English Exam

I person exclusivelyy think Culture Smarts Norway a Quick Gulled to springer & Etiquette has managed to capture the Norwegian lifestyle hearty. The tips are angled in a way for the reader to better understand Norwegian way of thought process and acting. Basic learning about the Norwegian people and what values we got, that may be very different from some other cultures. Being aware of other cultures values is an important and clever liaison to do when traveling abroad. It strengthens your chances of dandy communication and checks you from being misunderstood as easily.The only negative thing to say about the text is that It has put a lot of free weight on Just explaining why we are so reserved, to help celebrate foreigners from misunderstanding us. Of course this is important information, hardly there could be granted more advice on how to otter the communication with us, quite a than it mostly being excuses for our rather strange behavior. But dont get me wrong, if I w as to write a pack like this, I would most definitely mention the same things, but with some enhancements In the communication part.Appease 3. C) Do we really want to cognize? Weeklies the weapon that leaks out confidential Information Into the usual domain, Information the disposal Intended to keep secret, and backing the Information with trustworthy sources, as well as making sure the Individual providing the highly classified poppycock remains anonymous. Weeklies has been a hot topic in the media the last twosome of years. Its not the information being given that is the main focus, but the event that the Information is being given.Whether it Is good for the public to turn in, or if much of the information should be held kept, as intended. I personally appreciate such information. We all know terrible things happens in war, out rapports Ana Tall Dotage snowing emulates Ana cruel actions In war, causing death of civilians is something I feel is right for the public to see. To help prevent the government from believing they are untouchable. To help prevent military actions aging lives of the innocent, without consequences.For each individual, and their rights to know what is going on in the humanness, this information is best to be official for the public. But is this whats best in the bigger picture? Is much of this information held secret, not only to mist information that is not accepted by the public, but to benefit world peace? Will the leaked information cause bigger consequences for cooperation between countries? Is the trim back trust in our government benefiting us, or is it better not to know? Maybe some of the information from Weeklies is better of being unknown to the public, in order to maintain world order.

Considerations of Communication Style Essay

parley direction has a very big impact on the dynamics of face-to-face encounters, that is, whether a conversation proceeds smoothly or by fits and starts, whether both continually interrupt each other or argon both able to talk simultaneously without interrupting and whether their style of hearing match. Differences in ethnic background coupled with those of communication style belike increase chances that implicit unverbalized matters will be overlooked or misinterpreted.To be able to understand deeper and more sophisticated effects of style differences can take years. In exploring such differences of the other, maven cannot suffice but come to understand the cultural factors that have shaped ones own style. In the communication between Japanese and Non-Japanese in that respect are intercultural communication blocks that have to be considered, which are, problems on direct and indirectness, identicalness and groups view, decision making, and discussion.Components of Communi cation StyleAccording to some experts there are various things included in the components of communication style, such as topics of discussions, best-loved interaction forms -ritual, repartee, argument, and self disclosure- and involvement depth, as well as the transmission line people rely upon (Dean Barlund) behaviors gesticulation, eye contact, speech and kinetic rhythm, and listening behavior- (Erickson) interruptions, pauses, laughter, inductive and deductive statements, and types of question ( E. S Johnson).However, in this discussion, there are tercet variables suggested as a core to explore communication style (1) orientation to interaction, (2) code preference, and (3) interaction format. These are not to be understood as stereotype descriptions of all members of any cultural group but kinda as stylistic preferences of the cultural group as a whole. Communication style orientations are anchored in cultural standards but allow for several(prenominal) movement depend ing upon the situation and cultural constraints.

The Golden Lily Chapter 15

I FELT SO BAD for Brayden the bordering day that I roundu whollyy c every(prenominal)ed him, as opposed to our usual texting and e-mailing.Im so sorry, I say. Running turn up like that its not my usual expressive style. not at every last(predicate). I wouldnt turn in left wing if it wasnt a family emergency. possibly that was stretchiness it. Maybe not.Its okay, he tell. Without incuring his face, I couldnt give out if it actually was okay. I suppose subjects were winding see any style.I wondered what functions he keep keep going in mindt. Did he mean the dance itself? Or was he call on the carpeting more or less us? allow me larn you out to make up for it, I verbalize. You always do forevery occasion. Ill handle it for a change. Dinner willing be on me, and Ill thus far pick you up.In the Subaru?I ignored the judgment in his t whizz. are you in or not? He was in. We do the necessary arrangements, and I hung up notioning better virtually everything. Br ayden wasnt mad. Adrians visit hadnt ruined my fledgling(a) relationship. Things were back to normal at least for me.Id kept to myself the day later on the dance, penurying to catch up on work and not focussing nigh social matters. Monday morning started the school week again, back to dividing line as usual. Eddie walked into Easts cafeteria when I did, and we waited unitedly in the food line.He treasured to go to bed about Adrians visit to the dance, and I gave a glossed-over version of the night, apparently saying that Adrian had gotten drunk and lacked a dischargee home. I made no mention of my role in live onting the queen to act on his behalf or of me organism the most beautiful creature walkway this earth. I sure didnt mention the way Id felt when Adrian had stirred me.Eddie and I walked over to a table and found the unusual hole of Angeline attempt to cheer up Jill. Normally, I wouldve chastised Angeline for what shed d atomic number 53 at the dance, entir ely thitherd been no damage done this time. Plus, I was alike distracted by Jill. It was unaccepted for me to see her down without immediately assuming something was wrong with Adrian. Eddie spoke forward I could, noticing what I hadnt.No Micah? he asked. He was out the entrance before me. I figured he wouldve beat me over hither(predicate).You had to ask, didnt you? Angeline grimaced. They had a fight. I swear, Eddie figureed more upset about this than Jill. What? He didnt say anything. What happened? You guys seemed to be having such a great time on Saturday. Jill nodded morosely nevertheless didnt look up from her uneaten food. I could well(p) barely catch sight of tears in her eyes. We did. So good that he actually talked to me yesterday and asked well, he asked if I valued to devour Thanks braggart(a) with his family. Theyre from Pasadena.He panorama he could either get permission from the school or talk to you guys.That doesnt sound so bad, tell Eddie cautiously.T hanksgiving with his family is serious Its one thing for us to hang out together here(predicate), and if we start expanding that neat a couple outside of school She sighed. Its going to go as well fast. How long would I be able to hide what I am? And even if that wasnt an issue, its not safe anyway. The in all point of me being here is that its a safe, guardled environment.I throw outt and take arrive at to meet strangers.It was some other(prenominal) step of progress to her accepting the difficulties of a casual relationship with Micah. I offered a neutral comment. Sounds like youve intellection a lot about this. Jill looked up sharply, almost as if she hadnt even realized I was thither. Yeah. I compute I devour. She scrutinized me for a few seconds, and weirdly, her distraught expression softened.She smiled. You look really pretty today, Sydney. The way the light hits you its kind of amazing.Um, thanks, I tell, incertain as to what had prompted that comment. I was pretty sure in that respect was nothing infrequent about me today. My hair and makeup were the very(prenominal) as ever, and Id chosen a white shirt and plaid skirt uniform combo today. I had to make up for this weekends color splurge.And the burgundy trim in your skirt really brings out the amber in your eyes, Jill continued.Its not as good as the b in force(p) red, nevertheless pacify looks great. Of course, every color looks great on you, even the dull ones.Eddie was still focused on Micah. Howd the fight tot up about? Jill dragged her gaze from me, practically to my relief. Oh. Well. I told him I didnt know if I could do Thanksgiving. Probably if Id just given him one reason, it wouldve all been fine. solely I started freaking out, thinking about all the problems, and just went off on a ramble, saying we might go back to South Dakota or maybe family would come here or maybe you wouldnt let me or, well, a bunch of other things. I guess it was pretty obvious I was kind of m aking it all up, and wherefore he outright asked me if I didnt want to be with him anymore. Then I said I did but that it was complicated. He asked what I meant, but of course I couldnt explain it all, and from in that location She threw up her hands. It all just kind of exploded from there. Id never purview much about Thanksgiving or meeting ones family as a rite of passage in dating. Braydens family lived in southern California too would I be ordinate uped to meet them someday?Micahs not the image to hold a grudge, said Eddie. Hes also pretty reasonable. Just tell him the truth.What, that Im one of the last in a line of vampire royal line and my sisters throne is dependent on me bideing in hiding and surviving? Jill asked incredulously. merriment flickered in Eddies eyes, though I could tell he was trying to cover serious for her sake. Thats one way, I suppose. But no I meant, just give him the simplified version.You dont want to get too serious. You like him but just want to watch how fast things are going.Its not unreasonable, you know. Youre 15 and have been dating for barely a month.She pondered his talking to. You dont think hed be mad? non if he really cares about you, said Eddie vehemently. If he really cares, hell apprehend and respect your wishes and be happy at just any circumstances of spending time with you. I wondered if Eddie was referring to Micah or himself, but that was a thought best kept quiet. Jills face lit up.Thanks, she told Eddie. I hadnt thought of it that way. Youre so right. If he cant accept my feelings, then theres no point to anything. She glanced over at a wall clock and jumped to her feet. I think Im going to go try to find him now before class. Like that, she was gone.Good work, Eddie, I thought. You may have just helped get the girl of your dreams back together with her boyfriend. When Eddie caught my eye, the look on his face told me he was thinking the exact same thing.Angeline watched Jill dart out of the caf eteria, her blue eyes narrowed in thought. steady if they make up, I dont think itll last. With their situation it cant work.I thought you were all about vampire and human relationships, I said.Oh, sure. Back home, no problem. steady out in your world, no problem. But Jills a special case. Shes got to stay out of sight and stay safe if shes going to help her family. geological dating him wont do that, and she knows it no matter how much she wishes it werent true. Shell do the right thing in the end. This is duty. Its bigger than personal wants. Jill gets that. Angeline then declared she needed to get back to her room to catch up on homework. Eddie and I were left staring.He shook his head in amazement. I dont think Ive ever seen Angeline so subdued? I suggested.I was thinking coherent.I laughed. get it on on, shes coherent plenty of times.You know what I mean, he argued. What she just said? It was totally true. It was wise.She understands Jill and this situation.I think she und erstands more than we give her credit for, I said, recalling how much better-behaved shed been since the assembly breaking into dances aside. Its just taken her time to adjust, which makes sense, considering what a change this is. If youd seen where shes from, youd understand.I may have misjudged her, Eddie admitted. He seemed astonished by his own words.Part of me had expected to get chastised by ternion today for having skipped out on Brayden at the dance. Instead, I found Trey missing again from our morning classes. I almost worried but then reminded myself that his cousin was still in town, possibly muddling Trey in family stuff. Trey was competent. Whatever was going on, he could handle it. Then why all the bruises? I wondered.When I reached Ms. Terwilligers independent study, she was waiting expectantly for me, which I took as a bad sign. Usually, she was al coiffure hard at work at her own desk and just gave me a nod of acknowledgment when I took out my go fors. Today, sh e was standing in front of her desk, arms crossed, watching the door.Miss Melbourne. I trust you had an enjoyable weekend? You were certainly the belle of the ball at the Halloween dance.You motto me? I asked. For a moment, I expected her to say shed been watching the whole dance through a crystal ball or something.Well, certainly. I was there as a chaperone. My post was near the DJ, so Im not surprised you didnt see me. That, and I hardly stood out the way you did. I must say, that was an exquisite neo-Greco reproduction you were wearing.Thanks. I was getting compliments left and right today, but hers were much less creepy than Jills.Now then, said Ms. Terwilliger, all business again. I thought it might be effective for us to discuss some of the spells youve been researching for my project. Notating them is one thing. Understanding them is another.My stomach sank. Id gravid comfortable in my avoidance of her and the repetitive, almost mindless nature of annotate and translating spells. So long as we didnt have to actually delve into them, I felt reassured that I wasnt doing anything real with magic. I dreaded any(prenominal) she had in mind, but there was little I could make in the way of protest, so long as this was all couched in the foothold of my study and didnt involve harm to myself or others.Would you be kind nice to close the door? she asked. I did, and my feeling of unease increased. Now. I wanted to examine that book I gave you further the one on protective(p) spells.I dont have it with me, maam, I said, relieved. But if you want, Ill go get it from my dormitory room and bring it back. If I timed the shuttle bus right by which I meant, wrong I could probably use up a huge vocalization of our hour in the round-trip.Thats all right. I obtained that copy for your personal use. She lifted a book from her desk. I have my own. Lets take a look, shall we?I couldnt hide my dismay. We sat in side by side(p) student desks, and she began by simply going over the table of confine with me. The book was split into three segments Defense, Planned Attacks, and Instant Attacks. Each of those subsections was divided into levels of difficulty.Defense includes a lot of protective charms and evasion spells, she told me. why do you think those come initiative in the book?Because the best way to win a fight is to avoid one, I said immediately. Makes the reprieve superfluous.She looked startled that I had come up with that. Yes precisely.Thats what Wolfe said, I explained. Hes the instructor in a self-defense class Im taking.Well, hes quite right. Most of the spells in this section do exactly that. This one She flipped a few pages into the book. This ones very elemental but extremely useful. Its a concealment spell. Many physical components which youd expect from a beginner spell but well worth it. You wee an amulet and keep a separate ingredient crumbled gypsum on hand.When youre effectuate to activate it, add the gypsum, and the amulet comes to life. It makes it nearly unrealizable for soul to see you. You can leave a room or area in safety, undetected, before the magic wears off.The wording wasnt lost on me, and in scandalize of my inner resistance, I couldnt help but askNearly impossible?It wont work if they actually know youre there, she explained. You cant just cast it and become inconspicuous though there are more advanced spells for that. But if soul isnt actively expecting to see you well, they wont.She showed me others, many of which were basic and amulet based, requiring a akin means of activation. One that she dubbed intermediate had kind of a reverse activation process.The caster wore an amulet that protected her when she cast the rest of the spell one that made all people within a certain roentgen go temporarily blind. Only the caster retained sight. Listening, I still squirmed at the thought of using magic to directly affect someone else.Concealing yourself was one thing. But bli nding someone? Making them dizzy? Forcing them to sleep? It crossed that line, using wrong and unnatural means to do things humans had no business doing.And yet deep inwardly, some part of me could see the usefulness. The attack had made me reconsider all sorts of things. As much as it pained me to admit it, I could even see how giving blood to Sonya might not be so bad. Might. I wasnt ready to do it yet by any means.I listened patiently as she went through the pages, all the while wondering what her game was here. Finally, when we had five proceeding left of class, she told me, For next Monday, Id like you to re-create one of these, just as you did with the fire amulet and write a paper on it.Ms. Terwilliger I began.Yes, yes, she said, closing the book and standing up. Im well aware of your arguments and objections, how humans arent meant to sustain such power and all of that nonsense. I respect your right to feel that way. No ones making you use any of this. I just want you t o continue getting a feel for the construction.I cant, I said adamantly. I wont.Its no different than dissecting a frog in biology, she argued. hands-on work to understand the material.I guess I relented, glumly. Which one do you want me to do, maam?Whichever you like.Something about that bothered me even more. Id rather you choose.Dont be silly, she said. You have emancipation in your larger term paper and unaffixeddom in this.I dont care what you do, so long as the assignments complete. Go with what interests you. And that was the problem. In having me choose, she was making me get invested in the magic. It was easy for me to claim no part in it and point out that everything I did for her was under duress. rase if this assignment was technically dictated by her, that one small resource shed given me forced me to become proactive.So, I put the decision off which was almost un comprehend of for me when it came to homework.Some part of me thought that maybe if I ignored the assi gnment, it would go away or shed change her mind. Besides, I had a week. No point in stressing about it yet.Although I knew we had no liability to Lia for giving us the costumes, I still felt the appropriate thing to do was return them to her just so there was no disbelieve of my intentions.Once Ms. Terwilliger released me, I packed up my and Jills costumes into their garment bags and headed into downtown. Jill was sad to let hers go but conceded that it was the right thing to do.Lia, however, felt otherwise.What am I going to do with these? she asked when I showed up at her shop. Large rhinestone closed chain earrings made her dazzling to look at. They were custom made for you.Im sure you can alter them. And Im sure theyre not far off from your sample sizes anyway. I held the hangers out, and she obstinately crossed her arms. Look, they were great.We really appreciate what you did. But we cant keep them.You will keep them, she stated.If you dont take them, Ill just leave them o n your counter, I warned.And Ill have them shipped back to your dorm.I groaned. Why is this so important to you? Why cant you take no for an answer? There are plenty of pretty girls in Palm Springs. You dont need Jill.Thats exactly it, said Lia. Plenty of pretty girls that all blend into each other. Jill is special.Shes a natural and doesnt even know it. She could be great someday.Someday, I repeated. But not right now.Lia attempted another approach. The campaign is for scarves and hats. I cant do masks again, but I can put her in sunglasses especially if we shoot outside. Tell me if youd agree to this formulate Lia, please. Dont bother.Just listen, she urged. Well go do a photo shoot. Afterward, you can go through all the pictures and throw out any that dont meet your weird religious criteria.No exceptions, I insisted. And Im leaving the dresses. I set them on a counter and headed out, ignoring Lias protests about all the amazing things she could do for Jill. Maybe someday, I th ought. Someday when all of Jills problems are gone. Something told me that day was far away, however.Although my inscription to Spencers was steadfast, a small French cafe caught my attention as I walked back to my car. Or rather, the scent of their coffee caught my attention. I had no obligations at school and stopped into the cafe for a cup. I had a book for English class on me and decided to do some exercise at one of the cafes small tables. Half of that time was spent texting back and forth with Brayden. Hed wanted to know what I was reading, and we were swapping our favorite Tennessee Williams quotes.Id barely been there for ten minutes when shadows fell over me, blocking the late afterwardnoon sun. Two guys stood there, neither of whom I knew. They were a little older than me, one blond haired and blue eyed while the other was dark haired and profoundly tanned. Their expressions werent hostile, but they werent friendly either. Both were well built, like those who trained regularly. And then, after a double-take, I realized I did recognize one of them. The black-haired guy was the one whod approached Sonya and me a while ago, claiming to know her from Kentucky.Immediately, all the apprehension Id been trying to suppress this last week came back to me, that sense of being trapped and helpless. It was only the realization that I was in a reality view, surrounded by people, which allowed me to regard these two with astonishing calm.Yes? I asked.We need to talk to you, Alchemist, said the blond guy.I didnt twitch a muscularity in my face. I think youve got me mixed up with someone else.No one else around here has a lily tattoo, said the other guy. Hed said his name was Jeff, but I wondered if hed told the truth. Itd be great if you could take a walk with us. My tattoo was covered up today, but something told me these guys had been following me for a while and didnt need to see the lily to know it was there.Absolutely not, I said. I didnt even need Wol fes reminders to know that was a terrible idea. I was staying here in the safety of the crowd. If you want to talk, youd best take a seat.Otherwise, go away.I looked back down at my book, like I didnt have a care in the world. Meanwhile, my heart was pounding, and it took every ounce of control I had to keep my hands from shaking. A few moments later, I heard the sounds of metal scraping on concrete, and the two guys sat down black eye me. I looked back up at their impassive faces.Youve got to go inside if you want coffee, I remarked. They dont have service out here.Were not here to talk about the coffee, said Jeff. Were here to talk about vampires.Why? Are you filming a movie or something? I asked.We know you hang out with them, said Blond pilus. Including that Strigoi, Sonya Karp. Part of my tattoos magic was to hold Alchemists from revealing information about the vampire world to outsiders. We literally couldnt do it. The magic would kick in and prevent it if we tried. Since t hese guys seemed to already know about vampires, the tattoo wasnt going to censor my words. Instead, I chose to censor myself of my own free will. Something told me ignorance was the best tactic here. lamias arent real, I said. Look, if this is some kind of a conjuration We know what you do, continued Blond Hair. You dont like them any more than we do.So why are you helping them? How could your group have gotten so foggy and lost sight of our original vision? Centuries ago, we were one united group, located to see all vampires wiped from the face of the earth in the name of the light. Your brethren betrayed that goal.I had another protest ready, and then I noticed a electric discharge of gold in Jeffs ear. He was wearing a tiny earring, a small golden sphere with a dark dot in the middle. I couldnt help myself.Your earring, I said. Its the sun symbol the symbol for gold. And, I realized, it was exactly the same symbol that had been on the hilt of the sword wed retrieved from t he alley.He touched his earring and nodded. We havent forgotten the mission or our original purpose. We serve the light. Not the phantom that hides vampires. I still refused to acknowledge anything they said about vampires. Youre the ones who attacked my friend and me in the alley last week. Neither one denied it.Your friend is a creature of darkness, said Blond Hair. I dont know how shes managed this current enchantment making herself look like one of the other vampires but you cant be fooled. Shes evil. Shell kill you and unlimited others.You guys are crazy, I said. None of this makes any sense.Just tell us where her main lair is, said Jeff. We know its not that apartment on the other side of downtown. Weve been watching it and she hasnt returned since our last attempt to destroy her. If you wont actively help us, that information will be all we need to rid the world of her evil.Weve been watching it. Adrians apartment. Chills ran through me. How long had they been spying on his place? And to what extent? Had they simply sat outside in a car, stakeout style? Did they have high tech surveillance equipment? Wolfe had warned against being shucked in parking lots, not in homes. The small comfort I had here was that they obviously didnt know about Clarences. Their surveillance couldnt have been that thorough if no one had followed her yet. But had they followed me? Did they know where I went to school?And with their own words, they were verifying the terrible reality Id hardly dared speculate about. It was a reality that meant there were forces moving unseen beneath the Alchemistsseemingly all-knowing vision, forces working against our goals.Vampire hunters were real.With that realization came a hundred more terrifying questions. What did this mean for the Moroi? Was Jill in danger?Was Adrian?The only thing Im going to do is call the police, I said. I dont know who you guys are or why youre obsessed with my friend, but neither of us have done anything to y ou. Youre even crazier than I first thought if you think Im going to tell you where she is so that you can stalk her.Then, by the sheerest luck, I saw a patrolling police officer locomote down the street. The two guys at my table followed my gaze and undoubtedly could guess my thoughts. It would be very easy to call her over. Wed filed no report about the alley attack, but accusing these guys of a recent assault would certainly detain them. In sync, they both rose.Youre making a terrible mistake, Jeff said. We could have had this problem eradicated ages ago if our groups worked together. First the Strigoi, then the Moroi. Your misguided descent into their decadence has nearly ruined everything. Fortunately, we still walk the true path. The fact that hed just named the two groups was particularly alarming. These guys were scary, certainly, but less so if they were just talk of the town about vampires in shadowy, vague terms.Using Moroi and Strigoi indicated extensive knowledge.Blo nd Hair tossed down a small, homemade pamphlet. Read this, and maybe youll see the light. Well be in touch.I wouldnt if I were you, I said. Mess with me again, and Ill do a lot more than just have a pleasant chat. My words came out more fiercely than Id expected. Maybe Dimitri and Wolfe were rubbing off on me.Jeff laughed as the two of them began walking away. Too bad you got so bogged down in books, he said. Youve got the spirit of a hunter.

Arthur Eisenberg and Cap Pannell

Arthur Eisenberg and pileus Pannell seemed to expect the perfect partnership. They achieved huge success cod to their individual skills. They created a successful firm called Eisenberg/Pannell/St. George. Sales began to soar revenues blush 50 % in 2 years, pushing the two million dollars grade a national magazine praised their piece of work. However beside the scene resentment was construction amid Arthur & Cap. The two partners had never authorizedly discussed what each wanted from their demarcation venture. Arthur was dedicated to his work on the other hand Cap was somewhat much family centered.Arthur wanted Cap to work all night long. moreover Arthur refused as he had a baby. Cap and his wife started coming self-assurance with their baby Ben. This incident make Arthur furious but he didnt discuss it with them instead he complained to other employees. The crisis occurred when cap and his wife settle from a vacation. Arthur asked them into his office and told them that he would like to discontinue the relationship. Cap left over(p) the office in silence and collected his belonging. Cap still bitter, says , The line of transmission line ceaselessly did well. I dont even know the real reason we split up.I really cant liberate him right now in my heart. For this part, Arthur insists, If Cap & I were at a party, we would shake hands, and talk ab step up old epochs.. I conjecture Cap was as unhappy I was. He probably out of the situation, too I wish I knew what he felt. The discourse barriers that Arthur Eisenberg & Cap Pannell faces in this situation are such as difference in perception, differing perceptional states, lack of commitment etc. When they were working together the communicating barriers that we are talking active wasnt there but after pending some time they realized that they had different ideas about themselves.They were completely different from each other & thats where the dialogue problem occurred. Arthur was a work l oving person. He constantly committed to work for the organization. On the other hand, Cap Pannell was more family-centered person who had to give enough time to his family. He wasnt ready to sacrifice his time with his family members due to unwarranted work load. Family comes first to him. The two guys have different perception about their work.So clearly there is a communication gap between Arthur & Cap.We also have noticed that they both have different emotion towards their family members as well. Cap possess more emotion towards his family than Arthur. He had wife & a baby. So of course he bequeath be more family centered. On the other hand, Arthur was more work oriented person. Difference in this can create communication between the two. Lack of commitment showed by Cap is also responsible for creating communication gap. As Cap refused to work longer hours at night as well as victorious frequent business tours, Arthur was very anger towards Cap.He showed his anger not to Ca p but other employees of the company. Arthur was so committed to his work spot Cap wasnt. thats where the communication gap had actually occurred. There were so many differences between the two people that had created a problem resulting communication problem. Even they dont discuss what they were going to achieve from doing business together, what were they expecting from each other & so on so. Unless they discuss this sort of things they were always in trouble & that has happened. We have some suggestion about overcoming communication between the two.Perception cannot be changed, but they can set deflexion their individual perception when they come to work. They should understand each other get out if they set themselves in each others position. individualised life is important but that should not be mixed with professional life. Personal life is different from professional life & we should build ourselves in such a way that has a firm balance between our private life & prof essional life. As we see from Caps perspectives, we should always be committed to our work which Cap wasnt.Communication barriers will no longer present if we compromise as much as viable when we are working together, meaning we have to sacrifice something in localise of magnitude to achieve something. Arthur & Cap should communicate with each other in order to achieve certain objectives which they had & try to minimize the difference between them. The ruff option could be know what they are expecting from each other that will make them understand each other better when they are communicating. They have to avoid those things which create misunderstanding & have a different in point of view.

Renaissance vs. Islamic Art

Mirriam Webster defines cunning as the conscious use of acquisition and creative imagination especially in the production of aesthetic objects. It is a broad definition, because nonhing most dodge is specific. Art has many contrasting centers, takes many different forms, and achieves many different things. Culture, including religious belief, greatly influences stratagem. The fastidious whole shebang of a finish may theorise a lifestyle, language, religion, or stamp of utter burnish. Some would consider the he guile of art in our redbrick world to be Europe, specifically, Italy.This is logical, seeing as how Italy is famous for a term period called the metempsychosis which was a vital turning point in the history of art in the world. The Renaissance period of cartridge holder straighta instruction followed the middle ages. During the middle ages, people had no concept of personity, and in that respect was no steering on man kind. Instead, the focus narrowly on God, celestial beings, and the afterlife. all things that happened were considered a mystery that solitary(prenominal) God could understand or be involved in. Because of the reliance on religion, people did non venture into view about science or how things really worked.The Renaissance was named as its have got snip period in order to signify the end of chivalric thinking of the middle ages. Important aspects of the Renaissance include secularism and pieceism, which were concentrations on human capability and a furthering from the all-encompassing spiritual norms. Art during the Renaissance sought-after(a) to apply humanistic methods to Christianity. As people began to concentrate less on the ideal and more on what was veridical, they began to paint in a realistic fashion which included portraits, and human figures which were proportionate.Whats more is not only that they were multicolour realistically, exactly that average earthly concern would be pictured in art in th e first place. Although the Renaissance was secular, and concentrated on humans rather than deities, there argon many Italian paintings with ghostlike subjects. Italy didnt live in a little bubble of scientific, humanistic advancement. spot the Renaissance took place, Italian culture was somewhat challenged by Muslim culture when the pull Turks made an attempt to conquer Europe.Ottoman rulers much(prenominal) as Mehmet and Suleiman be, in my opinion, responsible for the overspread of Muslim art and culture from Persia to Algeria. As the Ottoman empire grew, its art and culture flourished under the rule of a hire few rulers. Although the art grew and flourished, it good-tempered had its roots in Moslem faith, meaning it still followed the rules of the Muslim religion. The Ottoman empires occupation of selenium Europe and domination of the Mediterranean were tools which unintentionally spread Islamic culture to Europe, Italy included.When a group attempts to colonize an are a, they (though sometimes inadvertently) spread their culture to s promote area. This is usually done by means of propaganda and artwork. The similarities between Islamic art and art in Renaissance Italy results from the fact that many elements of Islamic art spread to Italy during the spread of the Ottoman Empire into Europe. We can see many rigorously Islamic elements in European art in the Renaissance time period. To begin with, the Muslims are responsible for bringing meth, ceramics, and pottery to Italy.The development of glass and ceramics began in the Middle East. Using these mediums, they developed techniques such as gazing, gliding, qualities of color, and effervesce in order to add an artistic dimension to ein truth daytime necessities. When the Muslims invaded Europe and held an Italian city, Italians learned to make ceramics, and then followed the Islamic style of adding sparkle to their glass and gold to their ceramic pieces. The Italians were influenced by, not on ly the artistic medium itself, but also the decorations on Islamic art.A cardinal feature of Islamic art is an inclination towards covering surfaces with patterns composed of vegetal and/or geometric elements. They valued sophisticated patterns and variety such as those open up in Islamic artwork. They were fascinated by the intricate patterns, so oft so that they began to imitate the designs on their admit glass and ceramic artwork. They copied a certain design pattern, which was a sort of scrolling foliage, which they gave the term arabesque. Both Islamic and Renaissance art are greatly influenced by general religion, and purge exhibit some of the same elements.Geometric figures in Islamic art are used to make said art unadulteratedly symmetrical in any way possible. Even the arabesque scrolling foliage is more symmetrical and perfect than actual foliage. The geometric shapes in their whole kit and boodle, are used to create a sense of superb balance and order, which is repr esentative of Muslim ideals. Similarly, the artwork of the Italian Renaissance used realism to create balance, order, and proportion, which were fundamental ideals of the Renaissance. Aside from the designs and depictions in the artwork, what makes them similar is the way in which the artwork came to exist.The term patron of the arts was widely used during the Renaissance, and described those individuals who possessed the funds needed to aid the artists in creating their art. During the Renaissance, the patrons of the arts were able to use their wealth to achieve government agency and respect, by creating a work of art that proclaimed their devotion to themselves, their city, and their god. The nigh famous of the patrons during the Renaissance were the Medici family. During the height of the Renaissance, the Medici in power was kn ingest as Lorenzo the Magnificent.He held power in Florence by his involvement in gaining commissions for artists such as Sandro Boticelli and Leonardo da Vinci, who were both famous artists of their time. The Muslim empires had a very similar system. Certain Ottoman rulers are known for their positive contributions to the art and culture of their empire. Their contributions were not making the actual art, but providing the resources for the professional artists to do so. Suleiman the Magnificent is known to be one of the best and most important rulers of the Ottoman empire.One reason he earned this title is that art and belles-lettres flourished under his rule. His artistic record (reflected in everything he did), paired with his advance to wealth made him an important patron of the arts, helping artists express first Ottoman ideas in a Turkish format. The interest of the patrons determine what kind of artwork gets created and released to the public. Because of this, the artwork of a time period may reflect the thoughts and ideals of the upper class because they were wealthy enough to commission certain works to be done.The patrons were the people responsible for the prospering and growth of art in both time periods, though they existed in slightly different forms. Although the Renaissance art was influenced by Islamic art, and both were influenced by religion and preliminary time periods, there are fundamental differences between the two. These differences lie in the way each culture chooses to portray their religion in their art. The aphoristic dissimilarity between the two types of art, as far as paintings and tapestries are concerned, is that there are no physical beings depicted in Islamic art, and the opposite is true for the art of the Italian Renaissance.The reason for this goes back to the individual foundation and central ideas of each perspective religion and, for the Renaissance, the practices influenced by the time period. Renaissance thinking was secular, but Renaissance art was not about excluding religion altogether, it was more about including humanism in the depiction of religious fi gures and events. One can see the religious elements in works such as The Birth of genus genus Venus, painted by Sandro Botticelli in 1486. The nudity of Venus in this work is a suggestion of Eve before the conk as well as the pure love of Paradise.Once arrived on the orbiter or born, the love goddess dons earthly, mortal sin, which leads her to be bonk the New Eve, otherwise known as Madonna. The Madonnas purity is represented by the nude Venus, and she has become a personification of the Christian church. What makes such a work specific to the humanistic aspect of the Renaissance is the ideals captured in it. Venus as the center of the painting represents a celestial being, but is painted very realistically in form, being accurately proportioned. This alone captures the characteristics of humanism, with its focus on realism, and roots in Greek and Roman myths and culture.Muslims do not agree with the way that Christians portray religion through their artwork for their own reaso ns, so they choose not to do the same in their own artistic practices. Muslims saw an intrinsic flaw in the Christian way and they did not want the message of their God to be confused with the idoliseping of the medium, or for anything to be mistaken for idols or idolatry. at that placefore they did, and still to this day, do not allow any physical beings in their art, because such art mightiness allow for attention to and worshipping of Mohammed rather than attention to the word of their God.By these interpretations, the Quran is Midieval in the nature of its message in that physical beings have no right to be depicted in artwork because the word of God is all-important. Because of this Muslim view, Islamic art does not possess the same elements as the Christian art from the Renaissance. There are no people at all depicted in Islamic art, but thats not to say that it still is not religious. A calligraphic panel by one Mustafa Rakim is a perfect example. The background is red, wi th beautiful gold characters which are arranged so that the outline appears to be that of a man with a turban who is praying.It reads God, there is no god but He, the headmaster of His seer Muhammad (peace be upon him) and the Lord of all that has been crated. The aforementioned is exemplary of how Islamic works of art could be religious, but approached in a different fashion than in the Renaissance. There could not be a physical depiction of their god, Muhammad, or a man praying, so instead calligraphy was used in a shape in order to further convey a message. In fact, calligraphy is the highest form of visual art, and the nly spiritually meaningful form of art because of its association with the Quran, which Muslims worship every word of. Christians worshipped savior Christ, who was a human being, and simply a messenger of God. For example, atop Carcovado Mountain in Brazil, there is a statue entitled Christ the Redeemer, which offers a birds-eye view of Rio De Janeiro. The stat ue is not only a major tourist attraction, but more of a source of religious solace for all who come to visit it. There are also many Christians who choose to worship at the feet of the aforementioned statue, and others like it.The Muslims think of the Christians as wrong for doing such things as worshipping at a statue of Jesus Christ because in their religion, the prophet Mohammed shant be worshipped because of his position as the messenger of their God. The Islamic focus is on the teachings of their God alone, and not on the medium through which they received said teachings. Art with physical depictions of religious figures would also go against the teachings of the Quran, which by some interpretations suggests that Muslims should be against idolatry, meaning they should not believe in the worshipping of a physical object or person as a god.Physical depictions in religious art have also been known to variegate along with the time period, which could in turn change the mindsets o f the followers of the religion. For example, in Christianity, depictions of Jesus Christ contributed to the influence of the church and rulers who associated themselves with and promoted Christianity. During the fourth, fifth, and sixth centuries, the image of Jesus changed from a humble shepherd to a richly robed and exacting personaa fitting companion for the emperors whose images were also portrayed in mosaics on the walls of churches.Because the Muslims view the word of their god as all-important, they do not want interpretations of the religion to be further influenced by the time period, as what has happened with the image of Jesus. Art, in any form, has the ability to represent everything about a culture. In my opinion, it has the most impact on how we perceive certain people, religions, and cultures. He who is in control of the art is, in essence, in control of the opinions of future day generations. Essentially, comparing the art of two separate cultures is comparing eve rything from their language and religion to trends and important societal topics.

List of the Current Legislation and Codes of Practice Relating to Equality

Legislation nominate stultification Discrimination Act 1995Protects the rights of all those with disabilities. It also places a certificate of indebtedness on schools (and other organisations) to quench barriers to discipline that individuals can gain cost access to services Disability Discrimination Act 2005 Places a trade for schools to produce a Disability Equality Scheme (DES) and an Access Plan. Schools must encourage participation in all aspects of school life and eliminate harassment and unlawful discrimination Race Relations(Amendment)Act 2000Outlines the trading of organisations to promote nice relationships between people from different races Special Educational Needs and Disability Act 2001 Makes it unlawful for educational providers to discriminate against pupils with a special educational need or a disability tykeren Act 1989 Sets out the concern of local authorities (including schools) to provide services according to the needs of children and to ensure thei r safety and welfare Human Rights Act 1998Sets out rights of all individuals and allows them to get rid of action against authorities when their rights have been affected Children Act 2004Sets out the duty to provide effective and accessible services for all children and underpins the ive Every Child Matters outcomes Education Act 1996Sets out the schools responsibilities towards children with special educational needs.The Act also requires schools to provide additional resources, equipment and / or additional maintain to meet their needs Equality Act 2010Sets out the legal responsibilities of open bodies, including schools, to provide equating of opportunity for all citizens. This brings together nine equality laws

Cooper Case

Executive Summary In the Case understand, annoy Industries is labeling to turn Nicholson read Comp whatsoever. However, at that place argon two a nonher(prenominal) companies that argon concerned in Nicholson as well VLN Corpoproportionn and H. K. doorman friendship. In 1971, VLN to take a shither with Nicholson counsel constructed a deal that, however, didnt get the support from the major(ip)(ip)ity of vernacular melodic line readers. After having d star a discounted permute flow analysis, I determined that Nicholson ocellus is under ranged. Also, Nicholson seems to be a undecomposed strategic fit for make.thitherfore, make could acquire Nicholson on friendly ground with a relatively large premium to attract the volume of the sh bes needed. The hassle for make is to determine how best to acquire Nicholson and the adequate nourish to cook up. 1. ) and 2. ) In my opinion, Mr. Cizik should make an attempt to gain control of the Nicholson File corporation. ba rrel maker Industries has been move a policy of expansion by the acquisition of other companies and this system appears to be toying well for them. They go acquired a number of companies and exact been successful in integrating them into cooper Industries.They name established tercet criteria that potential companies for acquisition must meet and Nicholson meets all three criteria. Nicholson holds 50% of the securities industry place share in files and rasps, its main fruits, thitherfore implying that barrel maker could be a major factor in this industriousness. Nicholson is similarly a starring(p) conjunction in their market places and it is a stable company in term of non being dependent on a few major customers. Nicholson has a great deal of potential for greater gross revenue offshoot as it is only growing sales at 2% compared with the industry average of 7%.Due to the strengths of its point of intersections and distri barelyion system they should be suitabl e of raising growth rates to the industry average. The company is further desirable to barrel maker as the two companies sales forces could be combined confidential in skeletal systemation to approach savings. Nicholsons European distribution system could similarly be very availful in expanding barrel makers sales in Europe. As make Industries rats more of their product to industry and Nicholson to the consumer market by combining the companies they whitethorn be able to increase sales of some(prenominal) product lines to the market segment they are weaker in. All in all, Mr.Cizik should try to gain control on Nicholson File company as it seems to be a good strategic fit. 3. Nicholsons firm evaluate derived by the means of DCF analysis amounts to $ 39. 86 mio. After subtracting net debt, the value of Nicholsons rectitude amounts to $ 28. 86 mio. importation an equity value per share of $ 49. 42 (undervalued). This should as well as be the maximum price that Cooper should afford to commit for Nicholson. 4. Cooper analyzed the benefits of the optical fusion with Nicholson. Cooper estimated that the cost of goods sold by and by getting Nicholson could be reduced from 69% of sales to 65% meaning a long horse value of this synergy of $ 11. 7 Mio. Also, SG&A could be reduced from 22% of sales to 19% of sales mattering in a dollar value of this synergy of $ 8. 45 Mio. These numbers are found on the combined net sales for 1972 victimization a 7% growth rate in sales from previous net sales (growth of industry level). The opposite distribution of production line activity in business and consumer market is likely to result in revenue growth. The numerical afterwardsmath of this revenue pulling, however, is highly vague at this point in time. 5. The telephone exchange value Cooper could afford to pay out without causing any dilution according to my calculation is $ 37. 2 per share meaning an Exchange symmetry of 1. 55. Thus, we could tenderise 1. 55 Cooper shares for every Nicholson share they need. This amounts to 133,013 of Coopers shares for 86,000 Nicholson shares. If they wanted to pay interchange in for the stay contrasts it would then be $37. 12 * 86000 = $ 3. 19 mio. for the remaining stocks needed to gain control via 50. 1% of all shares. Despite the nemesis of EPS dilution, Cooper might be resulting to pay a price high than $ 37. 12, if the negative short-term effect pull up stakes be outweighed by positive ones in the ong-run. In general, it is crucial to con viewr the effect of acquisitions on EPS as a signifi ba train, or enduring dilution of EPS exit harm the associations performance earthshakingly. 6. I do recommend a lend as cracking best-loved financing structure. This theatrical role of debt rather than equity financing for the acquisition of Nicholson causes a higher return on equity, as well as an increase in the efficiency of existing capital structure. Also, there are tax advantages to be r ealized with debt financing (tax shield).The ultimate goal would be to maximize shareholder value and this can be supported through a lower WACC resulting from a higher leverage (as effect outweighs increase of try). The interest on debt is tax deductible resulting in a higher Net Income and, thus, EPS. Nicholson direction had accepted an tenderize from VLN Corporation using transformible stock but rejected a cash passing from H. K porters beer. Nicholson may not want cash for their company. If that was the effect, Cooper would need to stretch cumulative translatable stock. 7. With an exchange ratio of 2, about 78% of the new firm would be owned by Cooper.The relatively high exchange ratio would result in a severe reduction of control to Nicholsons shareholder (22%). Under the given(p) circumstances with an exchange ratio of 2, the acquisition premium for paid would be $ 14 per share. The minimum synergies required that this fling makes sense would be $ 8. 18 Mio. Given m y synergy valuation from task 4, this would definitely be a realistic achievement. 8. Porter bought Nicholsons shares with the intention to take over the company themselves. However, as they werent able to acquire enough shares required to barter for the company, they are now looking to tender their shares.Obviously, theyd like to do this profitably and, thus, their primary concerns are the price- and liquidity-level. They try to get the intimately value out of their stocks, so price is of primary importance in a bargaining process with them. Nevertheless, they want to be able to quickly dash off their stocks meaning a preference for cash earningss. They expressed that convertible preferred stock was acceptable as they assume Cooper stock to be stable and easily tradable on the NYE. The speculators/ un nibed for shareholders would also be primarily have-to doe with with price.These shareholders may be tempted to buy or not to buy base on what Nicholson family and its focusing suggests they do. Thus, one possible way to reach these assembly of shareholders may be through management. Due to this influence, the family Nicholson and its management have a greater bargaining position as implied by their shares. They are interested in more than precisely the price. The management is not highly attracted to a takeover, but they know they no longer have a choice. So, at least, they wish to see Nicholson remain autonomous inwardly any acquiring company.Nicholsons management and family is most likely not willing to grapple the volume of their shares for cash They wish to hold back a stake in the company. As a result, Cooper would need to pr tin a stock exchange. VLN, as Coopers bidding competitor, is unlikely to be willing to sell their shares to Cooper for a reasonable price. Ex-Post In 1972 Cooper industries acquired Nicolson File Company deuce Cooper Industries Inc. Based on the given information in the case study regarding the acquisition of Nicholson F ile Company by Cooper Industries, there is no question that Cooper should try to gain control of Nicholson.This closing is based on an analysis of the bargaining positions of each meeting of Nicholson stockholders which have disparate goals and needs that need to be met. In addition, an let salary method and specific dollar value based on a competitoras snap and Cooper pecuniary data was decided. The remainder of this write up will provide the analysis and rationale for this determination. Should Cooper Industries Acquire Nicholson File Company? Cooper Industries has been expanding through diversification since 1996.Cooperas requirements to acquire a company has three major components. The engineer company must be 1. In an industry in which Cooper could become a major player 2. In an industry that is fairly stable, with a broad market for the products and a product line of a? small ticketa items and 3. A attracter in its market segment. When looking at the criteria that Ci zikas company (Cooper Industries), set forth relative to acquisitions, the acquisition of Nicholson meets all three objectives plus has significant potential short and long-run potential.Cooper management feels that by eliminating circumlocution and streamlining Nicholsonas operations this potential can be realized. Currently, Nicholsonas financial history boasts a 2% increase in profit yearly but this percentage is way below the industry average of 6%. Cooper management proposed that if Nicholson stops selling to every market, increased efficiencies would result and cut cost of goods sold from 69% of sales to 65%. It was also suggested that the acquisition could lower selling, general, and administrative expenses from 22% of sales to 19%.Nicholsonas position in the file and rasp market where it holds a 50% market share of a $50 one thousand one thousand million dollar market meets all three of Cooperas objectives. Furthermore, Nicholsonas brand name within the hand saw and saw blade industry is strong and Nicholson holds a 9% market share in the $200 million dollar a their only major competitor was Sears and Diston who held a larger market share. Shareholder Standings At the time of the proposed merger between Nicholson File and VLN, there were a native of approximately 584,000 Nicholson shares outstanding. H. K.Porter had not purchased enough shares to hold majority control, and this situation provided Cooper with hitherto another opportunity to acquire Nicholson. Nicholson and Porter stockholders had their own concerns, as well as bargaining positions, and if Cooper was to acquire Nicholson they had to address all of their concerns and convince them that the merger was a reciprocally in effect(p) proposition. The table below, Exhibit 7 in the case study, shows the estimated lust of shares in early 1972 Estimated Distribution of Nicholson File Company Stock_______________Shares supporting Cooper H. K. Porter 177,000 Cooper Industries 29,000206,000 S hares supporting VLN Nicholson family and management117,000 Owned by VLN 14,000 131,000 Shares owned by speculators 50,000 a 100,000 Shares unaccounted for 197,000 a 147,000 Total Nicholson shares outstanding 584,000 Shareholder Concerns There are three major concourses of shareholders that Cooper must assure when putting in concert their advise to acquire Nicholson. These groups are Nicholson, H. K. Porter, and the group of Unaccounted for Shares and Spectator Shares. Nicholson File CompanyLoss of control Nicholson managementas greatest fear was loss of operational control. The company had been in the Nicholson family for eld, and if Cooper expected to gain support for the supply by Nicholson and gain at least 86,000 shares to tip them over the majority (206,000 + 86,000 = 292,000 584,000/2 = 292,000) they would need to warranty them that they would work with the authoritative management to maintain the identity and image of Nicholson. Additionally, Wall Street investors w ould view the maintenance of Nicholson management as a stabilizing factor in the merger.Loss of product lines a Whichever company acquired Nicholson, there was no doubt that aggressive cost cutting measures would be complyd this would undoubtedly mean marginal product lines would cease to exist. Although Cooper could not emphatically guarantee that nothing would change, they could guarantee that they would work with Nicholson to determine if improvements could be made to product lines at risk and thereby maintain their existence, or at the leastinclude Nicholson management in the decision making alternatives. H. K. PorterStock valuation If the merger with VPN were successful, Porter would receive VLN preferred stock for their 177,000 Nicholson shares. VLN stock performance had been dreary, and did not show any signs of growth in the short-term. This would make it difficult for them to sell the shares of VLN on the American Stock Exchange which does not trade in large blocks. Addit ionally, from the years 1968 to 1971, VLN net sales had grown only 3% from $97 million to $100 million. Net income actually decreased by almost 7% for the same time period from $3. 2 million to $2. 98 million.Quick Sale a Porter will most likely sell their shares immediately after the deal is closed. They will do this because they no longer will have an interest in acquiring Nicholson, and history has shown many times over that share prices will decease rather quickly as mergers do not create synergies through added value or earnings growth. Unaccounted For Shares and Spectator Shares Valuation and Sustainability a This choose bloc has the same concerns as Porter relative to share pricing, but is more concerned with sustainability unlike Porter who is concerned with making a quick dollar.They own a lot more shares, estimated between 150,000-200,000 shares, and are not certain that VLN Corporation projected figures are truthful. VLN Corporation has not paid consistent dividends for many quarters, and has not shown any real growth, yet is still provideing to match Nicholsonas $1. 60 dividend rate as part of the merger deal. Shareholder Negotiations Both Nicholson and Porter had strong postures regarding the merger, and Cooper needed both companies to bless the merger to get it approved by a majority of the stockholders.Cooper only owned 29,000 shares and needed a total of 292,000 shares to gain a majority. Nicholson and Unaccounted Shares The Nicholson family and management owned 117,000 shares. However, the speculation was that 150,000-200,000 of the unaccounted for shares would choose with the Nicholson family. This amount of shares would give Nicholson immense bargaining power. Cooper knew that their offer would have to be as good, if not better than VLNas offer, as Nicholson management wholeheartedly supported the merger with VLN. H. K. Porter Porter owned 177,000 shares.This was a major voting bloc and gaining their support was essential. Luckily, Porte r was eager to work with Cooper because they believed their VLN preferred stock would only be worth $23. 12 in the first year (essentially worthless). Therefore, their support would be mutually beneficial and easier to garner. Cooperas Offer to Acquire Nicholson As has been detailed above, each group of shareholders has their own concerns and bargaining power. Cooper has to induce both Nicholson and Porter that their offer is more than fair, and as a result, all three companies and shareholders will profit.Since Nicholson has an offer pending from VLN, it is imperative that Cooperas offer is better than VLNas proffer. The VLN offer includes that (1) the exchange would be a tax-free transaction, (2) the $1. 60 preferred dividend equaled the current rate on the Nicholson stock, (3) a preferred share was worth a minimum of $53. 10. At the time of the proposed offer, the closing price of Cooper stock was $24 per share. In identify to match the bid by VLN, Cooperas offer would have to b e greater than two-for-one for each Nicholson share. The offer would need to be in the range of 2. 5/2. 501 to be greater than the $53. 10 offer pending. It is of extreme importance to Nicholson that they maintain control. In mergers, culture clashes are often the a? kiss-of-death. a? Cooper has a sincere offer to maintain the integrity of the company and Nicholson would be advised to consider Cooperas offer as their goals and interests for the long-run are mutual. Cooper has a history of successful mergers and acquisitions, which should be of some comfort to Nicholson as they will be acquired by some company or group of investors.H. K. Porter Requirements Since Porter was not able to gain a majority vote, they are willing to side with Cooper over VLN. Porter realizes that a merger between Cooper and Nicholson will give them the opportunity to convert shares of Nicholson into Cooper stock a a much more tempting proposition than that of VLN. Cooper needs to guarantee Porter that th e exchange will be tax-free, and that the Nicholson stock he converts will be worth at least $50 each. Unaccounted for Shares and Spectator SharesThe offer to this voting alliance will need to be greater than the $53. 10 per share offer by VLN. They will also want the exchange to be tax-free to evacuate capital gains taxes. As has been mentioned above, this group will most likely side with the Nicholson family so if the Nicholson family is satisfied, then this group will be also. Payment Considerations There are several considerations that Cooper management must take into account prior to deciding the specifics of the offer they will give Nicholson File Company in terms of dollar value and the form of payment.The form of payment may include an offer of cash, stock, debt or some combination of the payment options. Furthermore, Cooper not only has to consider Nicholson shareholders when determining what to offer, but it also needs to take into account the other 80% of the shares publ icly held, including a substantial percentage of shares held by competitor H. K. Porter. As previously described, one of the challenges Cooper is facing in this acquisition is to ensure a ok offer that appeals to a sufficiently broad range of shareholders with different interests.This includes H. K. Porter which currently holds about 25% of the total outstanding shares and which recently failed in its attempted acquisition of Nicholson. Also, the Nicholson family that founded Nicholson File Company currently owns approximately 20% of its own shares. The Nicholson family had also rejected Cooperas acquisition overtures three years earlier so Cooper management is aware of how precise the offer has to be to get Nicholson ownership to sign off on the deal. some other 50% of Nicholson shares are held by speculators and by other unfamiliar parties. contrive of Payment & Dollar Value The form of payment and the parameters for the dollar value offer that may be accepted by Nicholson mana gement is exhibited in the described failed and accepted acquisition offer in the case study of Cooper (see Chart 1 below). The acquisition offers by both H. K. Porter, $42 per share in cash and VLN Corporation, $53. 10 in convertible stock, help provide at least a range within which Cooper may tailor its offer. Based on these two offers, it appears that the appropriate form of payment should be Cooper cumulative convertible stock.The primary earth for this recommendation is that Nicholson management had already accepted an offer from VLN Corporation using convertible stock but rejected a cash offer from H. K Porter. This is consistent with Chang and Suk (1998) research which found that a? cash offers are more likely than stock offers to have termination initiated by the target firm. a? It is also believed that if Nicholson management signs off on any merger, speculators and the unknown portion of shareholders will go along with the merger. However, one negative view of using stoc k is that a? cquisitions of public targets result in insignificant bidder returns to the acquirer when stock is offereda?. (Chang & Suk, 1998) is this a direct quote, if so we need the reference) Cooper management believes strongly that the Nicholson acquisition will not result in negative returns due to the potential improvements that can be made through simple reorganization of some Nicholson operating businesses. Also, it appears an exchange of stock is appropriate because Cooper currently only has $9 million in cash on hand and would need to incur significant debt in order to offer a decent cash offer.It already has $5 million in long-term debt due and $34 million in long-term debt outstanding, levels significant enough that may prevent Cooper management from considering a cash offer for Nicholson. Competitor Acquisition Offer detail cause of offerOffer price per shareDividendsTax FreeOffer Accepted/Rejected H. K. CooperCash$42NoNoNo VLN CorporationConvertible stock$53. 10Yes YesYes VLN and Porter Offer Details Since Nicholson management has already accepted VLN Corporationas offer, it is clear that the terms Cooper needs to offer would have to give-up the ghost those already offered by VLN.VLNas offer included one share of VLN cumulative convertible stock for each individual share of Nicholson stock, preferred shares value at a minimum of $53. 10, $1. 60 preferred dividend equaling the current rate of Nicholson common stock, and convertible into five shares the first three years and four the fourth year. In addition, the offer was desirable since the exchange of stock would be tax-free as opposed to a cash offer. According to Dhaliwal et al (2005), to qualify as a a? tax-free acquisitionatax laws require that the acquirer use its own stock as payment. a? However, Cooper also has to consider the demands of H.K. Porter in order to get approval for the merger. H. K. Porter has indicated that it will not part with its shares (25% of total shares) and suppo rt the merger unless it receives a? Cooper common or convertible securities in a tax-free exchange worth at least $50 for each Nicholson share it holds. a? This demand is below the current book value of $51. 25 for Nicholson common stock, but above the $44 per share on the open market. The final examination consideration that assists with setting up the range for an appropriate offer that may be accepted by a simple majority of shareholders is the total value of Nicholson stock.With 584,000 shares of Nicholson File Company Stock and at $44 per share, this amounts to a total market value of $25,696,000. Therefore, in order to make the offer attractive, Cooper will have to make an offer that exceeds the market value of all of the stock but will have to ensure that the offer is not too high that it affects Cooperas long-term plans to continue to pursue acquisitions. A basic rule for Cooper acquisitions is that they bring significant long-term returns on the acquisitions as well as ste ady growth in earnings per share.Recommended Offer The number of convertible shares of Cooper stock at $24, the last closing price, for each Nicholson share would have to be just above 21 in order to match VLNas $53. 10 offer. So, Cooper should offer convertible stock fixed at 2-1/21 within the first five years after the offering. This amounts to an offer of $60 per Nicholson share. This would not only exceed VLNas offer per share but would also help make up the dearth in dividends, $1. 40 by Cooper and $1. 60 by VLN, and make the offer more attractive to Nicholson shareholders.Overall, this offer would not only exceed VLNas offer currently approved by Nicholson management, but would also likely gain the approval of the shares held by speculators and unknown investors. In addition, this offer meets the payment method required by H. K. Porter for its Nicholson shares, and actually exceeds the $50 minimum offer per share it had requested. As a result, it appears that Cooper should be successful persuading Nicholson shareholders and unaccounted for shareholders to accept the offer, and in return acquire at least 80% of the outstanding Nicholson shares of stock