants in the governance system. Controlling shareholders, which may be individuals, family holdings, bloc alliances, or other corporations acting through a holding company or cross shareholdings, can significantly influence corporate behaviour. As owners of equity, institutional investors are increasingly demanding a voice in corporate governance in some markets. Individual shareholders usually do not seek to exercise governance rights but may be highly concerned about obtaining fair treatment from controlling shareholders and management. Creditors play an important role in a number of governance systems and can serve as external monitors over corporate performance. Employees and other stakeholders play an important role in contributing to the long-term success and performance of the corporation, while governments establish the overall institutional and legal framework for corporate governance. The role of each of the se participants and their interactions vary widely among OECD countries and among non- OECD countries as well. These relationships are subject, in part, to law and regulation and, in part, to voluntary adaptation and, most importantly, to market forces. The degree to which corporations observe basic principles of good corporate governance is an increasingly important factor for investment decisions. Of particular relevance is the relation between corporate governance practices and the increasingly international character of investment. International flows of capital enable companies to access financing from a much larger pool of investors. If countries are to reap the full benefits of the global capital market, and if they are to attract long-term patient capital, corporate governance arrangements must be credible, well understood across borders and adhere to internationally accepted principles. Even if corporations do not rely primarily on foreign sources of capital, adherence to good corporate governance practices will help improve the confidence of domestic investors, reduce the cost of capital, underpin the good functioning of financial markets, and ultimately induce more stable sources of financing. There is no single model of good corporate governance. However, work carried out in both OECD and non-OECD countries and within the Organisation has identified some common elements that underlie good corporate governance. The Principles build on these common elements and are formulated to embrace the different models that exist. For example, they do not advocate any particular board structure and the term board as used in this document is meant to embrace the different national models of board structures found in OECD and non-OECD countries. In the typical two tier system, found in some countries, board as used in the Principles refers to the supervisory board while key executives refers to the management board. In systems where the unitary board is overseen by an internal auditors body, the principles applicable to the board are also, mutatis mutandis, applicable. The terms corporation and company are used interchangeably in the text. The Principles are non-binding and do not aim at detailed prescriptions for national legislation. Rather, they seek to identify objectives and suggest various means for achieving them. Their purpose is to serve as a reference point. They can be used by policy makers as they examine and develop the legal and regulatory frameworks for corporate governance that reflect their own economic, social, legal and cultural circumstances, and by market participants as they develop their own practices. The Principles are evolutionary in nature and should be reviewed in light of significant changes in circumstances. To remain competitive in a changing world, corporations must innovate and adapt their corporate governance practices so that they can meet new demands and grasp new opportunities. Similarly, governments have an important responsibility for shaping an effective regulatory framework that provides for sufficient flexibility to allow markets to function effectively and to respond to expectations of shareholders and other stakeholders. It is up to governments and market participants to decide how to apply these Principles in developing their own frameworks for corporate governance, taking into account the costs and benefits of regulation. The following document is divided into two parts. The Principles presented in the first part of the document cover the following areas: I) Ensuring the basis for an effective corporate governance framework; II) The rights of shareholders and key ownership functions; III) The equitable treatment of shareholders; IV) The role of stakeholders; V) Disclosure and transparency; and VI) The responsibilities of the board. Each of the sections is headed by a single Principle that appears in bold italics and is followed by a number of supporting sub-principles. In the second part of the document, the Principles are supplemented by annotations that contain commentary on the Principles and are intended to help readers understand their rationale. The annotations may also contain descriptions of dominant trends and offer alternative implementation methods and examples that may be useful in making the Principles operational. Shareholders should be furnished with sufficient and timely information concerning the date, location and agenda of general meetings, as well as full and timely information regarding the issues to be decided at the meeting. Shareholders should have the opportunity to ask questions to the board, including questions relating to the annual external audit, to place items on the agenda of general meetings, and to propose resolutions, subject to reasonable limitations. Effective shareholder participation in key corporate governance decisions, such as the nomination and election of board members, should be facilitated. Shareholders should be able to make their views known on the remuneration policy for board members and key executives. The equity component of compensation schemes for board members and employees should be subject to shareholder approval. Ensuring the Basis for an Effective Corporate Governance Framework The corporate governance framework should promote transparent and efficient markets, be consistent with the rule of law and clearly articulate the division of responsibilities among different supervisory, regulatory and enforcement authorities. To ensure an effective corporate governance framework, it is necessary that an appropriate and effective legal, regulatory and institutional foundation is established upon which all market participants can rely in establishing their private contractual relations. This corporate governance framework typically comprises elements of legislation, regulation, selfregulatory arrangements, voluntary commitments and business practices that are the result of a countrys specific circumstances, history and tradition. The desirable mix between legislation, regulation, self-regulation, voluntary standards, etc. in this area will therefore vary from country to country. As new experiences accrue and business circumstances change, the content and structure of this framework might need to be adjusted. Countries seeking to implement the Principles should monitor their corporate governance framework, including regulatory and listing requirements and business practices, with the objective of maintaining and strengthening its contribution to market integrity and economic performance. As part of this, it is important to take into account the interactions and complementarity between different elements of the corporate governance framework and its overall ability to promote ethical, responsible and transparent corporate governance practices. Such analysis should be viewed as an important tool in the process of developing an effective corporate governance framework. To this end, effective and continuous consultation with the public is an essential element that is widely regarded as good practice. Moreover, in developing a corporate governance framework in each jurisdiction, national legislators and regulators should duly consider the need for, and the results from, effective international dialogue and cooperation. If these conditions are met, the governance system is more likely to avoid over-regulation, support the exercise of entrepreneurship and limit the risks of damaging conflicts of interest in both the private sector and in public institutions. The corporate governance framework should be developed with a view to its impact on overall economic performance, market integrity and the incentives it creates for market participants and the promotion of transparent and efficient markets. The corporate form of organisation of economic activity is a powerful force for growth. The regulatory and legal environment within which corporations operate is therefore of key importance to overall economic outcomes. Policy makers have a responsibility to put in place a framework that is flexible enough to meet the needs of corporations operating in widely different circumstances, facilitating their development of new opportunities to create value and to determine the most efficient deployment of resources. To achieve this goal, policy makers should remain focussed on ultimate economic outcomes and when considering policy options, they will need to undertake an analysis of the impact on key variables that affect the functioning of markets, such as incentive structures, the efficiency of self-regulatory systems and dealing with systemic conflicts of interest. Transparent and efficient markets serve to discipline market participants and to promote accountability. The legal and regulatory requirements that affect corporate governance practices in a jurisdiction should be consistent with the rule of law, transparent and enforceable. If new laws and regulations are needed, such as to deal with clear cases of market imperfections, they should be designed in a way that makes them possible to implement and enforce in an efficient and even handed manner covering all parties. Consultation by government and other regulatory authorities with corporations, their representative organisations and other stakeholders, is an effective way of doing this. Mechanisms should also be established for parties to protect their rights. In order to avoid over-regulation, unenforceable laws, and unintended consequences that may impede or distort business dynamics, policy measures should be designed with a view to their overall costs and benefits. Such assessments should take into account the need for effective enforcement, including the ability of authorities to deter dishonest behaviour and to impose effective sanctions for violations. Corporate governance objectives are also formulated in voluntary codes and standards that do not have the status of law or regulation. While such codes play an important role in improving corporate governance arrangements, they might leave shareholders and other stakeholders with uncertainty concerning their status and implementation. When codes and principles are used as a national standard or as an explicit substitute for legal or regulatory provisions, market credibility requires that their status in terms of coverage, implementation, compliance and sanctions is clearly specified. The division of responsibilities among different authorities in a jurisdiction should be clearly articulated and ensure that the public interest is served. Corporate governance requirements and practices are typically influenced by an array of legal domains, such as company law, securities regulation, accounting and auditing standards, insolvency law, contract law, labour law and tax law. Under these circumstances, there is a risk that the variety of legal influences may cause unintentional overlaps and even conflicts, which may frustrate the ability to pursue key corporate governance objectives. It is important that policy-makers are aware of this risk and take measures to limit it. Effective enforcement also requires that the allocation of responsibilities for supervision, implementation and enforcement among different authorities is clearly defined so that the competencies of complementary bodies and agencies are respected and used most effectively. Overlapping and perhaps contradictory regulations between national jurisdictions is also an issue that should be monitored so that no regulatory vacuum is allowed to develop (i.e. issues slipping through in which no authority has explicit responsibility) and to minimise the cost of compliance with multiple systems by corporations. When regulatory responsibilities or oversight are delegated to non-public bodies, it is desirable to explicitly assess why, and under what circumstances, such delegation is desirable. It is also essential that the governance structure of any such delegated institution be transparent and encompass the public interest. Supervisory, regulatory and enforcement authorities should have the authority, integrity and resources to fulfil their duties in a professional and objective manner. Moreover, their rulings should be timely, transparent and fully explained. Regulatory responsibilities should be vested with bodies that can pursue their functions without conflicts of interest and that are subject to judicial review. As the number of public companies, corporate events and the volume of disclosures increase, the resources of supervisory, regulatory and enforcement authorities may come under strain. As a result, in order to follow developments, they will have a significant demand for fully qualified staff to provide effective oversight and investigative capacity which will need to be appropriately funded. The ability to attract staff on competitive terms will enhance the quality and independence of supervision and enforcement. The Rights of Shareholders and Key Ownership Functions The corporate governance framework should protect and facilitate the exercise of shareholders rights. Equity investors have certain property rights. For example, an equity share in a publicly traded company can be bought, sold, or transferred. An equity share also entitles the investor to participate in the profits of the corporation, with liability limited to the amount of the investment. In addition, ownership of an equity share provides a right to information about the corporation and a right to influence the corporation, primarily by participation in general shareholder meetings and by voting. As a practical matter, however, the corporation cannot be managed by shareholder referendum. The shareholding body is made up of individuals and institutions whose interests, goals, investment horizons and capabilities vary. Moreover, the corporations management must be able to take business decisions rapidly. In light of these realities and the complexity of managing the corporations affairs in fast moving and ever changing markets, shareholders are not expected to assume responsibility fo r managing corporate activities. The responsibility for corporate strategy and operations is typically placed in the hands of the board and a management team that is selected, motivated and, when necessary, replaced by the board. Shareholders rights to influence the corporation centre on certain fundamental issues, such as the election of board members, or other means of influencing the composition of the board, amendments to the companys organic documents, approval of extraordinary transactions, and other basic issues as specified in company law and internal company statutes. This Section can be seen as a statement of the most basic rights of shareholders, which are recognised by law in virtually all OECD countries. Additional rights such as the approval or election of auditors, direct nomination of board members, the ability to pledge shares, the approval of distributions of profits, etc., can be found in various jurisdictions. Basic shareholder rights should include the right to: 1) secure methods of ownership registration; 2) convey or transfer shares; 3) obtain relevant and material information on the corporation on a timely and regular basis; 4) participate and vote in general shareholder meetings; 5) elect and remove members of the board; and 6) share in the profits of the corporation. Shareholders should have the right to participate in, and to be sufficiently informed on, decisions concerning fundamental corporate changes such as: 1) amendments to the statutes, or articles of incorporation or similar governing documents of the company; 2) the authorisation of additional shares; and 3) extraordinary transactions, including the transfer of all or substantially all assets, that in effect result in the sale of the company. The ability of companies to form partnerships and related companies and to transfer operational assets, cash flow rights and other rights and obligations to them is important for business flexibility and for delegating accountability in complex organisations. It also allows a company to divest itself of operational assets and to become only a holding company. However, without appropriate checks and balances such possibilities may also be abused. Shareholders should have the opportunity to participate effectively and vote in general shareholder meetings and should be informed of the rules, including voting procedures, that govern general shareholder meetings: Shareholders should be furnished with sufficient and timely information concerning the date, location and agenda of general meetings, as well as full and timely information regarding the issues to be decided at the meeting. Shareholders should have the opportunity to ask questions to the board, including questions relating to the annual external audit, to place items on the agenda of general meetings, and to propose esolutions, subject to reasonable limitations. In order to encourage shareholder participation in general meetings, some companies have improved the ability of shareholders to place items on the agenda by simplifying the process of filing amendments and resolutions.Improvements have also been made in order to make it easier for shareholders to submit questions in advance of the general meeting and to obtain replies from management and board members. Shareholders should also be able to ask questions relating to the external audit report. Companies are justified in assuring that abuses of such opportunities do not occur. It is reasonable, for example, to require that in order for shareholder resolutions to be placed on the agenda, they need to be supported by shareholders holding a specified market value or percentage of shares or voting rights. This threshold should be determined taking into account the degree of ownership concentration, in order to ensure that minority shareholders are not effectively prevented from putting any i tems on the agenda. Shareholder resolutions that are approved and fall within the competence of the shareholders meeting should be addressed by the board. Effective shareholder participation in key corporate governance decisions, such as the nomination and election of board members, should be facilitated. Shareholders should be able to make their views known on the remuneration policy for board members and key executives. The equity component of compensation schemes for board members and employees should be subject to shareholder approval. To elect the members of the board is a basic shareholder right. For the election process to be effective, shareholders should be able to participate in the nomination of board members and vote on individual nominees or on different lists of them. To this end, shareholders have access in a number of countries to the companys proxy materials which are sent to shareholders, although sometimes subject to conditions to prevent abuse. With respect to nomination of candidates, boards in many companies have established nomination committees to ensure proper compliance with established nomination procedures and to facilitate and coordinate the search for a balanced and qualified board. It is increasingly regarded as good practice in many countries for independent board members to have a key role on this committee. To further improve the selection process, the Principles also call for full disclosure of the experience and background of candidates for the board and the nomination process, which will allow an informed assessment of the abilities and suitability of each candidate. The Principles call for the disclosure of remuneration policy by the board. In particular, it is important for shareholders to know the specific link between remuneration and company performance when they assess the capability of the board and the qualities they should seek in nominees for the board. Although board and executive contracts are not an appropriate subject for approval by the general meeting of shareholders, there should be a means by which they can express their views. Several countries have introd Analysis of OECD Principles of Corporate Governance Analysis of OECD Principles of Corporate Governance Foreword The OECD Principles of Corporate Governance were endorsed by OECD Ministers in 1999 and have since become an international benchmark for policy makers, investors, corporations and other stakeholders worldwide. They have advanced the corporate governance agenda and provided specific guidance for legislative and regulatory initiatives in both OECD and non OECD countries. The Financial Stability Forum has designated the Principles as one of the 12 key standards for sound financial systems. The Principles also provide the basis for an extensive programme of cooperation between OECD and non-OECD countries and underpin the corporate governance component of World Bank/IMF Reports on the Observance of Standards and Codes (ROSC). The Principles have now been thoroughly reviewed to take account of recent developments and experiences in OECD member and non-member countries. Policy makers are now more aware of the contribution good corporate governance makes to financial market stability, invest ment and economic growth. Companies better understand how good corporate governance contributes to their competitiveness. Investors especially collective investment institutions and pension funds acting in a fiduciary capacity realise they have a role to play in ensuring good corporate governance practices, thereby underpinning the value of their investments. In todays economies, interest in corporate governance goes beyond that of shareholders in the performance of individual companies. As companies play a pivotal role in our economies and we rely increasingly on private sector institutions to manage personal savings and secure retirement incomes, good corporate governance is important to broad and growing segments of the population. The review of the Principles was undertaken by the OECD Steering Group on Corporate Governance under a mandate from OECD Ministers in 2002. The review was supported by a comprehensive survey of how member countries addressed the different corporate governance challenges they faced. It also drew on experiences in economies outside the OECD area where the OECD, in co-operation with the World Bank and other sponsors, organises Regional Corporate Governance Roundtables to support regional reform efforts. The review process benefited from contributions from many parties. Key international institutions participated and extensive consultations were held with the private sector, labour, civil society and representatives from non-OECD countries. The process also benefited greatly from the insights of internationally recognised experts who participated in two high level informal gatherings I convened. Finally, many constructive suggestions were received when a draft of the Principles was made available for public comment on the internet. The Principles are a living instrument offering non-binding standards and good practices as well as guidance on implementation, which can be adapted to the specific circumstances of individual countries and regions. The OECD offers a forum for ongoing dialogue and exchange of experiences among member and non-member countries. To stay abreast of constantly changing circumstances, the OECD will closely follow developments in corporate governance, identifying trends and seeking remedies to new challenges. These Revised Principles will further reinforce OECDs contribution and commitment to collective efforts to strengthen the fabric of corporate governance around the world in the years ahead. This work will not eradicate criminal activity, but such activity will be made more difficult as rules and regulations are adopted in accordance with the Principles. Importantly, our efforts will also help develop a culture of values for professional an d ethical behaviour on which well functioning markets depend. Trust and integrity play an essential role in economic life and for the sake of business and future prosperity we have to make sure that they are properly rewarded. OECD Principles of Corporate Governance The OECD Principles of Corporate Governance were originally developed in response to a call by the OECD Council Meeting at Ministerial level on 27-28 April 1998, to develop, in conjunction with national governments, other relevant international organisations and the private sector, a set of corporate governance standards and guidelines. Since the Principles were agreed in 1999, they have formed the basis for corporate governance initiatives in both OECD and non-OECD countries alike. Moreover, they have been adopted as one of the Twelve Key Standards for Sound Financial Systems by the Financial Stability Forum. Accordingly, they form the basis of the corporate governance component of the World Bank/IMF Reports on the Observance of Standards and Codes (ROSC). The OECD Council Meeting at Ministerial Level in 2002 agreed to survey developments in OECD countries and to assess the Principles in light of developments in corporate governance. This task was entrusted to the OECD Steering Group on Corporate Governance, which comprises representatives from OECD countries. In addition, the World Bank, the Bank for International Settlements (BIS) and the International Monetary Fund (IMF) were observers to the Group. For the assessment, the Steering Group also invited the Financial Stability Forum, the Basel Committee, and the International Organization of Securities Commissions (IOSCO) as ad hoc observers. In its review of the Principles, the Steering Group has undertaken comprehensive consultations and has prepared with the assistance of members the Survey of Developments in OECD Countries. The consultations have included experts from a large number of countries which have participated in the Regional Corporate Governance Roundtables that the OECD organises in Russia, Asia, South East Europe, Latin America and Eurasia with the support of the Global Corporate Governance Forum and others, and in co-operation with the World Bank and other non-OECD countries as well. Moreover, the Steering Group has consulted a wide range of interested parties such as the business sector, investors, professional groups at national and international levels, trade unions, civil society organisations and international standard setting bodies. A draft version of the Principles was put on the OECD website for public comment and resulted in a large number of responses. These have been made public on the OECD we b site. On the basis of the discussions in the Steering Group, the Survey and the comments received during the wide ranging consultations, it was concluded that the 1999 Principles should be revised to take into account new developments and concerns. It was agreed that the revision should be pursued with a view to maintaining a non-binding principles-based approach, which recognises the need to adapt implementation to varying legal economic and cultural circumstances. The revised Principles contained in this document thus build upon a wide range of experience not only in the OECD area but also in non-OECD countries. Preamble The Principles are intended to assist OECD and non-OECD governments in their efforts to evaluate and improve the legal, institutional and regulatory framework for corporate governance in their countries, and to provide guidance and suggestions for stock exchanges, investors, corporations, and other parties that have a role in the process of developing good corporate governance. The Principles focus on publicly traded companies, both financial and non-financial. However, to the extent they are deemed applicable, they might also be a useful tool to improve corporate governance in non-traded companies, for example, privately held and stateowned enterprises. The Principles represent a common basis that OECD member countries consider essential for the development of good governance practices. They are intended to be concise, understandable and accessible to the international community. They are not intended to substitute for government, semi-government or private sector initiatives to dev elop more detailed best practice in corporate governance. Increasingly, the OECD and its member governments have recognized the synergy between macroeconomic and structural policies in achieving fundamental policy goals. Corporate governance is one key element in improving economic efficiency and growth as well as enhancing investor confidence. Corporate governance involves a set of relationships between a companys management, its board, its shareholders and other stakeholders. Corporate governance also provides the structure through which the objectives of the company are set, and the means of attaining those objectives and monitoring performance are determined. Good corporate governance should provide proper incentives for the board and management to pursue objectives that are in the interests of the company and its shareholders and should facilitate effective monitoring. The presence of an effective corporate governance system, within an individual company and across an economy as a whole, helps to provide a degree of confidence that is necessary for the proper functioning of a market economy. As a result, the cost of capital is lower and firms are encouraged to use resources more efficiently, thereby underpinning growth. Corporate governance is only part of the larger economic context in which firms operate that includes, for example, macroeconomic policies and the degree of competition in product and factor markets. The corporate governance framework also depends on the legal, regulatory, and institutional environment. In addition, factors such as business ethics and corporate awareness of the environmental and societal interests of the communities in which a company operates can also have an impact on its reputation and its long-term success. While a multiplicity of factors affect the governance and decisionmaking processes of firms, and are important to their long-term success, the Principles focus on governance problems that result from the separation of ownership and control. However, this is not simply an issue of the relationship between shareholders and management, although that is indeed the central element. In some jurisdictions, governance issues also arise from the power of certain controlling shareholders over minority shareholders. In other countries, employees have important legal rights irrespective of their ownership rights. The Principles therefore have to be complementary to a broader approach to the operation of checks and balances. Some of the other issues relevant to a companys decision-making processes, such as environmental, anti-corruption or ethical concerns, are taken into account but are treated more explicitly in a number of other OECD instruments (including the Guidelines for Multinational Ente rprises and the Convention on Combating Bribery of Foreign Public Officials in International Transactions) and the instruments of other international organisations. Corporate governance is affected by the relationships among participants in the governance system. Controlling shareholders, which may be individuals, family holdings, bloc alliances, or other corporations acting through a holding company or cross shareholdings, can significantly influence corporate behaviour. As owners of equity, institutional investors are increasingly demanding a voice in corporate governance in some markets. Individual shareholders usually do not seek to exercise governance rights but may be highly concerned about obtaining fair treatment from controlling shareholders and management. Creditors play an important role in a number of governance systems and can serve as external monitors over corporate performance. Employees and other stakeholders play an important role in contributing to the long-term success and performance of the corporation, while governments establish the overall institutional and legal framework for corporate governance. The role of each of the se participants and their interactions vary widely among OECD countries and among non- OECD countries as well. These relationships are subject, in part, to law and regulation and, in part, to voluntary adaptation and, most importantly, to market forces. The degree to which corporations observe basic principles of good corporate governance is an increasingly important factor for investment decisions. Of particular relevance is the relation between corporate governance practices and the increasingly international character of investment. International flows of capital enable companies to access financing from a much larger pool of investors. If countries are to reap the full benefits of the global capital market, and if they are to attract long-term patient capital, corporate governance arrangements must be credible, well understood across borders and adhere to internationally accepted principles. Even if corporations do not rely primarily on foreign sources of capital, adherence to good corporate governance practices will help improve the confidence of domestic investors, reduce the cost of capital, underpin the good functioning of financial markets, and ultimately induce more stable sources of financing. There is no single model of good corporate governance. However, work carried out in both OECD and non-OECD countries and within the Organisation has identified some common elements that underlie good corporate governance. The Principles build on these common elements and are formulated to embrace the different models that exist. For example, they do not advocate any particular board structure and the term board as used in this document is meant to embrace the different national models of board structures found in OECD and non-OECD countries. In the typical two tier system, found in some countries, board as used in the Principles refers to the supervisory board while key executives refers to the management board. In systems where the unitary board is overseen by an internal auditors body, the principles applicable to the board are also, mutatis mutandis, applicable. The terms corporation and company are used interchangeably in the text. The Principles are non-binding and do not aim at detailed prescriptions for national legislation. Rather, they seek to identify objectives and suggest various means for achieving them. Their purpose is to serve as a reference point. They can be used by policy makers as they examine and develop the legal and regulatory frameworks for corporate governance that reflect their own economic, social, legal and cultural circumstances, and by market participants as they develop their own practices. The Principles are evolutionary in nature and should be reviewed in light of significant changes in circumstances. To remain competitive in a changing world, corporations must innovate and adapt their corporate governance practices so that they can meet new demands and grasp new opportunities. Similarly, governments have an important responsibility for shaping an effective regulatory framework that provides for sufficient flexibility to allow markets to function effectively and to respond to expectations of shareholders and other stakeholders. It is up to governments and market participants to decide how to apply these Principles in developing their own frameworks for corporate governance, taking into account the costs and benefits of regulation. The following document is divided into two parts. The Principles presented in the first part of the document cover the following areas: I) Ensuring the basis for an effective corporate governance framework; II) The rights of shareholders and key ownership functions; III) The equitable treatment of shareholders; IV) The role of stakeholders; V) Disclosure and transparency; and VI) The responsibilities of the board. Each of the sections is headed by a single Principle that appears in bold italics and is followed by a number of supporting sub-principles. In the second part of the document, the Principles are supplemented by annotations that contain commentary on the Principles and are intended to help readers understand their rationale. The annotations may also contain descriptions of dominant trends and offer alternative implementation methods and examples that may be useful in making the Principles operational. Shareholders should be furnished with sufficient and timely information concerning the date, location and agenda of general meetings, as well as full and timely information regarding the issues to be decided at the meeting. Shareholders should have the opportunity to ask questions to the board, including questions relating to the annual external audit, to place items on the agenda of general meetings, and to propose resolutions, subject to reasonable limitations. Effective shareholder participation in key corporate governance decisions, such as the nomination and election of board members, should be facilitated. Shareholders should be able to make their views known on the remuneration policy for board members and key executives. The equity component of compensation schemes for board members and employees should be subject to shareholder approval. Ensuring the Basis for an Effective Corporate Governance Framework The corporate governance framework should promote transparent and efficient markets, be consistent with the rule of law and clearly articulate the division of responsibilities among different supervisory, regulatory and enforcement authorities. To ensure an effective corporate governance framework, it is necessary that an appropriate and effective legal, regulatory and institutional foundation is established upon which all market participants can rely in establishing their private contractual relations. This corporate governance framework typically comprises elements of legislation, regulation, selfregulatory arrangements, voluntary commitments and business practices that are the result of a countrys specific circumstances, history and tradition. The desirable mix between legislation, regulation, self-regulation, voluntary standards, etc. in this area will therefore vary from country to country. As new experiences accrue and business circumstances change, the content and structure of this framework might need to be adjusted. Countries seeking to implement the Principles should monitor their corporate governance framework, including regulatory and listing requirements and business practices, with the objective of maintaining and strengthening its contribution to market integrity and economic performance. As part of this, it is important to take into account the interactions and complementarity between different elements of the corporate governance framework and its overall ability to promote ethical, responsible and transparent corporate governance practices. Such analysis should be viewed as an important tool in the process of developing an effective corporate governance framework. To this end, effective and continuous consultation with the public is an essential element that is widely regarded as good practice. Moreover, in developing a corporate governance framework in each jurisdiction, national legislators and regulators should duly consider the need for, and the results from, effective international dialogue and cooperation. If these conditions are met, the governance system is more likely to avoid over-regulation, support the exercise of entrepreneurship and limit the risks of damaging conflicts of interest in both the private sector and in public institutions. The corporate governance framework should be developed with a view to its impact on overall economic performance, market integrity and the incentives it creates for market participants and the promotion of transparent and efficient markets. The corporate form of organisation of economic activity is a powerful force for growth. The regulatory and legal environment within which corporations operate is therefore of key importance to overall economic outcomes. Policy makers have a responsibility to put in place a framework that is flexible enough to meet the needs of corporations operating in widely different circumstances, facilitating their development of new opportunities to create value and to determine the most efficient deployment of resources. To achieve this goal, policy makers should remain focussed on ultimate economic outcomes and when considering policy options, they will need to undertake an analysis of the impact on key variables that affect the functioning of markets, such as incentive structures, the efficiency of self-regulatory systems and dealing with systemic conflicts of interest. Transparent and efficient markets serve to discipline market participants and to promote accountability. The legal and regulatory requirements that affect corporate governance practices in a jurisdiction should be consistent with the rule of law, transparent and enforceable. If new laws and regulations are needed, such as to deal with clear cases of market imperfections, they should be designed in a way that makes them possible to implement and enforce in an efficient and even handed manner covering all parties. Consultation by government and other regulatory authorities with corporations, their representative organisations and other stakeholders, is an effective way of doing this. Mechanisms should also be established for parties to protect their rights. In order to avoid over-regulation, unenforceable laws, and unintended consequences that may impede or distort business dynamics, policy measures should be designed with a view to their overall costs and benefits. Such assessments should take into account the need for effective enforcement, including the ability of authorities to deter dishonest behaviour and to impose effective sanctions for violations. Corporate governance objectives are also formulated in voluntary codes and standards that do not have the status of law or regulation. While such codes play an important role in improving corporate governance arrangements, they might leave shareholders and other stakeholders with uncertainty concerning their status and implementation. When codes and principles are used as a national standard or as an explicit substitute for legal or regulatory provisions, market credibility requires that their status in terms of coverage, implementation, compliance and sanctions is clearly specified. The division of responsibilities among different authorities in a jurisdiction should be clearly articulated and ensure that the public interest is served. Corporate governance requirements and practices are typically influenced by an array of legal domains, such as company law, securities regulation, accounting and auditing standards, insolvency law, contract law, labour law and tax law. Under these circumstances, there is a risk that the variety of legal influences may cause unintentional overlaps and even conflicts, which may frustrate the ability to pursue key corporate governance objectives. It is important that policy-makers are aware of this risk and take measures to limit it. Effective enforcement also requires that the allocation of responsibilities for supervision, implementation and enforcement among different authorities is clearly defined so that the competencies of complementary bodies and agencies are respected and used most effectively. Overlapping and perhaps contradictory regulations between national jurisdictions is also an issue that should be monitored so that no regulatory vacuum is allowed to develop (i.e. issues slipping through in which no authority has explicit responsibility) and to minimise the cost of compliance with multiple systems by corporations. When regulatory responsibilities or oversight are delegated to non-public bodies, it is desirable to explicitly assess why, and under what circumstances, such delegation is desirable. It is also essential that the governance structure of any such delegated institution be transparent and encompass the public interest. Supervisory, regulatory and enforcement authorities should have the authority, integrity and resources to fulfil their duties in a professional and objective manner. Moreover, their rulings should be timely, transparent and fully explained. Regulatory responsibilities should be vested with bodies that can pursue their functions without conflicts of interest and that are subject to judicial review. As the number of public companies, corporate events and the volume of disclosures increase, the resources of supervisory, regulatory and enforcement authorities may come under strain. As a result, in order to follow developments, they will have a significant demand for fully qualified staff to provide effective oversight and investigative capacity which will need to be appropriately funded. The ability to attract staff on competitive terms will enhance the quality and independence of supervision and enforcement. The Rights of Shareholders and Key Ownership Functions The corporate governance framework should protect and facilitate the exercise of shareholders rights. Equity investors have certain property rights. For example, an equity share in a publicly traded company can be bought, sold, or transferred. An equity share also entitles the investor to participate in the profits of the corporation, with liability limited to the amount of the investment. In addition, ownership of an equity share provides a right to information about the corporation and a right to influence the corporation, primarily by participation in general shareholder meetings and by voting. As a practical matter, however, the corporation cannot be managed by shareholder referendum. The shareholding body is made up of individuals and institutions whose interests, goals, investment horizons and capabilities vary. Moreover, the corporations management must be able to take business decisions rapidly. In light of these realities and the complexity of managing the corporations affairs in fast moving and ever changing markets, shareholders are not expected to assume responsibility fo r managing corporate activities. The responsibility for corporate strategy and operations is typically placed in the hands of the board and a management team that is selected, motivated and, when necessary, replaced by the board. Shareholders rights to influence the corporation centre on certain fundamental issues, such as the election of board members, or other means of influencing the composition of the board, amendments to the companys organic documents, approval of extraordinary transactions, and other basic issues as specified in company law and internal company statutes. This Section can be seen as a statement of the most basic rights of shareholders, which are recognised by law in virtually all OECD countries. Additional rights such as the approval or election of auditors, direct nomination of board members, the ability to pledge shares, the approval of distributions of profits, etc., can be found in various jurisdictions. Basic shareholder rights should include the right to: 1) secure methods of ownership registration; 2) convey or transfer shares; 3) obtain relevant and material information on the corporation on a timely and regular basis; 4) participate and vote in general shareholder meetings; 5) elect and remove members of the board; and 6) share in the profits of the corporation. Shareholders should have the right to participate in, and to be sufficiently informed on, decisions concerning fundamental corporate changes such as: 1) amendments to the statutes, or articles of incorporation or similar governing documents of the company; 2) the authorisation of additional shares; and 3) extraordinary transactions, including the transfer of all or substantially all assets, that in effect result in the sale of the company. The ability of companies to form partnerships and related companies and to transfer operational assets, cash flow rights and other rights and obligations to them is important for business flexibility and for delegating accountability in complex organisations. It also allows a company to divest itself of operational assets and to become only a holding company. However, without appropriate checks and balances such possibilities may also be abused. Shareholders should have the opportunity to participate effectively and vote in general shareholder meetings and should be informed of the rules, including voting procedures, that govern general shareholder meetings: Shareholders should be furnished with sufficient and timely information concerning the date, location and agenda of general meetings, as well as full and timely information regarding the issues to be decided at the meeting. Shareholders should have the opportunity to ask questions to the board, including questions relating to the annual external audit, to place items on the agenda of general meetings, and to propose esolutions, subject to reasonable limitations. In order to encourage shareholder participation in general meetings, some companies have improved the ability of shareholders to place items on the agenda by simplifying the process of filing amendments and resolutions.Improvements have also been made in order to make it easier for shareholders to submit questions in advance of the general meeting and to obtain replies from management and board members. Shareholders should also be able to ask questions relating to the external audit report. Companies are justified in assuring that abuses of such opportunities do not occur. It is reasonable, for example, to require that in order for shareholder resolutions to be placed on the agenda, they need to be supported by shareholders holding a specified market value or percentage of shares or voting rights. This threshold should be determined taking into account the degree of ownership concentration, in order to ensure that minority shareholders are not effectively prevented from putting any i tems on the agenda. Shareholder resolutions that are approved and fall within the competence of the shareholders meeting should be addressed by the board. Effective shareholder participation in key corporate governance decisions, such as the nomination and election of board members, should be facilitated. Shareholders should be able to make their views known on the remuneration policy for board members and key executives. The equity component of compensation schemes for board members and employees should be subject to shareholder approval. To elect the members of the board is a basic shareholder right. For the election process to be effective, shareholders should be able to participate in the nomination of board members and vote on individual nominees or on different lists of them. To this end, shareholders have access in a number of countries to the companys proxy materials which are sent to shareholders, although sometimes subject to conditions to prevent abuse. With respect to nomination of candidates, boards in many companies have established nomination committees to ensure proper compliance with established nomination procedures and to facilitate and coordinate the search for a balanced and qualified board. It is increasingly regarded as good practice in many countries for independent board members to have a key role on this committee. To further improve the selection process, the Principles also call for full disclosure of the experience and background of candidates for the board and the nomination process, which will allow an informed assessment of the abilities and suitability of each candidate. The Principles call for the disclosure of remuneration policy by the board. In particular, it is important for shareholders to know the specific link between remuneration and company performance when they assess the capability of the board and the qualities they should seek in nominees for the board. Although board and executive contracts are not an appropriate subject for approval by the general meeting of shareholders, there should be a means by which they can express their views. Several countries have introd