Thursday, October 31, 2019

Analysis of Young Goodman Brown Essay Example | Topics and Well Written Essays - 1000 words

Analysis of Young Goodman Brown - Essay Example Hawthorne skillfully uses irony, the depiction of madness, and symbolism, to heighten the effect of his story. â€Å"Young Goodman Brown,† is replete with irony. This irony is most obvious in Hawthorne’s characterizations of the people in his story. The author peoples his narrative with Puritans, whose outward words and behavior contradict their inner motives and covert actions. Young Goodman Brown himself is the foremost example of this. The protagonist deliberately sets out on his rendezvous with the Devil. He is eager to savor the evil pleasures that await him, and makes â€Å"haste on his present evil purpose† (Hawthorne, 8). He makes several empty protestations to the Devil, and declares his intentions to terminate his evil quest. However, he does not turn back: it is only talk: â€Å"â€Å"Too far! Too far!† exclaimed the goodman, unconsciously resuming his walk† (Hawthorne, 17). He remains â€Å"conscious of the guilty purpose that had broug ht him thither† (Hawthorne, 41), but continues to travel the path to perdition. Goody Cloyse, wears the guise of the â€Å"pious and exemplary dame, who had taught him his catechism in youth,† (Hawthorne, 26) but is a witch, complete with broomstick and evil incantations. Hawthorne’s irony makes him suggest, tongue-in-cheek, that her muttering is â€Å"a prayer, doubtless† (29). The supposedly holy minster, and â€Å"Good old Deacon Gookin† (Hawthorne, 61), are equally given to vice beneath the facade of saintliness. Hawthorne paints all Puritan society with its â€Å"grave, reputable, and pious people, these elders of the church, these chaste dames and dewy virgins† (57) in vivid colors of sin and dissolution. Even the hymn sung at the satanic gathering is cloaked in â€Å"the slow and mournful strain, such as the pious love, but joined to words which expressed all that our nature can conceive of sin, and darkly hinted at far more† (H awthorne, 59). This pervading irony makes the reader acutely conscious of the incongruity between the author’s depiction of his characters, and the impression they create as the narrative progresses. This irony is further strengthened by the calm ending of the story in the town, with the characters again displaying their saintly demeanors. Hawthorne’s use of irony is very effective in highlighting the hypocrisy of Puritan life. Hawthorne paints the character of young Goodman Brown with a bold touch of madness. The protagonist’s ring of defenses against the temptations of the Devil tumble down in quick succession: his forbears, â€Å"a race of honest men and good Christians since the days of the martyrs† (Hawthorne, 17) are close acquaintances of the devil; the dignitaries of New England, who Goodman Brown thinks are â€Å"a people of prayer, and good works to boot, and abide no such wickedness† Hawthorne, 19) are revealed to be sinners; the pious t rio of Goody Cloyse, the minster and Deacon Gookin are exposed in their true colors of wickedness. Finally, when his belief in his wife, Faith, is demolished, Goodman Brown’s moral foundations crumble, and he abandons himself to despair and madness. The author uses vivid imagery to describe this development. The paragraph depicting young Goodman Brow

Tuesday, October 29, 2019

Power and Politics in Organizational Development Essay

Power and Politics in Organizational Development - Essay Example The concepts of power and politics are two areas of organizations that can be very difficult to define and understand. However, in order to be successful in organizational life and development these areas must be explored. In the past Organizational Development has been criticized for not taking these factors (French & Bell, 1999, pg. 282). French & Bell (1999) explain that the understanding of Power and Politics is still in very early stages in OD. However with recent research we still continue to derive theories and applications for the OD field. Organization development is influenced by and depends upon politics and power, culture and effective performance of the management team. Organization development is complex process which relies on high moral values that transcend both the organization and the individual. The shared values that underlie a high-performing organization's strategy and bring meaning to the individual employee's work are reflected in both the decision-making and the goal-setting processes. Power is the potential to influence behavior, "to change the course of events, to overcome resistance, and to get people to do things that they would not otherwise do (Pfeffer, 1994, pg. 30). In short, it is a way to get things done; not the only way, but at least a major way, and one that is often used in organizational life. ... 283). Managers use power to accomplish goals all the time. The use of power is sometimes called "organizational politics" as managers use power and influence to produce results. Because of its association with politics, power is many times looked upon with disdain, as a dirty word. At the same time, we admire managers for what they achieve, and while we may not like it, we acknowledge that the ability to willingly wield power is often a prerequisite to managerial success. Following David McClelland, "positive faced of power is characterized by a socialized need to initiate influence and lead" (French and Bell 1999, pg. 282). Power is used frequently when the necessity to accomplish goals requires us to rely on those on whom we depend. It is especially important when they have a different point of view and cannot otherwise be relied on to do what we want them to do (Pfeffer, 1994, pg. 39). The greater the degree of difference in point of view, the greater the resistance and conflict and the more important it is to use power, influence, and organizational politics as a way to get things done. If everyone has the same goal and is in agreement about how to achieve it, there is no need to use power. Studies have shown that the more agreement there was on the goal and the means to attain it, the less political activity occurred (Pfeffer, 1994, pg. 39). There is no need to engage in politics or exercise power when there are no differences in perspective or w hen no conflict exits. The time and energy can, in these situations, be more productively employed toward goal accomplishment. To the extent that organizations can agree on goals and on the means to attain them, organizational politics can be reduced. In the absence of this

Sunday, October 27, 2019

Optimization of Solvent Extractions

Optimization of Solvent Extractions CHAPTER 3 METHODOLOGY 3.1  Introduction In this study, the leaves of A. Malanccensis, formulated gaharu tea bags from Gaharu Tea Valley, Gopeng and Kebun Rimau, Tawau were extracted by using solvent extraction method. The optimization of solvent extractions were determined in this study as well. Chemical composition of the crude extracts were analyzed by using GC-MS and HPLC. Besides, the obtained crude extracts were evaluated for their antioxidant property. 3.2  Chemicals and Apparatus Throughout this study, several of chemical and apparatus were used as listed in table 3.1 and table 3.2. Table 3.1 Chemical and reagent used Chemical and reagents Brand Manufacturer 1,1-diphenyl-2-pycrylhydrazyl (DPPH) Sigma USA 2,4,6-tripyridyl-striazine Sigma USA Sodium acetate Acetic acid MB Germany Aluminum chloride hexahydrate Ascorbic acid Systerm Malaysia Ethanol Systerm Malaysia Folin-Ciocalteu’s reagent Sigma USA Gallic acid Hydrochloric acid Iron (II) sulphate Sigma USA Iron (III) Chloride Systerm Malaysia Methanol Merck Germany Potassium bromide Quercetin Sodium carbonate Sodium carbonate anhydrous Sodium hydroxide Merck Germany Sodium nitrate Helium gas Novaland Malaysia Nitrogen gas Novaland Malaysia Table 3.2 Apparatus used Apparatus Brand Manufacturer Aluminium foil Diamond brand Malaysia Analytical balance Mettler-Toledo Switerland Beaker 100 mL Schoot Duran Germany Beaker 250 mL Schoot Duran Germany Beaker 500 mL Iwaki Japan Conical flask 250 mL Isolab Germany Filter funnel Frontier Transform Infra-red spectrometer Perkin Elmer Germany Gas Chromatography-Mass spectrometer Perkin-Elmer Germany Measuring cylinder Iwaki Japan Micropipette Eppendrof England Oven Memmet USA Parafilm â€Å"M† Pechiney USA Rotatory evaporator Buchi Labortechinc Switzerland Round bottle flask 250 mL Favorit Malaysia Test tube 15 mL UV-Vis spectrometer Perkin Elmer Germany Volumetric flask Exelo Malaysia Water bath Cifton NE 5-289 England Whatman No. 1 Filter paper Buchi Reiii Switzerland Grinder Kika Germany 3.3 Extraction of the Gaharu Leaves and Formulated Gaharu Tea 3.3.1 Raw Material The samples of gaharu leaves and formulated gaharu tea bag were used in this research were obtained from the Kebun Rimau Sdn Bhd, Tawau and Gaharu Tea Valley, Gopeng. Gaharu leaves were dried in the shade for 7 days at roomtemperature (28  ±2 °C). After drying, leaves were cut into small pieces. The pieces of dried gaharu leaves and the formulated gaharu tea bag are used for the aqueous extraction and ethanolic extraction. 3.3.2Aqueous Extraction of Gaharu Leaves and Formulated Gaharu Tea 50g of dried leaves powder and contents of formulated gaharu tea bag were weighed and put into 500mL beaker, respectively. 250 mL of distilled water was added into both beaker and boil for 30 minutes. Beakers were wrapped with aluminium foil (Diamond brand) to prevent spilling of mixture and light exposure.The pooled extracts were filtered by using Whatman No. 1 filterpaper (Buchi Reiii) with 0.45 µm membrane. The remains were re-extracted under same condition and filtered. The obtained crude extracts were concentrated at 50 °C using a rotary evaporator under low pressure. The concentrated crude extracts from gaharu leaves and formulated gaharu tea bag were collected in air-tight containers and covered by the aluminum foil to prevent the active components in the extracts from decomposing by light. They were stored in refrigerator at 4  °C to prevent fungal attacking. All the extractions were carried out in replicates. 3.3.3 Ethanolic Extraction of the Gaharu Leaves and FormulatedGaharu Tea 10g of dried leaves powder and 6g of the formulated gaharu tea bag were weighed and put into 100 mL beaker, respectively. 50mL ethanol was poured into both beaker. Beakers were sealed with parafilm (Pechiney) and wrapped with aluminum foil (Diamond brand) to prevent spilling of mixture and light exposure, respectively. The pooled extracts were filtered by using Whatman No. 1 filter paper (Whatman International, England). The remains were re-extracted under same condition and filtered. The obtained crude extracts were concentrated at 40 °C using a rotary evaporator under low pressure. The concentrated crude extracts from gaharu leaves and formulated gaharu tea bag were collected in air-tight containers and covered by the aluminum foil to prevent the light decomposition of bioactive components in the crude extracts. They were stored in refrigerator at 4  °C to avoid fungal attacking. All the extractions were carried out in replicates. 3.4 Optimization of the Gaharu Leaves and Formulated Gaharu Tea Extraction 3.4.1Ethanol Concentration With the constants 180 minutes and temperature 25OC, samples were extracted with six different concentrations of ethanol starting from 0% to 100% (v/v). The extraction procedures were described in section 3.2.3. The best ethanol concentration which related to the values of total phenolic contain (TPC) (mg gallic acid equivalent, GAE/g dry weight, DW) and total flavonoid contain (TFC) (mg quercetin equivalent, QE/g DW) were selected. 3.4.2Extraction time The samples were extracted with the optimal ethanol concentration which was determined in the section 3.3.1 for 60, 120, 180, 240, 300 minutes by fixing the extraction temperature constant at 25oC. The best extraction time which related to the values of total phenolic contain (TPC) (mg gallic acid equivalent, GAE/g dry weight, DW) and total flavonoid contain (TFC) (mg quercetin equivalent, QE/g DW) eres selected. 3.4.3Temperature The samples were extracted at different temperatures, which were 25, 35, 45, 55, and 65oC with the optimal temperature and extraction time as determined in section 3.3.1 and section 3.3.2. The best extraction temperature which related to the values of total phenolic contain (TPC) (mg gallic acid equivalent, GAE/g dry weight, DW) and total flavonoid contain (TFC) (mg quercetin equivalent, QE/g DW) weres selected. 3.5Chemical Characterization of Gaharu Leaves and Formulated Gaharu Tea 3.5.1Characterization using FT-IR 3.5.1.1 Sample Preparation The method of FT-IR analysis by Khalil et al. (2013) was used with minor modifications (Khalil et al., 2013). The formation of transparent pellet (Thin disc) was done by mixing 2mg of crude extract powder with 40mg of potassium bromide (1:20), a mold was used to compress the mixture under a pressure of 7 tons. The analysis was carried out with the wavelength starting from 4000 to 400 cm-1. About 3 minutes were taken by the spectrum recording. FT-IR software Spectrum version 6.35 (Perkin Elmer) was used to perform the acquisition of the spectra and peak assignment. 3.5.2Characterization Using Gas Liquid Chromatography- Mass Spectroscopy (GC-MS) 3.5.2.1 Sample Preparation The method of GC-MS analysis by Khalil et al. (2013) and Soetardjo et al., (2007) were used with the modification of experimental conditions. The crude extract powder was dissolved in 60% (v/v) methanol solution and filtered by using membrane filter with 0.45  µm pore size. The 0.5  µL of samples were injected into a gas chromatograph equipped with Perkin Elmer Clarus 500 mass spectrometer and Elite-5MS column [30m (length) x 0.25 mm (diameter), film thickness 0.25  µm]. The column temperature was programmed to 50oC for 6 min, with 5oC increase per min to 250oC. The temperature of detector and injector were both maintained at 250 oC. Hellium was used as the carrier gas with a linear velocity of 1 ml/min and the splitting ratio was 10:1. The mass spectrometer was operated in the electron impact ionization (EI) mode at 70 eV. The constituents of gaharu crude extract powder were identified by comparing their mass spectra with those of NIST02 library data of the GC-MS system. The c ondition of GC-MS are summarized in Table 3.4. Table 3.4 Condition used for GC-MS analysis. Parameters Conditions Gas chromatography Perkin Elmer Clarus 500 gas chromatography Mass selective detector Perkin Elmer Clarus 500 mass spectrometer Capillary columns Elite-5MS (30 m (length) x 0.25 mm (diameter) ; film thickness 0.25  µm) Injection volume 0.5  µL Carrier gas Helium Initial oven temperature 50 oC Final oven temperature 260-300 oC Inlet temperature 250 oC Injection Split Injector pressure 8.00-9.43 psi Injector temperature 80 oC Flow rate 1 mL min -1 Electron energy 70 eV Source temperature 180 oC Solvent delay 2 minutes Data library NIST 02 3.5.2.2 Kovats Retention Index Kovats retention index is an idea used in the gas chromatography to convert retention times into system-independent constant. The collected data of GC-MS were processed by using the Kovats retention index (Equation 3.1). The calculated Kovats index was compared with the retention time of n-alkane which were given by the GC-MS manufacture company (Perkin Elmer) based on the same type of column with higher ramp temperature (10oC instead of 5 oC, Appendix A). (Equation 3.1) Where, I = Kovats retention index, n = the number of carbon atoms in the smaller n-alkane, N = the number of carbon atoms in the larger n-alkane, tr = the retention time. 3.6Determination of Total Phenolic Compounds and Total Flavonoid Compounds in Crude Extracts 3.6.1Evaluation of Total Phenolic Compounds in Gaharu Leaves and Formulated Tea Crude Extracts Total phenolic content (TPC) of concentrated rude extract of three samples with the different extraction condition were determined by using the Folin-Ciocalten (F-C) assay according to the method described by Tay et al. with a modification (Tay et al., 2014). Concentrated crude extractwas diluted 30 times before use. 15 mL test tube was wrapped with aluminum foil and 1 mL of diluted sample was placed into it. Then, 5 mL of Folin-Ciocalten reagent was added into the test tube. After 5 minutes, 4 mL of 7.5% (w/v) sodium carbonate was added. The test tube was shaken to mix the diluted sample and reagents for 5 seconds. Thus, the test tube was allowed to stand in the dark room at room temperature for 30 minutes. The blank solution was prepared by replacing 1 mL of samples with 1 mL of deionized water. Absorbance was measured against the blank at 765 nm by using UV-Vis spectrometer (Perkin Elmer).Besides, 1 mM gallic acid stock solution was prepared. 17.012 mg of gallic acid was weighed a d transferred into 100 mL conical flask. Thus, deionized water was added in until the volume of 100 mL was achieved. The 1 mM gallic acid stock solution was further diluted into 0.1, 0.2, 0.4, 0.6, 0.8 mM gallic acid standard solutions. Total phenolic content was determined and calculated based on gallic acid calibration curve and expressed as gallic acid equivalents (GAEs) in milligram per g dry weight (mg GAE/ g DW). The TPC test was repeated with the concentrated crude extract with different solvent extraction conditions. 3.6.2Evaluation of Total Flavonoid Compounds in Gaharu Leaves and Formulated Tea Crude Extracts The total flavonoid content (TFC) of the concentrated crude extract of three samples with different extraction conditions were determined according to the procedures described by Thoo et al. with slight modifications (Thoo et al., 2010). Concentrated crude extract was diluted for 15 times. Thus, 1 mL of diluted crude extract was mixed with 5 mL of deionized water and 0.3 mL 5% sodium nitrite in a 15 mL aluminum foil-wrapped test tube. After 12 minutes, 0.6 mL 10% aluminum chloride hexahydrate was added into the test tube. In the next 10 minutes, 2 mL of 1M sodium hydroxide solution and 1.1 mL were added to the mixture. Thus, test tube was shaken to mix the diluted sample with the reagents for 10 seconds. A blank was prepared by replacing diluted crude extract with 1 mL of deionized water. The absorbance was measured immediately at 510 nm by using UV-Vis light spectrometer (Perkin Elmer). Besides, the 1 mM quercetin stock solution was prepared as well. 30.22 mg of quercetin was accura tely weighed and transferred into 100 mL conical flask. Thus, the deionized water was added into the conical flask until the volume of 100 mL was reached. The 1 mM quercetin stock solution was further diluted to 0.1, 0.2, 0.4, 0.6, 0.8 mM quercetin standard solutions. The total flavonoid content of diluted crude extract was determined and calculated based on quercetin calibration curve and expressed as quecertin equivalents (QEs) in milligram per g dry weight (mg QE/ g DW).). The TFC test was repeated with the concentrated crude extract with different solvent extraction conditions. 3.7  Determination of Antioxidant Activity 3.7.12,2-diphenyl-1-picrylhydrazyl (DPPH) Free RadicalScavenging Assay The antioxidant capacity of crude extracts were measured by the DPPH assay based on the method which were carried out by Asadujjamanet al. and Tay et al. with slight modification (Asadujjamanet al., 2013; Tay et al., 2014). The 0.1 mL concentrated crude extract was added with 3.9 mL 0.004% ethanolic DPPH solution in an aluminium-wrapped test tube. A parafilm was immediately used to cover the opening of test tube. Thus, the test tube was allowed to stand in dark room at room temperature for 30 minutes. The absorbance of DPPH solution was determined against a deionized water blank a 517 nm by using the UV-Vis spectrometer (Perkin Elmer Lambda 25). 0.1 mL of the crude extract was replaced by extract solvent in the preparing of negative control. Absorbance measurements of the crude extracts and negative control was carried out in triplicate. The result was expressed as a percentage of DPPH radical scavenging activity.The following formula (Equation 3.2) was used to calculate the DPPH rad ical scavenging activity of crude extract. 1 − Ãâ€" 100%= DPPH radical scavenging activityEquation 3.2 Where, As= absorbance of crude extract Ac = Absorbance of control 3.7.2Ferric Reducing Antioxidant Power (FRAP) Assay The FRAP assay was carried out according to procedures described by Kamonwannasitet al. with slight modification (Kamonwannasitet al., 2013).The FRAP reagent was made of 0.01 M TPTZ (2,4,6-tripyridyl-striazine) in 0.04 M HCl, 0.02 M FeCl3, and 0.03M acetate buffer (pH 3.6) in a ratio of 1:1:10(v/v/v). 0.03M acetate buffer (pH3.6) was prepared by mixing 46.3 mL of 0.2M acetic acid and 3.7 mL 0.2 M sodium acetate 0.5 mL together. Thus, the deionized water was added into mixture to make up the volume to 100mL. Then, 0.5g of the sample was added to 15 ml of FRAP reagent which was prepared in situ and warmed until 37 °C before it was being used. The absorbance was measured at 593 nm by using an UV-Vis spectrophotometer (Perkin Elmer) after the solution was incubated for 5 minutes. Besides, 1 mM FeSO4stock solution was prepared as well. 0.278g of FeSO4 were dissolved into 1 L of deionized water. Thus, 1 mM FeSO4stock solution was diluted into 0.1, 0.2, 0.4, 0.6, 0.8 mM FeSO4 standard sol ution. A standard calibration curve was constructed by using different concentration of FeSO4 solution. The results were expressed as ÃŽ ¼mol Fe2+/mg dry weight of plant material. All measurements were carried out in triplicate and the mean values were calculated. 3.8  Statistical analysis The experimental results in this study were calculated and analyzed by using the IBM software (SPSS Statistics version 21). All values were expressed as the mean  ± standard deviation (SD) of triplicate measurements of replicate extraction. Simple correlation was used to determine the relationship between total amount of flavonoids in the crude extracts and their antioxidant capacities.

Friday, October 25, 2019

The New Jim Crow: Mass Incarceration in the Age of Colorblindness, by M

The New Jim Crow: Mass Incarceration in the Age of Colorblindness is a book by Michelle Alexander, a civil rights litigator and legal scholar. The book discusses race-related issues specific to African-American males and mass incarceration in the United States. Michelle Alexander (2010) argues that despite the old Jim Crow is death, does not necessarily means the end of racial caste (p.21). In her book â€Å"The New Jim Crow†, Alexander describes a set of practices and social discourses that serve to maintain African American people controlled by institutions. In this book her analyses is centered in examining the mass incarceration phenomenon in recent years. Comparing Jim Crow with mass incarceration she points out that mass incarceration is a network of laws, policies, customs and institutions that works together –almost invisible– to ensure the subordinate status of a group defined by race, African American (p. 178 -190). Alexander (2010) describes the New Jim Crow as a moment where society have already internalized the stereotypes of African American men as violent and more likely to commit crimes and where mass incarceration has been normalized – especially in poor areas– . That is, today is seen as normal that black parents are missing in their homes because they are in institutions of control (p.181). She also stresses American society denies racism when they assume the justice system works. Therefore, she claims that â€Å"mass incarceration is colorblind† (p.183). American society does not see the race biased within the institutions of control. Alexander (2010) suggests mass incarceration as a system of racialized social control that functions in the same way Jim Crow did. She describes how people that have been incarcer... ...ople (p.195). 7) Symbolic production of race. Perhaps this is the most important category of her analyses. She stresses that mass incarceration as Jim Crow and slavery define and reinforce what being a black person means. During slavery being black meant to be a slave. During Jim Crow meant to be a second class citizen. And mass incarceration defines black people, especially men, as criminals. We can conclude with her analyses that the criminal justice in America is biased an even though I don’t agree with the suggestion Alexander has heard from other people that mass incarceration is a â€Å"conspiracy to put blacks back in their place† (p.5). It is clear that the justice system in the US is not completely fair, and that collective action must arise to struggle it. Works Cited Alexander, M. (2010). The New Jim Crow. New York, NY: The New Press. The New Jim Crow: Mass Incarceration in the Age of Colorblindness, by M The New Jim Crow: Mass Incarceration in the Age of Colorblindness is a book by Michelle Alexander, a civil rights litigator and legal scholar. The book discusses race-related issues specific to African-American males and mass incarceration in the United States. Michelle Alexander (2010) argues that despite the old Jim Crow is death, does not necessarily means the end of racial caste (p.21). In her book â€Å"The New Jim Crow†, Alexander describes a set of practices and social discourses that serve to maintain African American people controlled by institutions. In this book her analyses is centered in examining the mass incarceration phenomenon in recent years. Comparing Jim Crow with mass incarceration she points out that mass incarceration is a network of laws, policies, customs and institutions that works together –almost invisible– to ensure the subordinate status of a group defined by race, African American (p. 178 -190). Alexander (2010) describes the New Jim Crow as a moment where society have already internalized the stereotypes of African American men as violent and more likely to commit crimes and where mass incarceration has been normalized – especially in poor areas– . That is, today is seen as normal that black parents are missing in their homes because they are in institutions of control (p.181). She also stresses American society denies racism when they assume the justice system works. Therefore, she claims that â€Å"mass incarceration is colorblind† (p.183). American society does not see the race biased within the institutions of control. Alexander (2010) suggests mass incarceration as a system of racialized social control that functions in the same way Jim Crow did. She describes how people that have been incarcer... ...ople (p.195). 7) Symbolic production of race. Perhaps this is the most important category of her analyses. She stresses that mass incarceration as Jim Crow and slavery define and reinforce what being a black person means. During slavery being black meant to be a slave. During Jim Crow meant to be a second class citizen. And mass incarceration defines black people, especially men, as criminals. We can conclude with her analyses that the criminal justice in America is biased an even though I don’t agree with the suggestion Alexander has heard from other people that mass incarceration is a â€Å"conspiracy to put blacks back in their place† (p.5). It is clear that the justice system in the US is not completely fair, and that collective action must arise to struggle it. Works Cited Alexander, M. (2010). The New Jim Crow. New York, NY: The New Press.

Thursday, October 24, 2019

Difference between public limited company and private limited company Essay

Executive Summary Ted’s Corporate Services is the business run by Ted. He is a sole trader. He wants to convert his business from sole trader to company to take the benefit of limited liability and other benefits as well. He wants advice for forming a company which is the most appropriate for him. Proprietary company unlimited by shares capital, public company unlimited by shares capital, public company limited by guarantee and public company with no liability are the companies which are not appropriate for Ted. As, the companies have unlimited liabilities which Ted do not want to establish and also no liability company is done for mining purpose only. Whereby, proprietary company limited by shares and public company limited by shares are the companies which can be set up by Ted. If company can easily get large capital, have good ability to borrow money from public, possibly list on stock exchange then Ted can form the public company limited by shares. Whereas, small business like Ted are unlik ely to meet these abilities and want to convert to company. So, the most appropriate type of company Ted could form is proprietary company limited by shares. This can also be converted to public company limited by shares in the future if Ted wants to expand his company. 1. Introduction Company is defined as a legal entity which is allowed by legislation and permits a group of people to apply to the government for an independent organization as shareholders who can then target on pursuing objectives, and empowered with legal rights (Modern Company Law 1997). Advantages of company are it is a separate legal entity; it can sue and can be sued by others, protection of assets and so on whereas complex legal formalities, more paperwork, costly to run and establish are some of the disadvantages of company (The Advice Spot 2010). The purpose of writing this report is to advice Ted about forming the company. Also, advising him about the most appropriate type of company which he can form. 2. Process of registering a company Certain requirements should be followed to register a company. First of all, a person must lodge an application with Australian Securities and Investment Commission (ASIC) using the prescribed form: s117 Corporation Act (CA) 2001. Section 117(2) (CA) states that the application must state specified information such as the type of company, the company’s name, names and addresses of persons consenting to be members, the address of the company and so on. (Lipton, Herzberg 2001) If the company wants to follow its own time table then it should also be mentioned by the public company in the application. The number of shares, class of shares, amount the member is ready to pay, and amount paid fully or partly should all be mentioned by the company limited by shares or unlimited company on the application. Also, if the public company wants to have a constitution on the registration, then a copy of the constitution must be lodged but it’s compulsory for the public company with no liability. The application must be in the advised form. Also, the company must have the consents and agreements. (Lipton, Herzberg 2001) After, the requirements are done successfully, ASIC will issue a certificate of registration and an Australian company number and it also will have the power according to S124 (1) (CA). S119 (CA) states that company comes into existence on the day it is registered with the specific name in its certificate of registration (Lipton, Herzberg 2001). This means that the company is a separate legal entity now. It is separate from people who run and manage the company. 3. Could Ted perform the process of registering the company? Anyone who is above 18 years old can form the company. Additionally, the person should not have any cases of bankrupts and also any offences related to misconduct or fraudulent activities relating to company. (Finance 2007) This shows that Ted can perform the process of registering the company. Also, it’s better for Ted to consult a lawyer if he has committed a breach of corporate law before setting up the company, for instance, as a director. 4. Advantages and Disadvantages of each type of company. The company is divided into two parts, i.e. Proprietary company and Public company which is discussed below. 4.1 Proprietary Company Proprietary company is a company where the fund is raised by issuing shares to known people such as friends, employees and relatives. In this type of company, there should be at least one director who is resident of Australia, not more than 50 non-employees shareholders and minimum 1 member: s114 (CA). Also, S148 (CA) states that company should have the abbreviation of either â€Å"Proprietary â€Å"or â€Å"Pty† to be recognized as proprietary company. (Lipton, Herzberg, Welsh 2000) Proprietary company is divided into two parts which have been discussed below with its advantages and disadvantages. 4.1.1 Company limited by shares A company limited by shares is a type of proprietary company where shareholder only pays amount unpaid on shares when company makes a call, i.e. they have fully and partly paid shareholders. Advantage of this company is that the shareholders are provided more protection when the case of liability rises. Whereas, more paper work, complex legal formalities, high cost to establish are some of its disadvantages. (Finance 2007) 4.1.2 Company unlimited by shares capital A company unlimited by share capital is the company where the shareholders are fully responsible for all the debts of the company. Advantage of this company is that it has separate legal entity, can sue and be sued and so on whereas unlimited liability is the major disadvantage. (Lipton, Herzberg, Welsh 2010) 4.2 Public Company Public company is the company where the fund is raised by issuing shares to general public by using disclosure document prospectus. In this type of company, there should be at least 3 directors where minimum 2 should be the resident of Australia and also can have infinite number of shareholders and members. Also, S148 (5) (CA) states that public company has no distinguishing name. (Lipton, Herzberg 2000) Public company is divided into four parts which have been discussed below with its advantages and disadvantages. 4.2.1 Company limited by shares Section 9 (CA) states that a company limited by shares is the company where shareholder only pays the amount unpaid on shares when company makes a call. There are two types of members who have paid the amount of shares either partly or fully. Under s515 (CA) a member is liable to contribute to the company’s debts and liabilities and the costs, charges and expenses of the winding up. Advantage of company limited by shares is that the creditor does not need to sell the personal property to pay the debt of the company. Whereas, the disadvantage is that it has more legal formalities, more paper work and so on similar to other companies. (Lipton, Herzberg 2001) 4.2.2 Company unlimited by shares capital Company unlimited by shares capital is the type of the company where the shareholders are fully responsible to pay for all debts of company. Recognition as a separate legal entity, large capital, highly professional persons engaged in the company is some of the benefits of company unlimited by shares capital whereas unlimited liability is one of the major disadvantages. (Redmond 2000) 4.2.3 Company limited by guarantee A company limited by guarantee is a company whose members have their liability limited to the amounts that they have undertaken to contribute to the property of the company in the event of it being wound up. Guarantee companies retain the advantages of being legal entities with the liability of the members limited to the amount of guarantee. Also under section 115 (CA), only a company limited by guarantee may obtain a licence to dispense with the word â€Å"Limited† at the end of its name. Whereas, the drawback of this type of companies is that it does not raise initial or working capital from its members. (Redmond 2000) 4.2.4 No liability Company A no liability company is a company where shareholders are not bound to pay the amount owed to company when company makes a call. Advantage of being this company is that there will be no liability for the shareholders, whereas the drawback of this company is that only mining can be done if no liability company is formed. (Redmond 2000) 5. What might be the most appropriate company to form, and can this be changed at a later point of time? 5.1 Most appropriate type of company. 5.1.1 Proprietary Company limited by shares This company is one of the appropriate companies for Ted. The shareholders are only liable to pay the debt of the company when company makes a call and also shareholders are more protected. Also, proprietary company limited by shares is good for the small family business (Finance 2007). 5.1.2 Proprietary Company unlimited with share capital Proprietary company unlimited with share capital is not appropriate company for Ted. As, in this company shareholders are fully responsible to pay the debt. Whereby, Ted wanted to convert to company because of limited liability. 5.1.3 Public Company limited by shares It is one of the companies which attract more number of shareholders. For Ted’s business activity, company limited by shares is also one of the appropriate companies as the shareholders will only be liable to pay for the amount unpaid on shares when the company makes a call. 5.1.4 Public Company unlimited by shares capital Ted wants to convert his sole trader business to company because of the limited liability. But company unlimited by shares capital has unlimited liabilities. Also, these sorts of company are established by professionals. So, it does not suit for the Ted’s business. 5.1.5 Public Company limited by guarantee A company limited by guarantee is convenient for clubs, charities and other non-trading companies whose capital is raised by members’ fees, donations, subscriptions and social activities (Lipton, Herzberg, Welsh 2010). Whereas, Ted Company is a trading companies and profit oriented, which means choosing company limited by guarantee is the wrong decision to be taken. 5.1.6 Public Company with no liability Section112 (3) (CA) states that a no liability company is prohibited from  engaging in activities that are outside its mining purposes objectives (Lipton, Herzberg, Welsh 2010). This reflects that no liability company is not appropriate type of company to be formed by Ted. 5.2 Can certain company be changed at a later point of time? Proprietary company limited by shares and Public Company limited by shares are both appropriate for the Ted’s business. In Future, if Ted wants to convert from proprietary to public or either from public to proprietary, he can convert it. 5.2.1 Proprietary to Public Company Corporation act allows proprietary company limited by shares to convert to public company limited by shares by passing a special resolution to this effect and by lodging an application with ASIC: s162 (CA) and s163 (CA). Also, the company should omit the word â€Å"Proprietary† from the company. Then the company is issued with an amended certificate of registration and becomes a public company. Under s165(CA), if the company has contravened s113 (CA), then ASIC may direct a proprietary company to change to public company. (Lipton, Herzberg, Welsh 2010) 5.2.2 Public to Proprietary Company Corporation act allows public company to convert to proprietary company by passing a special resolution to this effect and by lodging an application with ASIC: s162 (CA) and s163 (CA). The special resolution must alter the company name by including â€Å"Proprietary† or â€Å"Pty†. Also, S113 (CA) states that the proprietary companies to have share capital and a maximum number of 50 shareholder members. (Lipton, Herzberg, Welsh 2010) 6. On-going requirements If Ted were to set up a proprietary or public company, several more steps would have to be taken from the time the company is officially registered. Firstly, under s286 (CA), a detailed financial record should be kept by Ted. Also, these records should be available for the next seven years. A minute book must be there under section 251A (CA). Whereby, the minute book consists of the records and resolution of meetings which should be signed by  the director and chairperson of the company. Also, minute should include declaration form which is optional for proprietary and compulsory for public company. Additionally, under s168 (CA) register have to be maintained for members, option holders and debenture holders. As, Ted wants to increase his capital, he should give notice to ASIC of the shares he wants to issue, amounts paid and unpaid on the shares. Likewise, within two months, Ted need to issue share certificates to the holders. Appointing a public tax officer and an appropriate ins urance would be advised for Ted. (Lipton, Herzberg, Welsh 2010) 7. Liable for the actions After setting up the company, the shareholders, members are not liable for the actions undertaken by the company. The precedent case Salomon v Salomon & Co Ltd (1897) Ac 22, the court decided that Salomon was not held liable because the company and he himself are two different business entity doing business together. However, the court will lift the veil of incorporation if the company is used to perpetuate a fraud, if company is used to avoid an existing legal obligation, situation of agency and so on. Whereby, veil of incorporation is defined as barrier which separates the company on one hand and the members, promoters and controllers on the other. (Lipton, Herzberg, Welsh 2000) In the case Re Darby (1911) 1 KB 95, the court decided that Darby was liable for his actions and so the court lifted the veil of incorporation. Also, in the case Gilford Motors Co Ltd v Home (1933) Ch 935, the court held that the Gilford was liable as the company was created for fraudulent purposes. (Lipton, Herzberg, Welsh 2000) Under the case Freeman & Lockyer v Buckhurst Park Properties (Mangal) Ltd (1964) 2 QB 480, the court decided that there must be a representation that the agent has the authority, the 3rd party must be well known that the contract is done on good faith and the contract must have power under memo & articles to make contract. Or else, the person will be fully liable for his/ her activities. (Commonwealth Consolidated Act 2001) 8. Restrictions on the sale of shares Usually shares are easily transferable. Shareholders have right to buy and sell the shares. However, the company also can restrict the shareholders to  transfer the shares. S1072 G (CA) states that the director of proprietary companies have right to refuse to transfer shares. Also, S1072 F (CA) states that the public company have limited right to restrict transfer of share. (Commonwealth Consolidated Acts 2001) This shows that Ted can restrict on the sale of shares by following the S1072 G (CA) or S1072 F (CA). He might do this to be the majority shareholder of the company. He can maintain the less chances of takeover by the third party. Also, if he restricts the transfer of shares then the business would remain in the family’s hand only. 9. Recommendation and Conclusion Type of business run, individual circumstances, the level of control and financial situation are the things which should be considered before choosing which type of company to set up. For example, if the company can easily get a large capital, have easy transfer of share ownership, have good ability to borrow money from public and possibly list on the stock exchange, then choosing public company with limited shares won’t be the wrong decision for Ted. (Finance 2007) However, many small businesses like Ted’s are unlikely to require these abilities and are more willing to set up a company structure for family tax planning. Likewise, company also provides more benefits than sole trader, i.e. limited liability, recognition, enough flexibility and so on. This shows that the appropriate form of company would be proprietary company limited by shares for Ted. To conclude, a proprietary limited company is the most common type of company set up by small businesses. So, Ted can ch oose proprietary company with limited shares. Also, in future if he wants to expand his business, he can go through some legal formalities and can convert to public company limited by shares. List of References Adams, M, 2002, Essential Corporate Law, 1st edn, London Commonwealth Consolidated Act, 2001, Corporation Act 2001, viewed 30 April 2012, Davies, P 1997, Gower’s Principles of Modern Company Law, 6th edn, London Finance, 2007, Proprietary limited company, viewed 30 April 2012, Lipton, P, Herzberg, A, 2000, Understanding Company Law, 10th edn, Sydney, New South Wales Lipton, P, Herzberg, A, 2001, Understanding Company Law, 9th edn, Sydney, New South Wales Lipton, P, Herzberg, A, Welsh, M, 2010, Understanding Company Law, 15th edn, Sydney, New South Wales

Wednesday, October 23, 2019

Most Serene about venice

,† is an improbable cityscape of stone palaces that seem to float on water, a place where cats nap on Oriental marble windowsills set in colorful plaster walls. Candy-striped pylons stand sentry outside the tiny stone docks of palazzi whose front steps descend into the gently lapping waters of the canals that lace the city. In Venice, cars are banned every form of transportation floats, from water taxis and vaporetti (the public â€Å"bus† ferries) to ambulance speedboats and garbage scows.Venice is a place where locals stop at the bacaro (wine bar) to take un ombra (literally a little bit of shade,† in practice, a glass of wine) and munch on cicchetti (tapasllke snacks) or linger over exquisite restaurant seafood dinners. It is also a city of great art and grand old masters. Venetian painting featured early masters such as the Bellini clan Jacopo from the 1420s, sons Giovanni and Gentile from the 1460s.By the early 15005, Venice had taken the Renaissance torch fro m Florence and made it its own, lending the movement the new color and lighting schemes of such giants as Giorgione, Tiziano (Titian), Paolo Veronese, and Tintoretto. So much for Venice the Serenissima. There's also Venice the insanely popular and overcrowded. Certainly, the tourists can seem inescapable, and prices can be double or triple here what they are elsewhere In Italy. But visitors flock to this canalled wonder for very good reason: Venice is extraordinary, It Is magical, and It Is worth every cent.Its existence defies logic, but underneath its otherworldly beauty and sometimes-stifling tourism, Venice is a living, breathing, singular city that seems almost too exquisite to be genuine, too fragile to survive the never-ending stream of visitors who have been making the pilgrimage ere for 1,500 years. As barbarian hordes washed back and forth across the Alps during the decline of the Roman Empire (starting in the 4th c. ) inhabitants of the Veneto flatlands grew tired of bein g routinely sacked and pillaged along the way.By the 6th century, many had begun moving out onto the mud-flat Islands of the marshy lagoon, created by what was in ancient times the Po River delta, to take up fishermen's lines or trading ships. When they saw that one barbarian horde, the Lombards, had stayed to settle the upper Po valley (still called Lombardy), these Veneti decided to remain on their new sland homes and ally themselves instead with the eastern remnant of the old Roman Empire, Byzantium. Oddly, what we now consider central Venice was the last area settled.After Attila the Hun rampaged through, citizens of the Roman town of Altino moved out onto Torcello ironic, since Torcello's star has long since fallen and it is now the least built-up of all of greater Venice's major inhabited islands. Townsfolk from Oderzo moved to Malamocco and made it the lagoon's political capital (the original site is now underwater, and the Malamocco that survives nearby is a fishing village on the outhern stretch of the Lido, near the golf course).After barely defeating Charlemagne's son Pepin there in 810, the capital was moved to the more protected Rialto islands now central Venice. Greater Venice's oldest surviving structure is the cathedral on Torcello, founded in 639, but today's site is largely from the 9th and 10th centuries. In fact, sparsely populated Torcello is one of the best glimpses into what early Venice must have looked like scattered buildings and canals banked by waving rushes and reeds, everything outlined by the dotted lines of wooden piles hammered down into the ud.This construction is what underlies all those stone palazzi of central Venice: a framework foundation of sunken tree trunks, hammered down into the caranto (a solid clay layer under the surface of mud and sand) and preserved in the anaerobic atmosphere of their muddy tomb, overlain with Istrian stone. As its power began to peak in the early 13th century, Venice led the fourth and most su ccessful Crusade, capturing Constantinople itself. It went on to conquer territories across what are today Turkey, the Greek Isles, and Crete and eventually became the apital of Italy's inland provinces, now the Veneto, Trentino, and Friuli.By 1300, it was one of the largest cities and the leading maritime republic of Europe and the Mediterranean. Although the Black Death carried off over half the population from 1347 to 1350, Venice bounced back and remained a maritime power until the 18th century, when trade through the new American colonies would increasingly steal much of the city's thunder. By the end of the 18th century, Venice had run out of steam commercially, not to mention militarily, after centuries spent fghting the Turks (who slowly regained most f Venice's Aegean and Greek territories).By the time Napoleon came along in 1797, the Venetian Republic offered little resistance. Napoleon gave control of Venice to Austria, under whose rule it remained for almost 70 years. Da niele Manin did stage an unsuccessful minirevolution in 1848 and 1849, during which Venice was privileged to become the first city attacked from the air by a fleet of hot-air balloons armed with long-fused time bombs. The Risorgimento (unification) movement and its king, Vittorio Emanuele II, defeated the Austrians, gained control of the Veneto, and made t a part of the newly minted state of Italy in 1866.In its position at the crossroads of the Byzantine and Roman later Eastern and Western worlds, Venice, over many centuries, acquired a unique amalgamated heritage of art, architecture, and culture. And although hordes of traders and merchants no longer pass through as they once did, Venice nonetheless continues to find itself at a crossroads: an intersection in time between the uncontested period of afloat. It is a great disservice to allot Venice the average stay of 2 nights and 3 days (it ometimes takes the better part of a day Just to find your hotel).