1,720,955 research outputs found
Protection for Shareholders’ rights within the M&A of Financial Institutions
我國的金融機構併購過程中,除了一般企業併購的要素外,還因金融業的特殊性而有政府高度介入的背景以及問題金融機構處理的特殊問題,而在這些過程中的股東權利,即是本文的主軸。文先從金融機構併購背景出發,說明併購中股東權利保護的必要,以及金融機構併購的特殊性。並討論政府地位,包括問題金融機構處理以及官股作為政策執行的媒介的地位。後將分別就日本法與我國法的架構,分析各種股東保護制度設計的問題點及其實效性,從各項理論與實務的檢討後,就我國法的實定法與法院審查標準,提出修正建議與參考方向。結論中,則會先總結我國股東保護在制度面的不足與改善的方向,和日本法所帶來的啟發,並說明本文的研究限制。尤其,在金融機構併購的實例中,我們可以看到除了法律以外,有其他法以外的因素具有更大的影響力,在檢討法規範時,如果忽視這些部分,反而會使法律脫離現實而存在,將會使法規範的檢討本身喪失其意義。First of all, the background of the M&A of financial institutes is introduced, as well as its particularity, followed by the necessity of protection for shareholders’ rights, and the government’s position within. Next is the analysis of varied protection for shareholders’ rights under the construction of Japanese law and Taiwanese law, and some consultation about how to improve the law.t last, the conclusions are the insufficiency of the norm about protection for shareholders’ rights and the way to improve, as well as the enlightenment from Japanese law and the restrictions of this thesis. Also, there are facts in addition to law that influence the cases on the M&A of financial institutes more than law, which shall not be overlooked, otherwise may make the review on law meaningless.中文摘要 I一章 緒論 1一節 研究動機與目的 1二節 研究方法與論文架構 4二章 金融整併的趨勢與少數股東的邊緣化 6一節 全球化下的金融產業與我國的金融改革 6一項 金融自由化之始 7二項 第一次金融改革前後 8三項 第二次金融改革前後 9二節 金融機構的併購 10一項 金融機構的定義 10二項 金融機構併購的背景 12三項 併購的型態 13、合併 13、股權移轉 15、營業讓與 17三節 併購程序中的各種股東保護機制 19一項 併購程序中的股東 19二項 合意併購程序 20、交易保護措施 21、事務參與及資訊公開 22、事前救濟—定暫時狀態假處分 24、事後救濟—股東會決議效力之訴 26、三角合併的迷思 27三項 非合意併購程序 28、公開收購與強制公開收購 29、防禦策略 31四項 持股價值的實質保護 33、股份收買請求權 34、董事責任與損害賠償請求權 36四節 金融機構併購中的政府地位 38一項 問題金融機構處理 38二項 官股作為併購的觸媒 41五節 小結 43三章 日本法下金融機構併購中的股東 45一節 日本金融機構併購法制簡介 45二節 股東保護規範與實務 47一項 選擇權的確保 48、獨占交涉條款 48、防禦策略 51一)發行新股或新股認購權 52二)股份分割 54三)預防性的毒藥丸計畫 56二項 資訊公開 57、併購契約之應記載事項 57、併購程序中的資訊備置 58三項 狀態維持與回復 60、事前救濟—禁止併購行為 61一)民事保全之定暫時狀態假處分 61二)公司法上之禁止請求權 62、事後救濟—撤銷、無效、不存在之訴 64一)股東會決議效力的一般訴訟 64二)併購行為訴訟的特別規定 64四項 持股價值維護 65、股份收買請求權 65、董事責任與損害賠償請求權 68五項 公開收購與強制收購 69、大量持有申報制度制度與特例申報制度 71、非發行人公開收購與義務收購制度 72、發行人公開收購 75三節 金融機構併購與一般企業併購 76一項 金融機構併購的特殊性 76二項 淨值為負的問題金融機構 78四節 小結 79一項 一般企業併購中的股東保護 79二項 金融業的特殊問題 79四章 我國金融機構併購法制中股東保護規範之檢討 81一節 我國金融機構併購法制概要 81二節 我國法制中的股東地位 82一項 併購契約 82二項 應行程序及資訊公開 85三項 公開收購制度 86、大量持有申報制度 86、強制公開收購 87、義務收購制度 89四項 董事剝奪股東選擇權之合法性 90五項 假處分 93、目前可行之定暫時狀態假處分 93、未來可以增設的制止請求權 94六項 併購行為效力之訴 95七項 董事責任 97八項 股份收買請求權 99、股份收買請求權之架構問題 99、無股份收買請求權適用之情形 101、股份公平價格之裁定 103三節 小結 104五章 結論與反思 106一節 效率與嚴謹的平衡點 106二節 資本市場中的投資人保護 108三節 過度金融的陷阱 109四節 金融機構併購的財團化與政治化 110考文獻 11
Going Beyond Counting First Authors in Author Co-citation Analysis
The present study examines one of the fundamental aspects of author co-citation analysis (ACA) - the way co-citation
counts are defined. Co-citation counting provides the data on which all subsequent statistical analyses and mappings
are based, and we compare ACA results based on two different types of co-citation counting - the traditional type that
only counts the first one among a cited work's authors on the one hand and a non-traditional type that takes into
account the first 5 authors of a cited work on the other hand. Results indicate that the picture produced through this non-traditional author co-citation counting contains more coherent author groups and is therefore considerably clearer. However, this picture represents fewer specialties in the research field being studied than that produced through the traditional first-author co-citation counting when the same number of top-ranked authors is selected and analyzed. Reasons for these effects are discussed
Variations on the Author
“Variations on the Author” discusses two of Eduardo Coutinho’s recent films (Um Dia na Vida, from 2010, and Últimas Conversas, posthumously released in 2015) and their contribution to the general question of documentary authorship. The director’s filmography is characterized by a consistent yet self-effacing form of authorial self-inscription: Coutinho often features as an interviewer that rather than express opinions propels discourses; an interviewer that is good at listening. This mode of self-inscription characterizes him as an author who is not expressive but who is nonetheless markedly present on the screen. In Um Dia na Vida, however, Coutinho is completely absent form the image, while Últimas Conversas, on the contrary, includes a confessional prologue that moves the director from the margins to the center of his films. This article examines the ways in which these works stand out in the filmography of a director who offers new insights into the notion of cinematic authorship
Appropriate Similarity Measures for Author Cocitation Analysis
We provide a number of new insights into the methodological discussion about author cocitation analysis. We first argue that the use of the Pearson correlation for measuring the similarity between authors’ cocitation profiles is not very satisfactory. We then discuss what kind of similarity measures may be used as an alternative to the Pearson correlation. We consider three similarity measures in particular. One is the well-known cosine. The other two similarity measures have not been used before in the bibliometric literature. Finally, we show by means of an example that our findings have a high practical relevance.information science;Pearson correlation;cosine;similarity measure;author cocitation analysis
Dispelling the Myths Behind First-author Citation Counts
We conducted a full-scale evaluative citation analysis study of scholars in the XML research field to explore just how different from each other author rankings resulting from different citation counting methods actually are, and to demonstrate the capability of emerging data and tools on the Web in supporting more realistic citation counting methods. Our results contest some common arguments for the continued
use of first-author citation counts in the evaluation of scholars, such as high correlations between author rankings by first-author citation counts and other citation
counting methods, and high costs of using more realistic citation counting methods that are not well-supported by the ISI databases. It is argued that increasingly available digital full text research papers make it possible for citation analysis studies to go beyond what the ISI databases have directly supported and to employ more
sophisticated methods
koamabayili/VECTRON-author-checklist: VECTRON author checklist
We have done our best to complete the author checklist relating to the use of animals in the hut study. Note that the objective for the hut study was to evaluate the IRS treatment applications for residual efficacy against Anopheles mosquitoes, including the local An. coluzzii mosquito population. Cows were only used to attract mosquitoes into the huts and no tests were carried out directly on the cows. The author checklist is intended for use with studies where experiments are carried out on animals, which is why we have had such difficulty in completing this for the hut study, as many of the questions do not relate to how the cows were used
Author-wise bibliometric analysis based on entropy.
Author-wise bibliometric analysis based on entropy.</p
Author Under Sail The Imagination of Jack London, 1893-1902
In Author Under Sail, Jay Williams offers the first complete literary biography of Jack London as a professional writer engaged in the labor of writing. It examines the authorial imagination in London's work, the use of imagination in both his fiction and nonfiction, and the ways he defined imagination in the creative process in his business dealings with his publishers, editors, and agents. In this first volume of a two-volume biography, Williams traverses the years 1893 to 1902, from London's "Story of a Typhoon" to The People of the Abyss. The Jack London who emerges in the pages of Author Under Sail is a writer whose partnership with publishers, most notably his productive alliance with George Brett of Macmillan, was one of the most formative in American literary history. London pioneered many author models during the heyday of realism and naturalism, blurring the boundaries of these popular genres by focusing on absorption and theatricality and the representation of the seen and unseen. London created an impassioned, sincere, and extremely personal realism unlike that of other American writers of the time. Author Under Sail is a literary tour de force that reveals the full range of London as writer, creative citizen, and entrepreneur at the same time it sheds light on the maverick side of machine-age literature.Intro -- Title Page -- Copyright Page -- Dedication -- Contents -- Acknowledgments -- Introduction -- 1. Spirit Truth -- 2. From Absorption to Theatricality and Back Again -- 3. "I Will Build a New Present" -- 4. Sons as Authors -- 5. Fathers as Publishers -- 6. The Daughter as Author -- 7. Lovers as Authors -- 8. At Sea with the Family -- 9. Yellow News, Yellow Stories -- 10. The Return Home -- Notes -- Bibliography -- Index -- About Jay WilliamsIn Author Under Sail, Jay Williams offers the first complete literary biography of Jack London as a professional writer engaged in the labor of writing. It examines the authorial imagination in London's work, the use of imagination in both his fiction and nonfiction, and the ways he defined imagination in the creative process in his business dealings with his publishers, editors, and agents. In this first volume of a two-volume biography, Williams traverses the years 1893 to 1902, from London's "Story of a Typhoon" to The People of the Abyss. The Jack London who emerges in the pages of Author Under Sail is a writer whose partnership with publishers, most notably his productive alliance with George Brett of Macmillan, was one of the most formative in American literary history. London pioneered many author models during the heyday of realism and naturalism, blurring the boundaries of these popular genres by focusing on absorption and theatricality and the representation of the seen and unseen. London created an impassioned, sincere, and extremely personal realism unlike that of other American writers of the time. Author Under Sail is a literary tour de force that reveals the full range of London as writer, creative citizen, and entrepreneur at the same time it sheds light on the maverick side of machine-age literature.Description based on publisher supplied metadata and other sources.Electronic reproduction. Ann Arbor, Michigan : ProQuest Ebook Central, YYYY. Available via World Wide Web. Access may be limited to ProQuest Ebook Central affiliated libraries
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