Which one of these is NOT a duty of company directors?

The duty to have relevant qualifications.

The duty to exercise reasonable care, skill and diligence.

The duty not to accept gifts from third parties.

What is a "de facto" director?

Not officially one, but acts like one.

Offically one and acts like one.

Not officially one and does not act as one.

How many directors must there be in a private company?

It depends on the articles of association.

The case of Regal (Hastings) v Gulliver involved consideration of which directors duty?

The duty to avoid a conflict of interest.

Duty to promote the success of the company.

Duty not to accept gifts from third parties.

Under the Companies Act 2006 can the directors authorise a transaction where a director has a conflict of interest?

Yes, so long as the company is a private company?

Yes, so long as the company is not a dormant company.

A "Bushell v Faith" clause in the Articles can do what?

Reduce the number of directors.

Allow for the issue of additional shares.

Increase the number of directors.

Which of these are fiduciary duties of directors?

Excercise powers for the purpose for which they are conferred,

Not to accept benefits from third parties.

Which of the following is not a fiduciary duty of a director?

Duty to exercise reasonable care, skill and diligence.

Duty to avoid a conflict of interest with the company.

Duty not to accept a benefit on behalf of a third party.

When under ss177(5)&(6) is a director NOT required to declare their interest in a proposed transaction?

The interest cannot reasonably be regarded as likely to give rise to a conflict of interest or the other directors know about or ought to have known about the conflict of interest.

The other directors should reasonably have been aware of the transaction,

If the conflict arises because it concerns his service contract and his service contract has been or will be considered by the board of directors.

Which of the following is a possible consequence of a breach of duty by a director?

A board resolution of no confidence in the director.

Termination of their employment contract.

Disqualification as a director.

Directors and directors duties

Why and How Managers Plan Importance of planning The planing process Benefits of planning Planning and time management Types of PLans used by managers Long term and short term plans Strageic and tactical plans Operational plans Planning Tools and Techiqunes Forecasting Contrigency planning Scenario planning Benchmaking Use of staff planners Implementing Plans to Achive Results Goal setting Goal management Goal alignment Participation and involvement Planning Def: The process of setting objectives and determining how best to accomplish them Planning at Eaton Corporation “Making the hard decision before events force them upon you, an anticipating the future needs of the market before the demand asset itself Objectives and goals Identifity the specific results or desired outcomes that one intends to achieve Plan Def: A statement of action steps to be taken in order to accomplish the objectives (goals) Steps in the planning process: Define your objectives Determine where you stand vis-a-vis objectives Develpo premises reagrdsing future conditions Analyze alternatives and make a plan Implement the plan and evaluate results What are the benefits of planning Improves focus and flexibility Imporves action orteitation Imporves coordination and control Imporves time management Time Managment Personal time management tips Do say “no” to request that distract you form what you should be doing Dont get bogged down inn details that can be addressed later Do screen telephone calls, emails and meeting request Dont let drop in visitors, text messaging use up your time Do prioritize your important and urgent work Dont become calendar bound by letting other control your schedule Do follow priorities; do most important and urgent work first Some 77% of mangers in one survey said that digital age has increased th number of decisions they have to make 43% said there was less time available to make these decisions Types of plans used by Managers What is teh time horizon Long term vs Short term Long term Look three or more years into teh future Short term plans Typically cover one year or less However: the increasing environmental complexity and dynamism of recent years has severely tested the concept of “long-term” planning Plans are subject to frequent revisions Most executives would likely agree that these complexities adn uncertainties challenge how er actually go about planning and how far ahead we can really plan At the very least we can conclude that there is a lot less permanency to long term plans today and that tey are subject to frequent revision Managment reaeracher Eillot Jaques believes tha people vary in their capability to think with different time horizons Types of Plans used by Managers (3 of 5) Strategic plans Set broad, comprehensive and linger term action directions for teh entire organization or major division Vision Clarifies purpose of the organization and what it hopes to be on the future Typical plans Specify how the organizations resources are used to implement strategy Tactical plans in business often take the form of functional plans Functional plans Incidate how different component within the organiztion will help accompnlish the overall strategy Production plans Finacial plans Facilites Plans Logisitc plans Marketing plans Human Resource Plans Operation plans Describe short-term activities to implement strategic plans Policies: Are standing plans that communicate guidelines for decisions Ex: Policies on office romances: The media is quick to report when a top executive or public figures runs into trouble over an office affair. Are there ant policies on office romances? Employer polices on office raltioshiis vary. One survey find teh following: 24% prohibit relationships among employees in the same department 13% prohibit relationships among employees who have the smae supervisor 80% prohibit relationships between supervisors and subordinates 5% have no restrictions on office romances Procedures: Are rules that describe actions to be taken in specific situations Budgets: are single use plans that commit resources to projects or activities Zero based budgets: allocate resources as if each budget were brand new There is no guarantee that any past funding will be renwer. All propsales, old and new, must compete for available funds at teh start of each new budget cycle Forcasting Attempts to predict the future Qualitaive forecasting uses expert opinions Quantitative forecasting uses mathematical models and statiscal aanylsis of historical data dna surveys Contingency planning Identify alternative course of action to take when things go wrong Anticipate changing conditions Contain trigger points to indicate when to activate plan (or a specific course of action) Scenario planning A long term version of contingency planning Identifying alternative future scenarios Plans made for each future scenario Increases organizations flexibility and preparation for future shocks Benchmarking Use of external and internal comparisons to better evaluate current performance Adopting best practices: things people adn organization do that lead to superior performance Staff Planners Experts who assist in all steps of the planning process They help bring focus and expertise to a wide variety of planning tasks Important: Communication between staff planers landline managers is essential for teh success of teh planning process Goal Setting - Always set SMART goal The solution: Goal Aligment Between Team Leader and Team Member Jonintly plan: Set objectives, set standards, choose actions Individually acy: Perform tasks (member), provide support (leader) Jointly control: Review results, discuss implications, renew cycle x4 Collective effort and commitment Participatroy planning Includes in all planning steps that people who will be affected by the plans adn askedd to help implement them Unloacks motivational potential of goal setting Management by objective (MBO) promotes participation Participation increases understanding and acceptance of plan and commitment to success Participatory planning - Number of people involved in teh decision making process Amazon is intensely focused on what it does. It believes in creating tight single-threaded teams, also known as “2 pizza team.” Data and Decision Making What are some of the important competencies managers must have today? Delegate Marketing and technology Manager must have Technological competency Ability to understand new technologies and to use them to their best advantage Information competency Ability to locate, gather, organize and display information for decision-making and problem solving Analytical competency Ability to evaluate and analyze information to make actual decisions and solve real problems What is the difference between Data and Information Data Raw facts and observation Information Data made useful and meaningful for decision-making Important concepts Big data Exists in huge quantities and is difficult to process without sophisticated mathematical and analytical techniques Data production today Bernard Marr is an internationally best-selling author. He helps organizations improve their business performance, use data more intelligently Data mining The process of analyzing data to produce useful information for decision-makers Management Analytics The systematic evaluation and analysis of data to make informed decision Information drives management Bad Data Refers to information that can be erroneous, misleading, and without general formatting The challenge: Can er use the data that is available in the “Big Data” Needs to be valid Can not trust everything out there Being ethical Look at the trends Data is structured and unstructured Data BIg Data = Structured + Unstructured Information Drive Management decision making What are the characteristics of useful information Easy to access If its credible Accurate Characteristics of useful information: Timely High quality Complete Relevant Understandable What about bad data It's not credible Miss information If it is not structured/ organized Bias based on opinions Confusing If its updated Bad data Refers to information that can be erroneous miss What are some examples of Management information system Business intelligence -BI Information systems to extract and report data in organized ways that are useful to decision-makers Executive dashboards Visually update and display key performance metrics (or Key Performance Indicators -KPIs) and information on a real-time basis Information needs in organization External Environment Information exchanges with the external environment Gather intelligence information Provide public information Information needs within the organizations (internal Enviroement) Information exchange within the organization Facilitate decision making Facilitate problem-solving Managers as information processors Continually gather, share and receive information Now as much electronic as it is face-to-face Always on, always connected How many people telecommute at least once a week 70% of people globally work remotely at least once a week, Work at home after covid 19 our forecast Our best estimate it that 25-30% of the workforce will be working form home multiple days a week by the end of 2021 As of 2023, 12.7% of full time employees work from home, while 28.2% work a hybrid model Managers as problem solvers Problem-solving The process of identifying a discrepancy between actual and desired performance and taking action to resolve it Ishikawa Fishbone diagram To identify the cause of problems Decision A choice among possible alternative courses of action Performance threat Something is wrong or has the potential to go wrong Performance opportunity The situation offers the chance for a better future if the right steps are taken Problem-solving approaches or style - from textbook Problem avoiders Inactive in information gathering and solving problems Problem seekers Proactive in anticipation of problems and opportunities and taking appropriate action to gain an advantage Problem solvers Reactive in gathering information and solving problem Managers - can approach problems in a systematic or intuitive manner Systematic thinking approaches problem in rational, step-by-step and analytical fashion Intuitive thinking approaches problems in a flexible and spontaneous fashion Multidimensional thinking- applies both intuitive and systematic thinking Managers face structured and unstructured problems Structure problems Are ones that are familiar, straight forward, and clear with respect to information needs Program decisions apply solutions that are readily available from past experiences to solve structured problems Know how to solve them Familiar Know what we are dealing with Unstructured problems Are ones that are full of ambiguities and information deficiencies Nonprogrammed decisions apply a specific solution to meet the demands of a unique problem Commonly faced by higher-level management Crisis decision making A crisis involves an unexpected problem that can lead to disaster if not resolved quickly and appropriately Ruled for crisis management Figure out what is going on Remember that speed matters Remember that slow counts, too Respect the danger of the unfamiliar Value the skeptic Be ready to “fight fire with fire” Managers make decisions with various amounts of information Certain environment Offers complete information on possible action alternatives and their consequences Risk environment Lacks complete information but offers probabilities of the likely outcomes for possible action alternatives Uncertain environment Lacks so much information that it is difficult to assign probabilities to the likely outcomes of alternative Ex: Certain and uncertain environments: The worldwide Governance Indicators for over 200 countries, comparing distinct environments (Canada-Brazil) Step 1-Identify and define the problem Focuses on information gathering information processing and deliberation Decision objectives should be established What are some common mistakes in definding problems? Common mistakes in defining problems Defining the problem too broadly or too narrowly Focusing on symptoms instead of causes Choosing the wrong problem to deal with Step 2- Generate and Evaluate Alternative Courses of Action Potential solutions are formulated and more information is gathered, data are analyzed, the advantages and disadvantages of alternative solutions are identified Common mistakes: Abandoning the search for alternatives too quickly Step 3- Decide on a preferred course of Action Two different approaches Behavioural model leads to satisficing decisions Classical model les to optimising decisions Behavioural Model Rationality is bounded because: There are limits our thinks capacity Available information (incomplete) Time constraints Step 4-Implement the decision Involves taking action to make sure the solution decided upon becomes a reality Managers need to have the willingness and ability to implement action plans Problems: Lack of participation error should be avoided Step 5 - Evaluate Results Involves comparing actual and desired results The positive and negative consequences of the chosen course of action should be examined If actual results fall short desire results, the manager returns to earlier steps in the decision-making process At all steps, check ethical reasoning Ask these spotlight questions Utility Does teh decision satisfy all constituents or stakeholders Rights Does the description respect the rights and duties of everyone? Justice Is the decision consistent with the canons of justice Caring Is the decision consistent with my responsibilities to care? Issues in decision-making How do errors happen? Heuristics: are strategies for simplifying decision-making Availability Bias: Bases a decision on recent information or events Representativeness bias: Bases a decision on similarity to other situations Anchoring and Adjustment Bias: Bases a decision on incremental adjustment from a prior decision point Framing error: Tring to solve a problem in the context perceived, positive or negative Confirmation Error: Focusing on information that confirms a decision already made Escalating commitment: Continuing a course of action even though it is not working Creative Decision making Creativity is the generation of a novel idea or unique approach that solves a problem or crafts an opportunity Big C: Creativity occurs when extraordinary things are done by exceptional people Little C: Creativity occurs when average people come up with unique ways to deal with daily events and situations The three types of situational creativity drivers Chapter review What are objectives and goals? The specific results or desired outcomes What are the 5 characteristics of great (SMART) goals? Forecasting - Attempts Qualitative forecasting uses options Quantitative forecasting uses mathematical models and statistical analysis of historical data and surveys Scenarios-Oracle’s crystal ball combines qualitative and quantitative methods

Directors repsonsbility,business organisation, givernanace and CSR

Auteur Theory is a way of looking at films that state that the director is the “author” of a film. A film is a reflection of the director’s artistic vision; so, a movie directed by a given filmmaker will have recognizable, recurring themes and visual queues that inform the audience who the director is (think a Hitchcock or Tarantino film) and shows a consistent artistic identity throughout that director’s filmography. The 3 Components of Auteur Theory Andrew Sarris, film critic for The New York Times, expanded on Truffaut’s writing and set out a more comprehensive definition for auteurs according to three main criteria: technical competence, distinguishable personality, and interior meaning. 1. Technical competence: Auteurs must be at the top of their craft in terms of technical filmmaking abilities. Auteurs always have a hand in multiple components of filmmaking and should be operating at a high level across the board. 2. Distinguishable personality: What separates auteurs from other technically gifted directors is their unmistakable personality and style. When looking at an auteur’s collected works, you can generally see shared filming techniques and consistent themes being explored. One of the primary tenets of auteur theory is that auteurs make movies that are unmistakably theirs. This is in sharp contrast with the standard studio directors of the era who were simply translating script to screen with little interrogation of the source material or editorial input. 3. Interior meaning: Auteurs make films that have layers of meaning and have more to say about the human condition. Films made by auteurs go beyond the pure entertainment-oriented spectacles produced by large studios, to instead reveal the filmmakers unique perspectives and ruminations on life. https://www.masterclass.com/articles/film-101-what-is-an-auteur#3ClNjwO6Gkgjd8ix2Cm5qI Who is the author of a TV program? It seems like it ought to be an easy question to answer, but it is not. There are, of course, scriptwriters, who are the literal authors of episodes in the sense of generating words that an actor eventually speaks, but in a soap opera or a sitcom there may be a dozen or more scriptwriters working on dialogue as the months go by. Is any one of them truly responsible for the overall tenor of the show, or are they just following rigid guidelines set down by other scriptwriters ahead of them? And the script is just the blueprint of an episode anyway. Actors, production designers, directors, videographers, editors, and on and on, are all necessary to construct an episode from that blueprint. Should we call one of them the author? And, at a more basic level, should we even bother looking for authors in television? Do viewers need to know who created a program in order to enjoy it? What does it add to our appreciation or understanding of television if we assign authorship of a program to an individual? In the closely related medium of the cinema, questions such as these have been answered by the auteur theory, which stems from the French word for “author,” auteur. Its basic precept is that a single individual is, and should be, the “author” of a work in order for it to be a good, artistically valuable work. A book, poem, film, or television show should express this individual’s personality, his “vision” (the masculine pronoun is significant; auteurist studies almost all focus on men). This notion stems from the nineteenth-century Romantic image of the author as a figure who sits alone in a dingy room, scratching out angst-ridden poems with a quill pen. The tormented, misunderstood author or artist is a cherished character type that can be traced back to the poet Lord Byron (1788–1824) and observed in numerous portrayals of demented painters, musicians, and writers in television programs and other media. Consider this: Have you ever seen or read a story about a creative person who wasn’t somehow strange or crazy? The auteur theory originated in French film criticism of the 1950s, where it was initially theorized that auteurs could be drawn from the ranks of producers, directors, scriptwriters, actors, and other filmmaking personnel.1 However, the vast bulk of auteurist film criticism has been about directors: Alfred Hitchcock, John Ford, and Quentin Tarantino, among many others.

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