Deux techniques permettent d'effectuer la cession des entreprises en difficulté : d'une part, la cession d'entreprise à proprement parler, c'est-à-dire la cession externe plus souvent appelée "plan de cession" en raison des dispositions du Code de commerce. Et d'autre part, la reprise interne de l'entreprise qui conduit l'investisseur à présenter un plan de continuation que celui-ci prenne la forme d'un plan de sauvegarde ou de redressement. Cette étude tente de déterminer les points de convergences et de divergences entre ces deux formes de cession de l'entreprise en difficulté. En apparence, certaines dispositions font de la cession externe la forme de cession la plus attractive, mais en pratique la cession externe entretien une relation conflictuelle avec les autres branches du droit, ce qui peut être une source de risques pour le candidat à la reprise. Afin d'éviter les inconvénients de la cession externe, ce dernier peut se diriger vers la reprise interne. L'étude des conditions et des effets des différentes formes de cession des entreprises en difficulté met en évidence l'existence d'une étroite convergence des deux modes de reprise. De la sorte, la reprise interne s'avère être un mode de cession concurrent de la cession externe. Ainsi il est parfois plus opportun pour le candidat à la reprise d'effectuer une reprise interne qu'une cession externe. / Two technics permits to do the transfer of companies in difficulty : in one side, the transfer of companies in the strict sense of the word, it is the external transfer more frequently called "transfer plan" owing to dispositions in the Commercial code. In other side, the internal takeover leads investors to introduce a business continuation plan which is a protection plan or a recovery plan. This study tries to determine points of convergence or divergence between this two forms of transfer of companies in difficulty. In appearance, some dispositions do the external transfer the more attractive of the transfer form, but in practice the external transfer maintain a controversial connection with other branches of law, that will be a sources of risk for the candidate for taking over. In order to avoid the disadvantage of the external transfer, the latter can make for an internal takeover. The study of conditions and effects of different forms of transfer of companies in difficulty put in evidence the existence of a narrow convergence of the two way of takeover. In this way, the internal takeover take out to be a way of competing transfer of the external transfer. Thus it is sometimes more appropriate for the candidate of the takeover to do an internal takeover then an external transfer.

Legislation regarding the incorporation in the Czech Republic and Great Britain in comparison. The thesis aims to evaluate the legislation of the Czech Republic and Great Britain regarding the process of incorporation and issues related to newly established companies. The thesis also proposes changes to Czech legislation and seeks to determine which of the systems is more favorable for the founders. The thesis comprises seven chapters, each of them dealing with different aspects of the process of incorporation in both countries. The introductory first part defines the principal aim of the thesis, points out problematic areas and explores difficulties arising with regards to language and translation. Chapter one is subdivided into three parts and deals with legal framework of both countries as well as the matter of legal personality. Chapter two, which is subdivided into two parts, is devoted to the definition of what constitutes a company. First, companies recognized under British law are introduced; second, the four types of Czech companies are described. Chapter three is subdivided into two parts and deals with methods of incorporation. These methods are shortly introduced and, in the second part, the normative method of incorporation in the Czech Republic is described. Fourth chapter is composed...

L’importance du cautionnement pour les sociétés est indéniable. En plus de contribuer à l’essor de ces dernières par l’accès au crédit, le cautionnement s’impose comme un levier de célérité et de simplicité, atouts majeurs dont requiert le monde des affaires. Cependant, son implémentation dans le cadre des sociétés ne va pas sans poser des difficultés. En effet, l’articulation du cautionnement au sein des sociétés suscite une multitude de controverses et d’ambiguïtés. La combinaison des règles du droit des sociétés et de celles des sûretés n’est pas toujours empreinte d’homogénéité. La complexité de la mise en œuvre du cautionnement au sein des sociétés prend un relief particulier quand il s’agit d’ajouter au panel des règles existantes, les multiples productions jurisprudentielles et les innombrables apports de la doctrine. Ces diverses confrontations dépouillent la matière de sa fluidité, de sa cohérence et par là-même, de son efficacité. Son essence première s’en trouve entachée et le seul trait qui semble ne souffrir autant de reproches est son caractère singulier. L’état des lieux actuel révèle que la mise en œuvre du cautionnement dans les sociétés manque de clarté. Les incessantes interventions du législateur, les désaccords entre les acteurs juridiques, tendent à « polluer » son régime et à le compromettre, ce constat étant valable dans ses deux variantes, que le cautionnement soit donné par une personne physique, le dirigeant social, ou par une personne morale, la société. En pareil contexte, il est impératif de redonner son éclat au cautionnement. / The importance of surety bond for companies is undeniable. In addition to contributing to the growth of the latter through access to credit, surety bond is a lever of speed and simplicity, which are major assets required by the business world. However, its implementation in the context of companies is not without difficulties. Indeed, the articulation of surety bond within companies gives rise to a multitude of controversies and ambiguities. The combination of corporate law and security law rules is not always uniform. The complexity of the implementation of surety bond within companies takes on particular importance when it comes to adding to the panel of existing rules, the multiple productions of case law and the countless contributions of doctrine. These various confrontations deprive the material of its fluidity, its coherence and, consequently, its effectiveness. Its primary essence is tainted by it and the only trait of character that seems not to suffer so much reproach is its singular character. The current inventory shows that the implementation of surety bond in companies is unclear. The incessant interventions of the legislator, the disagreements between the legal actors, tend to pollute his regime and compromise it, this observation is valid in these two variables, whether the assurance is given by a natural person, the company director or by a legal person, the company. In such a context, it is imperative to restore the surety bond to its former glory.

Thesis (M.M. (Finance & Investment))--University of the Witwatersrand, Faculty of Commerce, Law and Management, Graduate School of Business Administration, 2013. / South Africa has recently introduced into law a new Companies Act that has, amongst other changes, a segment dubbed „Chapter 6‟, which specifically focuses on distressed companies and their rescue/resolution. While past Acts in South Africa have had sections on distressed companies, none has positioned financial distress resolution as prominently within the Act as Chapter 6 has done. This hitherto lack of formalized focus of on business rescue in past Acts, made informal loan workouts the de facto mainstay for distressed business resolution in South Africa. It is therefore considered worthwhile that an investigation be undertaken to ascertain whether or not the newly legislated formal processes for rescuing distressed businesses will change the culture and/or overall view on the effectiveness of rescuing distressed businesses in South Africa. An online questionnaire of 17 questions sent to 5 different occupation categories generated 61 responses, which were around four coherent themes. From the analysis of the responses it was found that the inclusion of Chapter 6 (formalized business rescue legislation) in the new Companies Act was a welcome legislation with clear value-additions to company law in South Africa. The results also indicated that there is a level of uncertainty with regard to this legislation; thus, suggesting it is likely that informal loan workouts will remain a real option for some businesses in distress.

Vaal University of Technology / ABSTRACT Keywords: job satisfaction, absenteeism and private security companies Organisations are faced with the challenge of satisfying their employees in order for them to cope with the competitive environment. In order to increase productivity, efficiency and effectiveness and to show commitment in their work, organisations must ensure that they satisfy the needs of employees to avoid absenteeism. Over the past years, organisations have attempted to find solutions for recovering and developing management of employees’ resource, placing more emphasis on the reduction of employees’ work absenteeism. Management within the organisations has introduced different methods such as teamwork, shift work system and employee motivation as strategies to improve employees’ satisfaction, motivation and reducing absenteeism with the aim of improving overall organisational performance. Absence from work is a complex issue that can be influenced by multiple causes within an organisation or could be personal in nature. The purpose of this study is to examine job satisfaction and absenteeism among entry level security officers within the Southern Gauteng region. A quantitative methodology with a non-probability survey administered to a convenience sampling was used to examine the relationship between the study constructs. In the empirical investigation, a sample of 200 was selected to participate in the study. In order to measure the study constructs, two survey materials were adapted. The participants were asked to complete two test instruments, namely a job satisfaction questionnaire (JSS) and an absenteeism questionnaire. Of the 200 questionnaires that were distributed to the identified sample of entry level security officers, 199 (n) responded. The collected data were computed through correlations analysis to evaluate the relationship between variables and the results are presented and discussed in detail. The findings of this study showed a low level of job satisfaction among entry level security officers in this particular region of Southern Gauteng. The three factors found to influence job satisfaction among security officers are lack of support from management, operating conditions and stimulating tasks. Furthermore, pay, promotion, supervision, benefits, rewards, operating conditions, relationship with co-workers and lack of communication seem to be correlated negatively with the personal, supervisory, work and organisational factors of absenteeism. Through ANOVA, three of the job satisfaction factors indicate significant variances. Differences were found for the operating conditions (p=0.000; p<0.055), co-workers (p=0.000; p<0.05), communication (p=0.000; p<0.05) and the type of employment. Further, the reliability of the job satisfaction and absenteeism sub-scales were found to be reliable. It is recommended that private security industry management could explore the relevance of the various job satisfaction factors that could influence the job and potentially cause low satisfaction among entry level security officers. The outcome of such a process could guide future actions aimed at improved job satisfaction. The private security sector should consider the implications of their staffing practices. It is recommended that terms of employment should be more permanent in nature to aid overall job satisfaction.

Mergers and acquisitions (M&As) of private target firms is a common phenomenon and being acquired is the desired outcome for some private firms, as it is the path to wealth creation for these firm’s owners and investors. However, this M&A type has received limited attention in the literature, especially from the perspective of the target firm. Furthermore, neither a theoretical model to explain the phenomenon where the goal of the target firm is to be acquired in M&A, nor an indicator to gauge wealth creation for such firms were identified in the review of the literature. This paper established that, because being acquired in a M&A may be the goal, the wealth generated from the M&A is the outcome or performance indicator for such firms. The outcomes of M&As depend, among other factors, on the acquiring firm’s perception of the target firm’s value. Thus, this paper coined the term ‘private firm’s attractiveness as an acquisition target’, and built on the resource based view of the firm and signaling theory to identify factors that influence a private firm’s attractiveness to acquirers. Furthermore, private firm’s attractiveness as an acquisition target was used as the bridge between the acquiring firm perspective and target firm perspective in a M&A. The resource-based view of the firm and the signaling theory were used jointly in building the theoretical framework for hypotheses development. Hypotheses were tested using a sample of 222 acquisitions of US private target firms by US public acquiring firms. Hierarchical regression with inverse mills ratio, as well as two-step Heckman model were used to address the potential selection hazard. Results provided strong support for most hypotheses, and showed that investor involvement, target firm’s industry innovativeness, and target firm’s emphasis on growth in human capital were positively related to the private firm’s attractiveness as an acquisition target. Furthermore, the effects of emphasis on growth in human capital were stronger when the target firm’s growth in revenue was lower and when the target firm operated in a more innovative industry. The effects of emphasis on growth in revenue were stronger when the target firm operated in a less innovative industry. / Includes bibliography. / Dissertation (Ph.D.)--Florida Atlantic University, 2018. / FAU Electronic Theses and Dissertations Collection

Some experts (Bucknall and Ohtaki, 2005, Hansen and Lee, 2009, Bennington and Habir, 2003) pointed out how influences of western theories and the lack of indigenous research study highlighting the need for qualitative studies on how workplace learning is applied in Indonesia. Answering this need my research study attempted to describe the current distribution of workplace learning approaches in big companies in Indonesia, their evolution, and how the assumptions of HR practitioners reflect those changes. A qualitative research study was conducted in six major companies in Indonesia of various industrial backgrounds by interviewing their HR managers and staff, observing their training classes, and analyzing all company documents pertaining to workplace learning. The following conclusions were reached. Firstly, the most prominent workplace learning approach in Indonesia is the Classical Classroom approach, especially the lecture method. All subject companies in this study used it as the primary or sometimes the only learning approach. Secondly, workplace learning in majority of the companies in the past 20-30 years had evolved to become more structured and formal, even though two companies had employed multiple approaches. Thirdly, different views and assumptions were elicited from the interviews. Some of the approaches described are beneficial to the development of workplace learning in companies, such as the sense of pride and ownership, while others - such as the event-organizer syndrome, which is bureaucratic, emphasizes quantity over quality, and focuses on the lecture approach to training - are quite detrimental to workplace learning. Lastly, the dominant organizational dynamics that were found to affect workplace learning in this study were organizational cultures, leadership, and reaction to external forces. A few recommendations were given. HR staff and corporate leadership need to become result-driven to combat the event-organizer syndrome, and to constantly update themselves regarding basic and academically sound practices by educating themselves through self-study and formation of an association of training professionals. A quantitative research study with a more comprehensive sample is needed to give us a complementary view of workplace learning practices in Indonesia. Finally, a more in-depth is encouraged to gain additional insights about workplace learning in Indonesia.

Wang, Zhuojun. / Thesis (M.Phil.)--Chinese University of Hong Kong, 2009. / Includes bibliographical references (leaves 46-47). / Abstract also in Chinese.

The objective of this research is to isolate and analyze those areas which represent the greatest difficulty in expense, ad ministrative burden and confusion. Information was gathered by survey and interviews to determine what services are offered by underwriting firms and what services small businesses have found most beneficial in planning and executing their offering. The information gathered in Utah is compared with that gathered in California to determine the differences in the public equity markets of the two regions . These differences are the bas i s for the recommended changes in the underwriting procedures in Utah.

This dissertation is concerned with a primary and two secondary research issues. The primary issue pertains to the existence of a two-stage auditor switching decision process; that is the auditor change and the auditor selection stages. The two secondary issues concern the relative influence of variables within their respective decision stages. External auditors are engaged not only to comply with the Corporations Law requirement and Australian Stock Exchange membership conditions but also to reduce the degree of information risk assigned by financial statement users to financial statements prepared by auditee management. The decision to switch auditors may cause financial statement users to assign a higher degree of information risk to financial statements, i.e., the indirect costs of switching auditors. A substantial increase in these indirect costs may have occurred as the average rate that Australian publicly listed companies switch auditor has increased in recent years. However, prior research has provided inconsistent and inconclusive evidence with regard to the variables that influence auditees to switch auditors. To avoid mis-perceptions by financial statement users about the newly appointed auditors' attestation of the financial information prepared by auditees, a greater understanding is needed of the auditor switching decision process to assist in mitigating these indirect costs of switching auditors. In prior research the underlying suggestion why auditees switch auditors is the development of a mis-match of audit services demanded to the services supplied by the incumbent auditor. To overcome this mis-match, auditees after deciding to change auditors then select a specific audit firm that offers suitable services and possesses suitable characteristics. A suggested reason for the inconsistent findings of prior research is that there are two decision stages (auditor change and auditor selection) in the auditor switching decision process and past studies have examined, intentionally or otherwise, different decision stages. From a two decision stage perspective, there are three additional explanations for the inconsistent findings of prior research. These explanations are 1) the inappropriate use of surrogate measures for the decision stage studied, 2) the misuse of the terms auditor change, auditor selection and auditor switching, and 3) the inappropriate research methodology and instrument design employed. This absence of a 'shared agreement' among researchers about the two-stage auditor switching decision concept and misuse of terms may have confused not only researchers but also survey participants and readers of auditor switching literature thus contributing to the inconsistencies in prior evidence as well as perpetuating the inconsistent results where the readers are the future researchers. A review of the literature identified five characteristic variables of the incumbent and replacement audit firms that influence the auditor switching decision. Four variables (disagreements between auditees and auditors that result in, or are caused by, the issuance of a qualified audit report and recommendations from three external sources) in addition to the five incumbent auditor characteristics were found to influence only the auditor change decision. In addition to the five replacement auditor characteristic variables, a further five variables, involving audit firm image creation or other promotional activities, have been found to influence the auditor selection decision stage. A primary and two secondary problems regarding the auditor switching decision process are addressed (1) How and to what extent does the impact of the five auditor characteristics on Australian auditees' decisions to change auditors (to terminate the incumbent auditor's appointment) differ from that on auditees' decisions to select the replacement auditor? (2) How and to what extent are the nine variables used by Australian auditee management in the decision to change auditors (to terminate the incumbent auditors appointment)? (3) How and to what extent are the ten variables used by Australian auditee management in the decision to select a replacement auditor? The provision of evidence to support the two-stage auditor switching decision process may be achieved by jointly examining and identifying significant differences in the perceived influence of auditor characteristics across the two decision stages and a comparison of their rank order of influence within each stage. Three empirical models are constructed to investigate these three research questions. Using the MANOVA (within-subjects) design, the first model is to analyse each respondent's perception of the level of influence of each of the five auditor characteristic variables across the two decision stages. The second and third empirical models are using an one-way ANOVA design to test the influence of each of the respective independent variables (i.e., nine variables for the change decision and ten variables for the selection decision) on the respective dependent variable (i.e., the change decision or the selection decision). Fifty-three usable responses were received from Australian companies identified as voluntarily switching auditors for the reporting year ended 1990 and/or 1991. The data collected for analysis were provided by company executives of these companies. The major findings of this study are: 1) Two of the five auditor characteristics, 'level of audit quality' and 'suitability of non-audit services', differed significantly in their level of relative influence across the two decision stages. Furthermore, there was some support in the results for a perceived difference in the influence of a third auditor characteristic, 'size of audit fees', across both stages. 2) Significant differences were perceived in the level of influence of variables on the auditor change decision stage. The six most influential variables were the higher audit fees, the auditor's offices were not located near the auditee's geographically dispersed offices, the incumbent auditor's lack of industry specialisation, a higher audit quality was not provided, the non-audit services offered were unsuitable, and director's recommendations. 3) In the auditor selection decision stage, significant differences were perceived in the level of influence of variables. The six most influential variables were the lower fees, the recommendations of business colleagues, a higher quality audit can be provided, the suitability of range of non-audit services, the closeness of the auditor's offices to the auditee's geographically dispersed operations, and the availability of industry specialisation. 4) A comparison of the rank order of influence of auditor characteristic variables within each decision stage found variances exist for two variables 'closeness of auditor's offices to the auditee's operations' and 'the level of industry specialisation' across the two stages. 5) The significant difference in the level of influence of characteristics of the incumbent and replacement auditors in the first finding suggests that auditors are not perceived as providing homogeneous services. Furthermore, from the significant difference in these auditor characteristic variables within each decision stage in the second and third findings imply that the auditor characteristics of an auditor are not perceived as homogeneous. The following major conclusions are drawn from this study. The evidence from these major findings support the existence of a two-stage auditor switching decision process. The results also show that auditor switching decision makers' perceptions of the variables that influence auditor switching vary across the two decision stages and with the auditor change and auditor selection decisions. Finally, because the characteristics of the auditors vary in their perceived influence across both stages and within each decision stage, these variances suggest the auditor characteristics supplied are perceived to be heterogeneous. This perceived heterogeneity permits audit firms to differentiate their services offered and requires auditees to employ a two-stage auditor switching decision process.