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The central objective of this interdisciplinary thesis is to articulate a theoretical, doctrinal and political justification for the reintroduction of corporate charter revocation as a remedy to enhance the accountability of corporations in modern society. Corporations were originally conceived of as public institutions granted charters to carry out specific activities in the interests of society. Where a corporation acted outside of its charter, the corporation's charter could be revoked. Over the past 150 years, corporate lawyers have silently amended corporate laws to provide corporations with rights, powers and privileges that exceed those of individuals. Internal institutional regulation through corporate charters has been replaced by external oversight through administrative regulatory mechanisms. Where incorporation was once considered a privilege, today it is a right. Despite these developments, this thesis argues that theory and doctrine still support the paramountcy of the public over the private, and the legal remedies of corporate charter revocation. The thesis contains six chapters including introduction and conclusion. Chapter one introduces the legal principle of corporate charter revocation and demonstrates why such a remedy is necessary in the context of modern corporate law. Chapter two considers the four accepted theories of the corporate structure and asserts that a revised "neo-concessionist" approach continues to inform our understanding of the corporation/state relationship. Chapter three reinforces this theoretical analysis through an historical and doctrinal account of the prerogative remedies of scire facias and quo warranto and the development of statutory charter revocation provisions. Chapter four focuses on the place of the state, specifically the Attorney General, in initiating revocation proceedings and some of the political barriers to reinstating the remedy. Through the exploration of these barriers and consideration of several recent American case studies, an effort is made to develop a strategy for the successful implementation of corporate charter revocation. The paper concludes with some thoughts about various outstanding barriers to the successful utilization of the remedy, the nature and application of corporate charter revocation generally, and calls for a continuation of a broader debate about the place of the corporation in modern society.

No abstract available. / Thesis (MBA)-University of Natal, 2003.

The major aim of the study is to establish· whether a relationship exists between the composition and effectiveness of the board of directors. Selection, particularly selection procedures became relevant in the study, whether there were different selection procedures for board of directors in South Africa. Developing common selection guidelines and board composition profile is an important element of this study. A case study research method was used to collect data. The sample was drawn from KwaZulu-Natal based companies including 25 directors of companies not necessarily members of the companies in our sample. The sample parameters included a listed conglomerate, municipal funded, unlisted private, black economic empowerment and parastal companies. The conclusion is that, composition does impact on the effectiveness of the board of directors. Secondly, boards of directors have different composition profiles. Furthermore, their selection procedures differ to an extent. These differences are driven by the needs of the organization rather than sectoral location. However, sectoral imperatives do have an influence, which cannot be completely excluded. Whilst, the study found that there were certain uniform requirements to be met by all companies in terms of corporate governance, there were certain instances where the universality of guidelines and/or models and/or perspectives were suspect due to a number of factors. Accordingly. recommendations and/or guidelines are outlined to improve effectiveness of the board of directors. These entail amongst other issues: ~ Board Structure and size ~ Board Composition ~ Board Selection ~ Board Induction ~ The Chairman's Role ~ The Roles of Chief Executive Officers ~ The Role of Executive Directors ~ The Role of Non-Executive Directors ~ The Executive Director ~ Board Committees ~ Gender Equality and Diversity ~ Compensation of the Board ~ Board Appraisal / Evaluation ~ Shareholder Activism Enforcement takes precedence over voluntary compliance to corporate governance in the guidelines recommended in this study. / Thesis (MBA)-University of Natal, Durban, 2002.

The topic of mergers and acquisitions, and their ability to create shareholder value, is one that continues to raise a fair amount of debate. Many studies have been carried out, both locally and abroad. They have attempted to analyse the wealth effects of mergers and acquisitions on both the shareholders of the acquiring and acquired firms. In some instances the findings have been fairly consistent across companies on the various stock exchanges, while other have produced controversial results. Generally the findings regarding the acquired firms have been consistent, across most studies, but the results regarding the acquiring firms has been less straightforward. This paper discusses the various types of mergers and acquisitions that a company may undertake, as well as the possible rationale for undertaking such investments. Some of the more recent and well-known studies that have been undertaken are then discussed, and an attempt is made to find a common thread amongst all the various studies. Further factors which "research has found to have an impact on the success or failure of mergers and acquisitions are then discussed, with the purpose of trying to identify the key reasons for merger failure, and hence the failure to create shareholder value for the acquiring firm. In other words, what are the traits or key factors that lead to successful mergers and acquisitions, ones that do not destroy shareholder value? Finally, the area of divestitures is discussed, because it is often believed that they are a key admission of the failure of past merger activity. Trends in merger and divestiture activity are also examined. Finally, a conclusion is drawn from the various studies and readings that have been done. The basis of this paper is primarily a secondary literature review. Two case studies are then undertaken; one which focus's on acquisitions by an IT Company which fail to create shareholder value, and the second examines an unrelated acquisition and subsequent divestiture by a listed company in the transport sector. A significant limitation that was encountered in doing research on the topic was the lack of availability of recent studies undertaken. The majority of the work done on this subject was researched during the 1960's to 1980's. With the only significant South African study being conducted by Aftleck-Graves et al in 1988. Although recent articles and commentary on the subject have been written in the late 1990's, I was unable to find any recent studies. The majority of research undertaken has also been done in the American and European markets, with as mentioned, only one or two studies being conducted on the JSE. / Thesis (MBA)-University of Natal, Durban, 2001.

Merger review has gained in importance in both Canada and the European Union since the enactment of the Competition Act in 1986 and the Merger Regulation in 1989 respectively. The increase in international trade and the globalization of the world economy have forced both jurisdictions to reform the relevant provisions of their Competition law as concerns mergers in order to keep pace with these rapid changes. / The thesis offers a thorough description of the current merger review laws in both systems, and the proposed amendments under consideration in Canada and the EU. In the last chapter, the author compares both procedures and comes to the conclusion that, notwithstanding certain differences in objectives and perception, merger regulation in both systems seems to flow along the same lines. Canada does, however, hold a (lonely) special position as far as the 'efficiency defence' is concerned.

The study aims to explore the critical issues facing practitioners in post-merger integration (PMI) involving Western and Chinese pharmaceutical companies and to address the strategic management aspects that should be addressed to ensure merger success and synergy realization. By drawing on specific issues, actions/solutions, and outcomes in the post-merger integration of operational/ functional areas, new understanding on strategic management decisions and actions in pre-deal diligence and post-merger integrating process can be generated to explain merger success or failure. The objective of this research is, therefore, to provide more in-depth and substantive propositions to practitioners in Chinese pharmaceutical mergers and acquisitions to achieve successful post-merger integration. / The study has demonstrated the application of the integrative model, based on the mergers and acquisitions (M&A) integration framework of Larsson and Finkelstein (1999) and other theorists on the Chinese context, to various degrees of success. It has been shown that there are problems involved with applying Western integration models to Chinese companies, due to some Chinese management practices and the influence of the state during the state-owned-enterprise-reform process. As shown by the case studies of this research, the post-merger integration process and merger success in terms of synergy realization and shareholder value creation are closely related. Chinese company leadership with more M&A expertise from prior learning experience, as well as its good relationship (guanxi) with the state, is of great importance in securing good M&A deals and positive outcomes from integration with the former state-owned enterprises (SOEs). / It is hoped that the study has provided a framework for understanding why certain mergers and acquisitions fail in China and how that can be improved. In essence, this research has made a contribution to knowledge about the theory and practice of M&A in the China context as its findings were based on the input of ten top pharmaceutical executives and their senior staff. Due to the sharp increase in mergers and acquisitions in China, the study will help to shed light for future studies that will benefit academics and practitioners alike. Moreover, the study has also demonstrated good opportunities for conducting case study research through interviews in Chinese companies today. / Thesis (DBA(DoctorateofBusinessAdministration))--University of South Australia, 2005

Thesis (DBA(DoctorateofBusinessAdministration))--University of South Australia, 2003.

The study aims to explore the critical issues facing practitioners in post-merger integration (PMI) involving Western and Chinese pharmaceutical companies and to address the strategic management aspects that should be addressed to ensure merger success and synergy realization. By drawing on specific issues, actions/solutions, and outcomes in the post-merger integration of operational/ functional areas, new understanding on strategic management decisions and actions in pre-deal diligence and post-merger integrating process can be generated to explain merger success or failure. The objective of this research is, therefore, to provide more in-depth and substantive propositions to practitioners in Chinese pharmaceutical mergers and acquisitions to achieve successful post-merger integration. / The study has demonstrated the application of the integrative model, based on the mergers and acquisitions (M&A) integration framework of Larsson and Finkelstein (1999) and other theorists on the Chinese context, to various degrees of success. It has been shown that there are problems involved with applying Western integration models to Chinese companies, due to some Chinese management practices and the influence of the state during the state-owned-enterprise-reform process. As shown by the case studies of this research, the post-merger integration process and merger success in terms of synergy realization and shareholder value creation are closely related. Chinese company leadership with more M&A expertise from prior learning experience, as well as its good relationship (guanxi) with the state, is of great importance in securing good M&A deals and positive outcomes from integration with the former state-owned enterprises (SOEs). / It is hoped that the study has provided a framework for understanding why certain mergers and acquisitions fail in China and how that can be improved. In essence, this research has made a contribution to knowledge about the theory and practice of M&A in the China context as its findings were based on the input of ten top pharmaceutical executives and their senior staff. Due to the sharp increase in mergers and acquisitions in China, the study will help to shed light for future studies that will benefit academics and practitioners alike. Moreover, the study has also demonstrated good opportunities for conducting case study research through interviews in Chinese companies today. / Thesis (DBA(DoctorateofBusinessAdministration))--University of South Australia, 2005

The study aims to explore the critical issues facing practitioners in post-merger integration (PMI) involving Western and Chinese pharmaceutical companies and to address the strategic management aspects that should be addressed to ensure merger success and synergy realization. By drawing on specific issues, actions/solutions, and outcomes in the post-merger integration of operational/ functional areas, new understanding on strategic management decisions and actions in pre-deal diligence and post-merger integrating process can be generated to explain merger success or failure. The objective of this research is, therefore, to provide more in-depth and substantive propositions to practitioners in Chinese pharmaceutical mergers and acquisitions to achieve successful post-merger integration. / The study has demonstrated the application of the integrative model, based on the mergers and acquisitions (M&A) integration framework of Larsson and Finkelstein (1999) and other theorists on the Chinese context, to various degrees of success. It has been shown that there are problems involved with applying Western integration models to Chinese companies, due to some Chinese management practices and the influence of the state during the state-owned-enterprise-reform process. As shown by the case studies of this research, the post-merger integration process and merger success in terms of synergy realization and shareholder value creation are closely related. Chinese company leadership with more M&A expertise from prior learning experience, as well as its good relationship (guanxi) with the state, is of great importance in securing good M&A deals and positive outcomes from integration with the former state-owned enterprises (SOEs). / It is hoped that the study has provided a framework for understanding why certain mergers and acquisitions fail in China and how that can be improved. In essence, this research has made a contribution to knowledge about the theory and practice of M&A in the China context as its findings were based on the input of ten top pharmaceutical executives and their senior staff. Due to the sharp increase in mergers and acquisitions in China, the study will help to shed light for future studies that will benefit academics and practitioners alike. Moreover, the study has also demonstrated good opportunities for conducting case study research through interviews in Chinese companies today. / Thesis (DBA(DoctorateofBusinessAdministration))--University of South Australia, 2005