Este trabalho tem como proposta analisar a regra prevista no art. 147, § 3º, da Lei das S.A., e compreender a efetiva extensão do interlocking board e seus impactos para a vida das companhias brasileiras. Com base na análise dos motivos que levaram à inclusão desse dispositivo, propõe-se uma nova abordagem interpretativa. Afasta-se uma concepção abrangente da hipótese de conflito de interesses contemplada no inciso II ou a interpretação autônoma da atuação em sociedade considerada concorrente, independentemente da existência de conflito de interesses. A proposta interpretativa, nesse sentido, aponta para a complementaridade dos dispositivos, de forma que ocorra o impedimento quando o conselheiro atuar em sociedade concorrente e, em decorrência disso, tiver interesse conflitante com o da companhia. Propõe, da mesma forma, um novo enfoque para o estudo das situações de conflito de interesses entre os administradores e a companhia, sugerindo uma desvinculação das conclusões obtidas com a análise do conflito de interesses do acionista (art. 115, § 1º) para aceitar a possibilidade de uma análise a priori do conflito de interesses entre o administrador e a companhia, ainda que identificável por critérios substanciais. / This work intends to study the Article 147, Paragraph 3, of the Brazilian Corporate Law (Law 6.404/76), and understand the actual extension of interlocking board and their impacts on the Brazilian companies. Based on the study of the reasons that led to the inclusion of this Article during Brazilian Corporate Law changes during the year of 2001, we propose a new interpretative approach. Disregarding a wide view of the conception of conflict of interest, under Article 147, Paragraph 3, Item II, and the autonomously conception of interlocking board, under Item I, regardless the existence of any related conflict of interests, we propose a complementary view of items I and II, so that the disqualification of the board of directors applicant occurs when he/she holds of a position in a competing company and, as a result, have conflicting interests with the company. We also propose a new approach to the study of conflict of interests between managers and the company, suggesting a disconnection of the conclusions from the analysis of conflict of interests between shareholders and the company (Article 115, Paragraph 1) to accept the possibility of a prior analysis of the conflict of interests between managers and the company, even with the use of a substantial criteria.

Magister Legum - LLM / Zimbabwe is regarded as one of the most corrupt countries on the African continent. The absence of an assets declaration regime in Zimbabwe has made it difficult to hold accountable public officers implicated in corruption and found in possession of unexplained assets. Corruption by public officers is hard to detect and prove, especially when there are no measures to ensure official acknowledgement of their assets. This paper confronts an important gap in the anti-corruption laws of Zimbabwe. It examines the importance of assets declarations as a tool to fight corruption by public officers in Zimbabwe. In doing so, it will deal also with the main elements of an assets declaration regime for Zimbabwe. Finally, the research provides recommendations on how Zimbabwe can establish an effective assets declaration system to ensure transparency, accountability and openness in the public sector. / German Academic Exchange Service (DAAD)

Orientadora: Thais Regina Pavez / Resumo: A feira livre de domingo na cidade de Marília foi deslocada de lugar por interferência da igreja Universal do Reino de Deus e com a mediação do poder público. Ao pesquisar os elementos que construíram esse acontecimento foi possível realizar questionamentos sobre os espaços na cidade de Marília. Baseando-se na lógica de segregação dos "enclaves fortificados", identificamos a localização da feira livre e da igreja Universal no debate sobre a inclusão e a exclusão urbana. Esse acontecimento se revelou pertinente para pensarmos a dinâmica urbana na medida em que ele expressa, de certa forma, como o capital se apropria dos espaços da cidade e como os moldam aos seus interesses. Portanto para entendermos como as relações sociais são construídas nos enclaves e nos espaços abertos foram identificados espaços que os frequentadores da feira livre possuem contato cotidiano. Ao apreendermos a dinâmica desses espaços foi possível a elaboração de duas categorias, os espaços espontâneos e os espaços estéreis, que funcionam a partir de pressupostos distintos e que influenciam as reações sociais dos sujeitos que os frequentam. Desta forma, o estudo dos espaços da cidade contribuiu para compreendermos o sentido da relação entre a feira livre e a igreja Universal e como e porque a feira livre foi mudada de lugar sem resistências. Para desenvolvermos esta pesquisa foi-se apropriado de técnicas de pesquisa como, por exemplo, a pesquisa bibliográfica, documental e a etnografia concomitante à apre... (Resumo completo, clicar acesso eletrônico abaixo) / Abstract: Sunday's free fair in the city of Marilia was displaced by interference from the Universal Church of the Kingdom of God and with the mediation of public power. By researching the elements that built this event it was possible to ask questions about the spaces in the city of Marília. Based on the segregation logic of the "fortified enclaves", we identified the localization of the free fair and the Universal Church in the debate on urban inclusion and exclusion. This event proved pertinent to think about urban dynamics as it expresses, in a way, how capital appropriates the spaces of the city and how they shape them to their interests. Therefore, in order to understand how social relations are built in enclaves and in open spaces, the research identified spaces that frequenters of free fair have daily contact with. By apprehending the dynamics of these spaces, it was possible to elaborate two categories: the spontaneous spaces and the sterile spaces, which function from different assumptions and that influence the social reactions of the subjects who frequent them. Thus, the study of the city's spaces contributed to understand the meaning of the relationship between the free fair and the Universal Church and how and why the free fair was moved without resistance. To develop this research it was appropriate to research techniques such as bibliographic, documentary research and ethnography concomitant to photographic apprehension of the studied spaces. Finally, the data were anal... (Complete abstract click electronic access below) / Mestre

This dissertation examines selected relationships between issue-specific and overall perceptions of conflict and cooperation within a distribution channel setting. The issue of cooperative bias in channel relations, and the dichotomy of issue-specific and overall perceptions are tested. Hypotheses stemming from exchange theory, as applicable to the channel context, are offered on the effects of incongruities, salience, and antagonism on dissatisfaction, conflict, and cooperation. The research was conducted in two phases. The pretest was used to develop the experimental procedures for parasimulation, to assess the reliability and unidimensionality of the measurement models, and to test the manipulation of the independent variables. Subsequently, the main experiments were conducted. Both phases employed two research designs. Research design one, a 2x2 factorial, examined the effects of two levels each (high and low) of negative incongruity and salience. In research design two, a 2x2x2 nested facto- rial, positive incongruity (high and low) and antagonism (present or absent) were additional independent variables. Multiple indicators were used to measure the dependent variables of issue-specific dissatisfaction, conflict, and cooperation, and overall conflict and cooperation. Dependent measures were obtained using content-analysis, magnitude estimates, and rating scales. Reliability was assessed using Cronbach's alpha (rating scales), composite interjudge coefficient (content data), and regression exponent (magnitude scales). Unidimensionality of measurement models was also assessed. Inferential statistical techniques of MANOVA, ANOVA, and t-tests were used to test the hypotheses. Including the pretest, altogether five different samples were used. The findings were quantitatively integrated to summarize the results across the different samples and methods, and were statistically homogeneous. In general, a majority of hypothesized relationships were supported by the data. Issue-specific and overall perceptions of conflict and cooperation were found to be distinct constructs, and the hypothesis of cooperative bias was supported. Incongruities succeeded in explaining the emergence of dissatisfaction, conflict, and cooperation. However, salience and antagonism had directionally correct but weaker explanatory power. Results are discussed with respect to major findings and their theoretical and methodological contributions to the channel research domain. The dissertation concludes with a discussion of the limitations of the study and directions for future research. / Ph. D.

Mémoire numérisé par la Direction des bibliothèques de l'Université de Montréal.

OF DIPLOMA THESIS An impact of incapacitation of a limited company upon legal theory and practice Author: Josef Kříž Supervisor: JUDr. Petr Čech, LL.M, Ph.D. Department: Department of Commercial Law The main purpose of my thesis was to analyse the significant change in the concept of limited company, i.e. old-new concept of the members of statutory body as agents of the company. However, I conceived a thesis more generally as analysis of the question of whether the New Civil Code and the Business Corporations Act incapacitated limited company or not. The thesis is divided into five main chapters, including an introduction and a conclusion. In the second chapter I try to reconstruct legal thinking of First Czechoslovak Republic on this issue, because its reference by the New Civil Code. Although views on the status of a statutory body of legal persons and the legal capacity of a legal person were different, I came to the conclusion that there was more or less consensus that members of statutory body are agents of legal persons. Regarding the legal capacity of a legal person, then it can be concluded that the doctrine of the First Czechoslovak Republic concluded either that the legal person is a person incompetent, or that the legal capacity is not by definition characteristic of legal person. In the...

O objeto do estudo diz respeito a como demandas individuais podem resultar em demandas coletivas. Interesses são relações entre necessidades e os bens capazes de satisfazê-las. Nesse sentido, interesses podem ser entendidos como uma demanda por um bem. Interesses coletivos se relacionam a bens capazes de satisfazer necessidades de uma coletividade. O conflito de interesses ocorre nos casos em que o atendimento a um interesse importa a denegação de outro. O Direito pode ser visto como um instrumento ético de resolução de conflito de interesses. O processo civil tradicionalmente foi concebido para a resolução de conflitos individuais. Com o reconhecimento dos interesses coletivos pelo Direito, novas técnicas processuais foram desenvolvidas para permitir a resolução de conflitos coletivos. Apesar disso, o número de demandas individuais relacionadas com questões coletivas cresce exponencialmente, causando o congestionamento de processos nos tribunais e a denegação de justiça. Questões estruturais, culturais e legais são fatores que levam a esse problema. Novas técnicas deveriam ser implementadas para a conversão de demandas individuais em demandas coletivas nos casos em que o seu objeto seja incindível e pertinente a uma coletividade. / The scope of the study pertains to how individual claims may result in collective (aggregated) claims. Interests are relationships between needs and the goods that can fulfill them. In this sense, interests can be conceived as a claim for a good. Collective interests relate to goods that are able to satisfy needs of a group of people. A conflict of interests takes place when the accomplishment of one precludes the other. The Law may be conceived as an ethical tool to the resolution of conflict of interests. Traditional litigation schemes were designed for the resolution of individual conflicts. With the recognition of collective rights by the Law, new civil procedure techniques were developed to allow resolution of collective conflicts. Despite that, the number of individual claims related to collective issues grows exponentially, causing a backlog of cases and the denial of justice. Structural, cultural and legal issues are factors leading to this problem. New techniques should be designed to convert individual claims into collective claims in cases where their object is indivisible and pertains to a group.

Conflict of interest allegations became a prominent part of the political and public sector in the 1980s and 1990s in Australia and elsewhere. The arena of policing was not immune, and in Victoria, the Ombudsman drew particular attention to the problem and expressed concern about the rise in public complaints relating to alleged conflicts of interest on the part of police officers. Against this background, permission was granted by Victoria Police for a major study of conflict of interest complaints against police officers within their jurisdiction. Access was granted to all public complaint case files where conflict of interest was the focus of the allegations, from the period 1988???1998. A total of 377 usable complaints files were examined, involving 539 police officers. Through extensive examination and analysis of these complaint case files, a comprehensive map of the particular kinds of interest involved, the nature of the conflicts with official police duties, and the particular contexts within which conflicts of interest emerged, was developed. Analysis of the case files identified 25 different types of problems related to conflict of interest. These were spread across the private and public realms of police officers??? involvements. Previous studies of conflict of interest have focused largely on the opportunities for misconduct arising in the public realm of police work and police duty, largely neglecting attention to the private realm of the relationships and involvements of a police officer that give rise to conflicts of interest. In this study, the specific private interests that gave rise to problems were able to be identified in 35 percent of all cases. Three broad problem areas were identified: (i) outside employment, private business interests, political, social, and sporting interests and involvements; (ii) family-based involvements, especially those involving family law problems; and (iii) problematic personal relationships, including relationships with criminals, informers, and persons of ill repute. These conflicts of interest were related to a range of breaches of official police duty, including the misuse of police authority for personal or family benefit, the use of police position to facilitate personal relationships, and inappropriate disclosure of confidential police information. When the conflict of interest identified related specifically to a police officer???s official or public role as a member of the police force, the main types of misconduct identified included three broad areas: (i) the use and abuse of police powers and authority; (ii) the use and abuse of police resources, including information; and (iii) the receipt of gratuities and breaches of the law. These problems were shown to play out in a range of ways, encompassing such behaviours as misuse of the police identity, inappropriate accessing of police information, involvement in investigations where the police officer concerned has a personal interest in the matter, failing to take appropriate police action against friends, family, or associates, the exercise of improper influence in civil matters, and engagement in harassment and discrimination. This study offers some important conceptual developments in relation to the notion of conflict of interest, focusing on the importance of the distinction between a conflict of interest and an associated breach of duty. The study noted that it is often erroneously assumed by police that if there is no breach of duty evidenced, then there is no problem of conflict of interest. The study also offers an important insight into the oversight and accountability processes involved in Victoria Police, emphasising the importance and effectiveness of the oversight role of the office of the Victorian Ombudsman. Evidence also suggests that the internal review processes within Victoria Police are by-and-large stringent, and that senior police management are genuinely interested in making police officers more accountable for their actions. However, it is concluded that both front-line operational police officer and police management often have a limited understanding of conflict of interest, and problems attendant to conflicts of interest. The study???s insights into the problem of conflict of interest are significant insofar as this problem is related to police misconduct???ranging from minor to serious???of various kinds. Attention to the problem of conflict of interest may be an important element in preventing ???upstream??? police misconduct and corruption.

<p>Background: Many different parties in the society are affected by the financial information delivered by the companies. Therefore, different interests want their ideas to have an impact on the accountning standards. The construction of the accounting standards are illustrated as a pure political process, where lobbying and conflicts of interest are determining factors. </p><p>Purpose: The purpose is to understand the underlying interests behind regulation of financial accounting in Sweden and how these interests are manifestated in the establishment of accounting standards. </p><p>Method: The thesis is designed as a casestudy of the regulation process which induced the legislation of the Årsredovisningslagen 6 kap 1 § 3st. The case process has been analysed through interviews and document studies from the arise of the intention of regulation of different interest parties, until the accounting law was established. </p><p>Results: Lobbying and interest of conflicts exists in accounting regulation processes. Depending on the subject of reglulation, different parties feel their interests beeing challenged. The intensity in the conflict of interest and the incentive to lobby depends on the “matter” of the regulation. The process are governed in the constitution of the private individuals of the deciding regulation body.</p>

Background: Many different parties in the society are affected by the financial information delivered by the companies. Therefore, different interests want their ideas to have an impact on the accountning standards. The construction of the accounting standards are illustrated as a pure political process, where lobbying and conflicts of interest are determining factors. Purpose: The purpose is to understand the underlying interests behind regulation of financial accounting in Sweden and how these interests are manifestated in the establishment of accounting standards. Method: The thesis is designed as a casestudy of the regulation process which induced the legislation of the Årsredovisningslagen 6 kap 1 § 3st. The case process has been analysed through interviews and document studies from the arise of the intention of regulation of different interest parties, until the accounting law was established. Results: Lobbying and interest of conflicts exists in accounting regulation processes. Depending on the subject of reglulation, different parties feel their interests beeing challenged. The intensity in the conflict of interest and the incentive to lobby depends on the “matter” of the regulation. The process are governed in the constitution of the private individuals of the deciding regulation body.