Batch Reactor Is Widely Used In The Chemical Mechanics Essay

Batch Reactor Is Widely Used In The Chemical Mechanics Essay A batch reactor is widely used in the chemical and process industry to perform several operations such as providing an environment of chemical reactions, crystallization, product mixing, dissolution of solids, polymerization, liquid to liquid extraction as well as batch distillation. The equipment comprises of tank that has an integrated heating and cooling system as well as an agitator. The main advantages of using a batch unit is it ability to perform various function without the need to change or break containment. Toxic and highly potent compounds can be processed in the batch unit. Part one Question 1 a) Explain why you would regard this batch chemical reactor as a plant unit. According to the definition of a chemical plant, a plant is comprised of several units that are interconnected by piping. Materials move in and out of these units. These materials or raw materials are converted into different products. In this example, the batch reactor is a separate unit of the plant which processes the raw materials introduced before feeding them to the centrifuge system. This batch reactor is also the principle chemical converter in this plant. b) Explain your reasons for concluding that this unit is critical for production This unit is critical for the production in this process because It prepares and processes the raw materials by heating them to the prescribed temperature and also providing the required pressure for the process. It ensures full utilization of the centrifuge unit; this is because it produces more than the centrifuge can process. the batch unit produces 18 (te) of product The batch unit is the principle raw material processor in this process, it receives raw materials, process them to complete products, thereafter, these materials are sorted out by the centrifuge. There is no other unit for processing materials in this plant unit. The batch unit temporary stores the materials before they are feed to the centrifuge system. b) Extract any user requirements for this designated unit from the plant description. Are there any production ‘windows? The main user information is; The vessel consist of a jacketed agitated glass lined vessel, heated to a certain temperature and pressure and consist of a thermocouple, a temperature alarm and has a safety relief valve The equipment list is also provided to the plant engineer with information about the different components installed on the plant. The drawing of the batch unit also shows the plant engineer the layout of the different components in the reactor. Jacket safety valve, temperature pocket, temperature controller, steam trap, agitator and the pipe work. The batch reactor process is also described so that the user or the operator can clearly understand how the processes are carried out, for example â€Å"the batch unit starts when 18 (te) of raw materials are introduced to the reactor†, the content are heated through to a preset temperature/ time profile that takes 10 hours† the products are then feed to the centrifuge system. This explanation helps the user or the plant operator understand its operation. d) Extract any corporate requirements for this unit from the plant description Some of the corporate requirements for this unit obtained from the text are: The equipment is shutdown for 16 hours during the 40th week of each year. The production of the batch reactor is also indicated, that is â€Å"the manufacturing unit makes 13,000 te of bulk pharmaceutical product within a given year† The information provided for the batch reactor jacket is also vital to the corporate use. This information is â€Å"the jacket is a registered steam receiver and also has a safety relief valve† The company guidelines state that reactors should be maintained to archive 25 years and gear boxes should be maintained to give 15 years life. e) Extract any legislative requirements for this unit from the plant description. The legal requirements include; The procedure for controlling maintenance activities must conform to the environment standard ISO14000. The manufacturing process must be licensed by FDA and the British pharmaceutical product. The manufacturing activities must comply with GMP (good manufacturing practice) and the process must be to the quality standard ISO 9002. f) Table 1 shows the existing life plan for this unit. Comment on whether you think that some of the tasks designated for the scheduled shutdown could be completed during production windows or when the plant is on-line. Could any of the tasks designated for completion during production windows be completed on-line? From the company maintenance guidelines, it can be seen that the company stipulates a 16 hour shutdown for the batch reactor during it 40th week of operation each year. Various test and maintenance activities are carried out to ensure that the batch reactor archives 25 years life and the gear boxes give a 15 year working life. In addition to the maintenance activities, the industry should be kept clean and painted to ensure that it passes the pharmaceutical inspectors test and prevent unnecessary shutdown. The maintenance activities should however be scheduled in such a manner that they dont interfere or affect the operation of the plant thereby maximizing the profits obtained from the production line. This calls for the scheduling of light maintenance operation to be done when the plant is still operating. Based on this classification, three maintenance operation are carried out for this batch reactor these are On line: these are maintenance activities that run concurrent with the production line. The maintenance activities are performed when the machine is still in use. Proper scheduling must be done to ensure that these activities are well planned for. The online and offline maintenance windows should also not coincide. Offline maintenance: These are maintenance activities that are performed when batch reactor is switched off or some interruption has to occur the machine is shut off and a part in the system is removed or repaired. Back up systems are used. Maintenance window:   this is a user defined period of time in which automatic maintenance activities are carried out. During the maintenance window, the need for maintenance activity is first evaluated, and if the system does not meet the required parameters a maintenance activity is carried out. If the required conditions are met the maintenance activity is not carried out (IBM, 2009). The activity for this batch reactor can be scheduled as follows Activity Comments CV1, replacing trim Currently the machine is shutdown before this maintenance activity is performed, based on the time taken to perform this activity and the frequency, it is best that it is done during the production window. Agitator gearbox Checking the oil Checking the oil seals for leaks   Visual check These activities are performed when the reactor is running, due to their frequency and time required these activities they can be done when the machine is still running(online) Agitator coupling Can be done when the production is progressing (online) as the process takes a short time and is performed often. SV1, pressure test and inspection This is a rigorous activity and can only be performed when the reactor is shutoff. Agitator visual check Does not require to be performed during shut off, it can be done as the machine operates (online) and can also be scheduled during the production window. It can also be performed when the agitator coupling is being checked Internal inspection Pressure test Should be done when the equipment is shutoff as it is a rigorous activity and takes a long time Pressure test and inspection It can be done during the production window. Visual checks for leaks Leak test Vibration monitoring of the motor and pump bearing Should be done on daily basis. The pump motor should also be checked as the leak tests are done. This will help monitor the pump. The checks are done by the plant operator. g) Analyze the recorded jobs from the computer maintenance management system (CMMS) for this unit. (These jobs are shown in a Microsoft Excel spreadsheet called Worklist.xls.) Is there any evidence which confirms that the life plan is being carried out? Is there any evidence to say if the life plan is effective or not? To check and analyze the data recorded on the computer maintenance management systems for this unit. The different maintenance activity was evaluated and the frequency of these activities, as well as the time taken to complete this activity was evaluated. The excel data was first sorted into the various groups of maintenance activities. The obtained data was as follows For the agitator coupling the Visual check annual ticket for weekly task were as follows 8/8/1996 4.33 5.2 Planned 8/8/1997 4.33 5.2 Planned 8/8/1998 4.33 5.2 Planned 8/8/1999 4.33 5.2 Planned 8/8/2000 4.33 5.2 Planned 8/8/2001 4.33 5.2 Planned 8/8/2002 4.33 5.2 Planned 8/8/2003 4.33 5.2 Planned From the table the maintenance activities were carried out as per the schedule and the activities took a longer time than was actually planned for. were as planned for. For the agitator visual check, the table is as shown in the figure below 3/3/1996 2 4 Planned 3/4/2002 2 4 Planned The activity interval time was 6 years between subsequent maintenance activities and this was carried out as per the life plan specifications. They however took more time than was specified. For the oil seals, the maintenance information was as shown in the table below; Check oil seals and for leaks annual ticket for weekly task 7/7/1996 8.67 10.4 Planned Check oil seals and for leaks annual ticket for weekly task 7/7/1997 8.67 10.4 Planned Check oil seals and for leaks annual ticket for weekly task 7/7/1998 8.67 10.4 Planned Check oil seals and for leaks annual ticket for weekly task 7/7/1999 8.67 10.4 Planned Check oil seals and for leaks annual ticket for weekly task 7/7/2000 8.67 10.4 Planned Check oil seals and for leaks annual ticket for weekly task 7/7/2001 8.67 10.4 Planned Check oil seals and for leaks annual ticket for weekly task 7/7/2002 8.67 10.4 Planned Again the time taken was longer, however the maintenance was according to the life plan. For the vibration monitor gearbox and checking of the motor bearing, the data for year 1996 and 2002 is as shown in the table below; Vibration monitor gearbox motor bearings 2/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 3/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 4/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 5/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 6/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 7/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 8/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 9/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 10/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 11/10/1996 1 2 Planned Vibration monitor gearbox motor bearings 12/10/1996 1 2 Planned For the 2002 data Vibration monitor gearbox motor bearings 1/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 2/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 3/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 4/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 5/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 6/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 7/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 8/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 9/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 10/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 11/10/2002 1 2 Planned Vibration monitor gearbox motor bearings 12/10/2002 1 2 Planned Again the life plan was strictly followed and all maintenance activities planned were carried out every month. For the pressure test (SV2), again the maintenance activities followed the life plan Pressure test and inspect 9/6/1996 2 3 Planned Pressure test and inspect 9/6/1997 2 3 Planned Pressure test and inspect 9/6/1998 2 3 Planned Pressure test and inspect 9/6/1999 2 3 Planned Pressure test and inspect 9/6/2000 2 3 Planned Pressure test and inspect 9/6/2001 2 3 Planned Pressure test and inspect 9/6/2002 2 3 Planned For the pressure test and inspection to determine if reconditioning was required, the maintenance was as scheduled and took place after 6 years as shown in the table below; however the time for the activity was longer than it was expected. Pressure test and inspect 3/3/1996 2 3 Planned Pressure test and inspect 3/4/2002 2 3 Planned For the steam jacket, the life plan was followed but again the allocated time was short. Despite the carefully planned maintenance activities, there were some reactive maintenance activities these resulted from detection of anomalies in the system. Some of these activities are shown in the table below. Component Item Activity Date Standard time Actual time Type of job Reactor P1 Replace leaking mechanical seal 7/2/1996 4 4 Reactive Centrifuge P2 Replace mechanical seal 1/18/1997 2 3 Reactive Reactor T1 Re-calibrate temperature sensor 9/1/1998 2 3 Reactive Raw Material Storage P3 Replace seal 11/16/1998 5 5 Reactive Centrifuge P2 Replace mechanical seal 3/29/1999 2 4 Reactive Centrifuge P2 Replace mechanical seal 5/18/1999 2 2 Reactive Raw Material Storage P3 Repair plinth impact damage 10/1/1999 4 4 Reactive Raw Material Storage P3 Repair seized pump 10/3/2000 12 12 Reactive Reactor T1 Re-calibrate temperature sensor 4/17/2001 2 2 Reactive Centrifuge T3 Replace temperature sensor 6/25/2002 2 2 Reactive From this analysis it can be seen that maintenance operations were done as scheduled and planned. However, most of the activities took a longer time than was scheduled. The planned maintenance operations were not wholly effective as reactive maintenance operation were performed. h) Use your experience in conjunction with Figures 1 2, the plant description and the data from the CMMS to analyze the unit into its maintenance causing items From the diagrams 1 and 2, the main areas that are likely to fail include The major maintenance causing units are; (i)The steam unit The unit comprises of the safety valves, the steam jacket, the steam jacket safety valve, the Globe control valve etc. these units are bound to fail and cause critical damage to the equipment as well as the manpower manning the plant. Their maintenance is critical. (ii)The agitator unit: Comprises of the agitator, the agitator motor, the motor gearbox and coupling. The gearbox and the drive mechanism are bound to fail due continuous use as well as the forces acting on the agitator. Bearing wear are also likely to cause vibration on the shaft. (iii)The reactor unit The reactor unit, the reactor safety valve SV2, the safety valve discharge pipe work is also likely to cause plant failure and should be checked regularly. (iv)The centrifuge The centrifuge system is also critical in the operation of this plant and is likely to cause major maintenance problems. Some of the maintenance checks include; testing the motor bearing, checking the vibration on the machine, checking the wear on the seals of the centrifuge, physical check of the centrifuge as well as checking its drive motor and the valves leading to the pump and out of the pump. The minor units likely to cause maintenance problems are: (v)Temperature sensor calibration The failure of the temperature alarm to detect increase in temperature beyond 125 degrees. This is due to a faulty temperature sensor. This calls for regular temperature sensor control, calibration and testing if the system works according to the set parameters. (vi)Checking the pipes Checking of the pipe work for any leakage should also be done. Checks should be done regularly. (vii)Checking the pump for proper workability Pump delivering materials to the centrifugal unit should be checked. Some checks include the driving motor vibration tests, the motor starter tests as well as the functioning of the motor tests. Tests should be performed every month through physical checking of the motor. The agitator motor should also be checked to determine if its working at its rated torque and speed. (viii)Checking the steam trap The steam trap and the heat exchanger should also be regularly checked, this is because it cools the steam efficiently. The condenser should be checked for any leakages, blockages, wear, temperature and heat dissipation as well as its performance and efficiency. Tests involve both the physical checks as well as specialized tests using thermometers and thermocouple sensors to detect if the heat loss in the steam trap is sufficient enough. Checking the raw materials storage The warehouse used to store the raw materials should be regularly inspected to ensure that the materials are not contaminated. Presence of excess water, humidity, temperature and pests may damage the raw materials resulting to inferior products. Checking the raw materials feed mechanism The raw material feed mechanism should be checked to ensure delivery of materials to the batch reactor with ease. The motor used to run the feedstock should be checked, the physical leakages should also be checked and other component of the feed mechanism. The test should be done every month. Checking the paint coating Involves the Physical inspection of the plant to ensure that all the parts are not rusted or the paint has not been scourged. These tests are obligatory to ensure conformity with the pharmaceutical inspectors rules and regulation. The inspection can be done every year. i) Develop your own life plan for these maintenance causing items using the task selection logic for Reliability Centered Maintenance For the implementation of RCM the following main tasks are carried out; Selection of the equipment to perform analysis Identification of potential failures Identification and evaluation of the effects of the started failures Identification of the causes of failure Selecting the maintenance tasks Maintenance packaging 1) Selection of equipment to perform analysis on; The main equipments to perform analysis on are;  · The batch reactor  · The centrifuge  · The steam jacket  · The centrifuge motor  · The raw materials handling equipment The identification of potential failures and the causes of failure The potential problems that are likely to occur are BATCH REACTOR The agitator  · The agitator motor failure  · The agitator gearbox failure  · The agitator coupling failure The centrifuge  · Centrifuge discharge pipe failure  · The centrifuge pump may fail  · The pump motor failure  · The piping system may fail The steam jacket  · Failure of the reactor safety valve  · Failure of the safety valve  · The temperature alarm system failure  · The failure of the pressurized steam pipe network. Sensors and alarms  · Failure of the temperature controller  · The globe control valve failure  · The steam trap Raw materials feed system  · Failure of the inlet pipe work  · Failure of the motors conveying the raw materials The table below shows the maintenance strategy developed after conducting a RCM analysis. Table 1: RCM analysis Item Causes of failure Maintenance activity Frequency of maintenance Time for maintenance The agitator The motor (1)Brush wear (2)Winding may overheat (3)The motor starters may fail Checking the motor 3 months 2 hours The gearbox (oil gearbox ) (1)The viscosity of oil may reduce lubricity Testing the oil viscosity 3 months

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

Captain Picard as A Noble Warrior :: Star Trek Essays Papers

Captain Picard as A Noble Warrior Captain Picard is a good leader because of his ability to think clearly and objectively in all situations. He does not have pride blocking his ability to think rationally and see all sides of an issue. Also, he is not easily swayed by his emotions and does not allow them to cloud his judgment. Picard's ability to act quickly leads to effective delegating and exemplary leadership. A good leader is one who brings out the best in his people while being a servant to them. Pride often seems to come between a leader and his decisions. Picard never makes mention of what would be best for him, but instead is always thinking about his crew and what is in their best interest. In "The Defector" he repeatedly make comments to his desire for his crew to have a noble and honorable cause for war. He does not want their deaths to be in vain. As Henry V acted compassionately towards his men, Picard too wants to display the same sensitivity Henry did when his men were about to enter battle. Picard wants to know how his crew is feeling and what their needs might be. Picard and Henry are good leaders because they continue to look past their own wants and onto their troops needs. In the Henry V scene, Data is playing the role of King Henry. While Henry is undercover, he is quoted as saying, "The King is but a mere man". He is mortal just like his men. Picard is able to clearly se e the King's internal struggle with allowing himself to get close to his men while not weakening his position as their leader. Captain Picard knows his limits and is not ashamed or to proud to admit them, he just does not want to appear incapable to his men. He must be remain an assertive leader, while allowing himself to be human and approachable. Picard is constantly having his crew involved and helping him make a good clear judgment about Jarok. This shows he is not over confident in his leadership position. "Picard is supposed to be calm and calculating because well, he's the captain. If he bought everyone's emotional appeal he wouldn't be a very good leader" (Reyer Jan 30, 1996). Picard knows how to balance his gut feeling with the facts. As Visor pointed out, we do not always have all the facts, and this is where your "gut feeling" must come in, to fill in the missing details.

The Opposition to Human Cloning: How Morality and Ethics Factor in Ess

The Opposition to Human Cloning: How Morality and Ethics Factor in If a random individual were asked twenty years ago if he/she believed that science could clone an animal, most would have given a weird look and responded, â€Å"Are you kidding me?† However, that once crazy idea has now become a reality, and with this reality, has come debate after debate about the ethics and morality of cloning. Yet technology has not stopped with just the cloning of animals, but now many scientists are contemplating and are trying to find successful ways to clone human individuals. This idea of human cloning has fueled debate not just in the United States, but also with countries all over the world. I believe that it is not morally and ethically right to clone humans. Even though technology is constantly advancing, it is not reasonable to believe that human cloning is morally and ethically correct, due to the killing of human embryos, the unsafe process of cloning, and the resulting consequences of having deformed clones. Human cloning is the process by which genetic material from one person would be artificially transferred into a human or animal egg cell, thereby beginning the life of a new human individual who has only one parent and who is genetically identical to that parent. The once impossible idea of cloning became a reality in 1997 when Scottish embryologist Ian Wilmut and his colleagues at the Roslin Institute in Scotland announced that a cloned sheep named Dolly was born. Dolly was created by removing the nucleus from a sheep egg cell and replacing it in the nucleus of a cell taken from the udder of another sheep. This said might sound good, but there are other pieces of information that need to be known about this process. ... ....† A World of Ideas. Ed. Lee Jacobus. Boston: Bedford, 2002. 261-284. â€Å"Hundreds want clones, scientists say.† 9 March 2002. MSNBC.com 2 April 2002 http://www.msnbc.com/news/541711.asp?cp1=1. Jefferson, Thomas. â€Å"The Declaration of Independence.† A World of Ideas. Ed. Lee Jacobus. Boston: Bedford, 2002. 75-84. Lee, Jean K. â€Å"Panel Discusses Ethical Issues of Cloning at Crowded Forum.† The Tech v117 (9 May 1997) p12. 5 April 2002 http://the-tech.mit.edu/V117/N25/cloning.25n.html. â€Å"Much Confusion Over Cloning: Many Americans Don’t Understand Science, Risks.† 2 April 2002. The Associated Press. 5 April 2002 http://www.msnbc.com/news/553785.asp. Wachbroit, Robert. Genetic Encores: The Ethics of Human Cloning. 1999. Institute for Philosophy & Public Policy, U of Maryland. 5 April 2002 http://www.puaf.umd.edu/IPPP/Fall97Report/cloning.htm.

Rands anthem :: essays research papers

Rand's "Anthem" Anthem, a science fiction novel, deals with a future primitive society in which the forbidden word "I", which is punishable, has been replaced by "We". Anthem's theme seems to be about the meaning and glory of man's ego. In this novel, Rand shows that the individualism needed for building a complex technological civilization has been suppressed by collectivism. Rand glorifies man's individual ability to think, and appeals to emotion. The emotion is displayed at various time throughout the story; the encounters of Equality and Liberty, on the occasion regarding the discovery of the light bulb, and during the time the two find the house in which they will live in for the remainder of their lives. One day while Equality was tending to his job as street sweeper, he came across a beautiful young woman taking care of the fields. Even though it is forbidden, he decides to go over and talk to her. While they were talking, we see the first sign of emotions when "Their face did not move and they did not avert their eyes. Only their eyes grew wider, and there was triumph in their eyes, and it was not triumph over us, but over things we could not guess." Later, Liberty follows Equality into the forest, and the first sign of forbidden love is shown when "we bent to raise the Golden One to their feet, but when we touched them, it was as if madness had stricken us. We seized their body and we pressed our lips to theirs." Equality is excited with the joy of learning when he finishes his work of building a light bulb. "WE MADE IT. WE CREATED IT. We brought it forth from the night of the ages. We alone. Our hands. Our mind. Ours alone and only. We know not what we are saying. Our head is reeling." The emotion shown by Equality after having just built the light bulb is pride and happiness because he has just created some power unknown but to the people of the Unmentionable times. After he fully realizes what he has done, he has defensive emotions and has to "guard our tunnel as we had never guarded it before. For should any men save the Scholars learn of our secret, they would not understand it, nor would they believe us. They would see nothing, save our crime of working alone, and they would destroy us and our light." The climax of the story shows the greatest emotion of all, the feeling of euphoria. They have a feeling of well-being that overcomes them. Rands "anthem" :: essays research papers Rand's "Anthem" Anthem, a science fiction novel, deals with a future primitive society in which the forbidden word "I", which is punishable, has been replaced by "We". Anthem's theme seems to be about the meaning and glory of man's ego. In this novel, Rand shows that the individualism needed for building a complex technological civilization has been suppressed by collectivism. Rand glorifies man's individual ability to think, and appeals to emotion. The emotion is displayed at various time throughout the story; the encounters of Equality and Liberty, on the occasion regarding the discovery of the light bulb, and during the time the two find the house in which they will live in for the remainder of their lives. One day while Equality was tending to his job as street sweeper, he came across a beautiful young woman taking care of the fields. Even though it is forbidden, he decides to go over and talk to her. While they were talking, we see the first sign of emotions when "Their face did not move and they did not avert their eyes. Only their eyes grew wider, and there was triumph in their eyes, and it was not triumph over us, but over things we could not guess." Later, Liberty follows Equality into the forest, and the first sign of forbidden love is shown when "we bent to raise the Golden One to their feet, but when we touched them, it was as if madness had stricken us. We seized their body and we pressed our lips to theirs." Equality is excited with the joy of learning when he finishes his work of building a light bulb. "WE MADE IT. WE CREATED IT. We brought it forth from the night of the ages. We alone. Our hands. Our mind. Ours alone and only. We know not what we are saying. Our head is reeling." The emotion shown by Equality after having just built the light bulb is pride and happiness because he has just created some power unknown but to the people of the Unmentionable times. After he fully realizes what he has done, he has defensive emotions and has to "guard our tunnel as we had never guarded it before. For should any men save the Scholars learn of our secret, they would not understand it, nor would they believe us. They would see nothing, save our crime of working alone, and they would destroy us and our light." The climax of the story shows the greatest emotion of all, the feeling of euphoria. They have a feeling of well-being that overcomes them.

Corporate University Model Essay

From my readings and research I have learned about the corporate university model. I will be evaluating why many organizations today are emphasizing training as an employee development tool and focus on why utilizing the internal university structure has become very popular. I think that the corporate university model is a very effective model. It is an educational entity that is a strategic tool designed to assist its parent organization in achieving its goals by conducting activities that foster individual and organizational learning and knowledge. It is set up to bring common culture, loyalty, and belonging to the company. Our text states that â€Å"a corporate university model is a training model in which the client group includes not only company employees and managers but also stakeholders outside the company (Roe, pg. 551, 2010).† â€Å"It response to the rapid changes in information and technology that characterizes our society. A companion to the concept of life-long learning, the corporate university enables businesses, both for profit and not for profit, to maintain and expand the expertise of their workforces and, as a result, to secure their positions in the marketplace. The corporate university adds value to the business and, in some cases generates revenue (Gould, 2005).† â€Å"The top five organizational goals of corporate universities were to improve customer’s service and retention, improve productivity, reduce costs, retain talented employees, and increase revenue (Roe, pg. 84, 2010).† If revenue is generated, the chief learning officer develops and implements the appropriate business and marketing plans (Gould, 2005).† Training functions organized by the university model tend to offer a wider range of programs and courses (Roe, pg. 84, 2010). Culture and values tend to be emphasized more often in the training curriculum of corporate universities. It centralizes training to make sure that â€Å"best training practices† that may be used in one unit of the company are disseminated across the company (Roe, pg. 84, 2010). It also enables the company to control costs by developing consistent training practices and policies (Roe, pg. 83, 2010). â€Å"Companies  have found that investment in human capital in the form of training and development yields high returns. The ones that recognize the value of their employees and place a new emphasis on education and training are becoming more competitive, successful, and profitable as a result (Dutkowsky, 2014).† â€Å"Transferring knowledge leads to synergistic cost advantages, better implementation of organizational strategies, and competitive advantage. Organizations are implementing corporate universities to aid in knowledge transfer. This allows organizations to customize them to meet their training needs (Clinton, Merritt, & Murray, 2009). Knowledge is the primary ingredient in gaining a competitive advantage and knowledge is a firm’s main inimitable resource. Knowledge has to be effectively transferred within organizations in order to maximize the competitive advantage arising from knowledge (Clinton, Merritt, & Murray, 2009). Corporate universities are also vital to employees as well. In this day and age, responsibility and authority are pushed downward and all employees are expected to make decisions and to contribute to competitive advantage. This requires workers who can think and do for themselves (Clinton, Merritt, & Murray, 2009). Advanced education and continuous learning is crucial. â€Å"The key goal for an organization is to provide its workers with the ability to retool their skills and knowledge continually. Corporate universities allow employers to provide employees the opportunity to increase their knowledge, and in return, employees will take education from the corporate university and give bac k to the organization through innovation, efficiency, and productivity (Clinton, Merritt, & Murray, 2009).† Overall, corporate universities are built on a system that understands the chief concern for knowledge workers in nearly every industry and occupation is the shelf life of their knowledge, causing them to have a constantly retool their schools. Employees benefit from the corporate university movement in more ways than simply being able to perform their assigned jobs better. They also learn skills and possibly earn degrees that can be carried through their career, making they, themselves, more marketable to the workplace. Corporate universities are the â€Å"fast growing segment of the adult education market. Corporate universities strive to achieve their mission of developing programs that are clearly linked to business objectives and organizational strategy. These programs are designed to convey corporate culture and focus  on learning beyond on-the-job training. By doing so, many employees throughout the United States and abroad are offered educational opportunities that might not otherwise be available to them. In conclusion, the corporate university model is a very effective model. Organizations constantly need to adapt themselves to stay aligned with an ever-changing and increasingly complex environment. Corporate Universities puts â€Å"smart learning† at the forefront, with strategies to secure alignment between organization and environment, which need both speed of learning and learning in the right direction. Across the globe, corporate universities have emerged as vehicles of such strategy-driven learning. References Clinton, M., S., Merritt, K., L., & Murray, R., S. (2009). Using corporate universities to facilitate knowledge transfer and achieve competitive advantage: An exploratory model based on media richness and type of knowledge to be transferred. Retrieved from: http://eds.b.ebscohost.com.proxy-library.ashford.edu/eds/detail?vid=2&sid=4fbbc155-1ebe-4a53-b4b7-309ae9d4306c%40sessionmgr112&hid=115&bdata=JnNpdGU9ZWRzLWxpdmU%3d#db=psyh&AN=2009-19970-003 Dutkowsky, S. (2014). Trends in Training and Development – THE NEW ECONOMY, TRAINING IN U.S. COMPANIES, WHO DOES THE TRAINING IN CORPORATIONS? Retrieved from: StateUniversity.com http://careers.stateuniversity.com/pages/852/Trends-in-Training-Development.html#ixzz34jTinPJA Gould, E., K. (2005). The Corporate University. A Model for Sustaining an Expert Workforce in the Human Services. Retrieved from: http://bmo.sagepub.com.proxy library.ashford.edu/content/29/3/508.full.pdf+html Noe, R. (2010) Employee Training and Development (5th editi on). McGraw-Hill/Irwin

Curriculum for Teaching Social Skills

Teaching social skills to young children is a difficult task under any circumstance however when the children are suffering from emotional or behavioral problems it seems to interfere with this process and make it much more difficult. There are several known answers through curriculum that can help educators to be able to work on social skills with students who are facing either emotional or behavioral problems or both. Through the use of these curriculums there can be great benefits to both the students and the teachers.The teachers will benefit in being able to work on social situations with the students in their classrooms and in being able to communicate the strong need for social interaction in life. The students will benefit by being able to work on building friendships, trusting others and really finding a way to communicate how they are able to do these things. Curriculum Options for Teachers One of the problems that have often faced teachers who are working with children who have emotional or behavioral problems is that they are unable to communicate their social needs to the teacher.These students have a hard time being able to express their need for friendship, the need to describe feelings or the ability to be able to communicate any of this to others. Through information that has been gathered by researchers it has been concluded that these students need direct intervention into their ability to socialize with others. There have been multiple suggestions as to how this can happen and what would be a good way of introducing social skills to these students. There are many different methods and ways that this can be done.One way that has been shown to be successful is one on one interaction with the students and role play into specific situations. Obviously the situations have to be mild and can not be too involved or too intense but rather something that is on the same thinking level as the students involved (Vaughn, Sinagub, and Kim 2004). Success f or the students who were experiencing these emotional and behavioral problems has drastically depended on the type of curriculum that was used to introduce and teach social skills.One study looked at story problems as a way to teach these skills to students who were suffering from emotional problems and this study showed a drastic improvement in these students having the ability to communicate with each other. The students were better able to understand through the story the idea of how one might feel or how reactions of theirs can be harmful to others. However, the students were unable to comprehend these same ideas and beliefs when they were just discussing them and not hearing them in a story (Rahill and Teglasi 2003).There could be many conclusions drawn from these examples and this type of curriculum. The idea is that the students have the ability to understand and comprehend what is being said about things and how they are interacting with others. When the student is not force d to look at the whole picture and is used to just getting glimpses they are unable to realize the overall impact of issues, however when they are exposed to the entire story or belief then they are able to understand the entire story and can reason as to why the others are feeling the way that they are.Without this ability to reason the student would be unable to successfully communicate with others and could not be thought of in the same social light and category as if they were able to understand these issues. Another great option for teachers to use in the classroom to teach social skills is to be trained in how to incorporate Cognitive Behavioral Therapy into the curriculum. By using Cognitive Behavioral Therapy or CBT the student is learning how to control their own behaviors and emotions.This is probably one of the best options for students who have behavioral or emotional problems as it is a way for them to learn how to be able to control things themselves without warnings o r discipline. There are a number of ways that this treatment can be integrated into the classroom. One thing is for sure though that teachers need to be aware of the therapy and how to properly integrate it into the classroom prior to using it in the classroom setting.If they are not competent and they try to use it there are many things that could go wrong and the children could be emotionally damaged in some way as with all therapeutic processes. This subject has been widely researched. â€Å"During the past two decades, researchers have found that cognitive strategies can decrease disruption/aggression and strength pro-social skills† (Daunic, Smith, Brank and Penfield 2006, 123). To better understand the benefits of CBT being integrated into the classroom it would be important to understand some basic facts about CBT.CBT is basically a way of self control where the student is taught how to control their negative behaviors or emotions in order to prevent behavioral issues. Through CBT the student would learn how to understand when they are reaching a point where they are going to react in an inappropriate way and they would be able to monitor themselves and talk themselves down. For younger students this would prove to be more difficult to learn but by learning the process young the students would be able to carry it over into their current lives and how they react in most situations.With this process being taught in the classroom there might even be further benefits in the student’s home and other extracurricular activities as the student would apply some of the same lessons and principles to the situations that they were involved in at these locations. All of these advantages could be gained and getting needed training is not difficult for educators and something that they can discuss with their superiors and school boards. There are other forms of intervention that could be used in the classroom curriculum.With students who are suffering fro m autism there are special skills and curriculums that could be offered to help with their behavioral difficulties. There is a call for a new curriculum that would be an advantage to all students with emotional and behavioral difficulties and not just those who were suffering from autism. For the most part articles that are written on this subject point out that no current curriculum is available for this issue and that there are some key components that would need to be featured if there were to be a curriculum.Of the many key components that would need to be considered one is to â€Å"make the abstract concrete. † Students who are suffering from emotional and behavioral problems often have a hard time being able to understand the abstract thoughts that are often a part of teaching social skills. By making concrete examples that these students can understand there is a higher likelihood that they will apply these principles to their own interactions on a social level. Anothe r area that is needed is â€Å"structure and predictability.† Having a classroom with a set routine is something that is important as when students are taken out of a routine situation they often have anxiety and with behavioral issues anxiety often ends in the student not being able to communicate his or her needs and having a breakdown in the classroom. By having â€Å"engaged transactions† the students would be able to learn what their overall needs were and would be able to practice communication and social skills with one another.Through â€Å"scaffolded language support† the students would be able to work on better using language and communication in a way that all people would understand. â€Å"Multiple and varied learning opportunities† might seem as though it would be repetitive or boring for the students however for students who are suffering from emotional or behavioral problems this might just be exactly what is needed for them to understand. By planning â€Å"’other’ focused activities† in the classroom it would allow the students a break from learning social skills and could promote a better understanding of the skills during future lessons.Looking at â€Å"fostering self awareness and self esteem† is also important as it would show each child that he or she is special and would encourage them to believe in their own self worth. Another area that needs improvement is that the teachers need to focus on having â€Å"select relevant goals. † When teachers try to teach students with emotional or behavioral difficulties too many things it threatens to worsen their condition and can cause them to have multiple additional problems with what they are already having.Some other teaching methods like â€Å"sequential and progressive programming† are also a huge advantage as are â€Å"programmed general and ongoing information. † All of these practices and initiatives can be easily added to most curriculums in the classroom and could really have great advantages to the students who have emotional and behavioral issues (Krasny, Williams, Provencal, and Ozonoff 2003). Benefits to Teachers for Using a Curriculum to Teach Social Skills There are many benefits that can be seen by teachers who are choosing to teach social skills and social skill improvement to students who suffer from emotional and behavioral problems.Some of these are that there is an increased focus on the student being able to perform and being able to interact with others in a positive manner. Through this the student would be able to interact with the teacher in a more positive manner as well. These skills would also help there to be fewer disturbances and disruptions in the classroom which is a great benefit for the teaching in her ability to control her classroom. Benefits to Students for Using a Curriculum to Teach Social Skills There are also many advantages for the students who are working on learning social skills.The students are able to take advantage of these skills and these areas because they are learning how to communicate better with others. Communication is such an important part of our world and the world around us and without communication one would suffer in many areas of life. Also there are valid reasons why friendships can really aid in a student’s overall behavioral and emotional issues and students who have more friends are less likely to have these types of problems. If a student learns these new social skills they are likely to have more friends, do better at home and in school and overall be in trouble less often.Conclusion In conclusion, it is important that teachers be taught the necessary skills needed to integrate certain behaviors into the classroom. The teachers need to be able to integrate programs into their curriculum that will teach students with emotional and behavioral difficulties the much needed social skills. These much neede d social skills will improve the student’s lives in so many ways and will help the students to be able to be better behaved and more successful in a number of areas of their lives. References Daunic, A. P. , Smith, S. W. , Brank, E. M. , and Penfield, R. D. (2006).Classroom-Based Cognitive-Behavioral Intervention to Prevent Aggression: Efficiency and Social Validity, Journal of Social Psychology, 44(2), 123-139. Krasny, L. , Williams, B. J. , Provencal, S. , and Ozonoff, S. (2003). Social Skills Intervention for the Autism Spectrum Essential Ingredients and a Model Curriculum, Child and Adolescent Psychiatric Clinics of North America, 12(1), 107-122. Vaughn, S. , Sinagub, J. and Kim, A. (2004). Chapter 10 Social Competence/Social Skills of Students with Learning Disabilities: Interventions and Issues, Learning about Learning Disabilities, (3rd ed. ), 341-373.