Ship; takeover

1. Large companies operating in many countries. 2. A company that

holds stakes in one or more subsidiaries. 3. A group containing a lot of

different companies in different businesses. 4. Someone who builds up

a company from nothing. 5. People who are legally responsible for a

company. 6. Association of two or more persons carrying on business to-

gether for the purpose of making a profit. 7. Any thing that has value and

can be owned, including things having substance, such as land, money,

etc. 8. An arrangement by which a monopoly producer gives another

producer or trader by formal license the right to manufacture or sell the

53

products in a certain area. 9. A corporation whose stock is not available

to the general public. 10. When one company accumulates enough of

another company’s shares to take over control and ownership.

12. Read the following extracts. In each case, decide whether they refer

to: a joint venture b) a merger c) an acquisition

1. The biggest deal of the year was carried off by Phillip Morris of the

US, which bought the Swiss chocolate and coffee group Jacobs Suchard

for $2.2 billion.

2. Asea AB of Sweden and Brown Boveri and Company of Switzer-

land, together have formed the world’s largest electrical engineering

group with combined sales of $18.6 billion.

3. Two American car makers, General Motors and Chrysler, are com-

bining two of their transmission plants in a new company called “New

Venture Year”.

4. AEG, and Deutsche Aerospace, two Daimler Benz subsidiaries,

have formed a new group based in Stuttgart. The new project will em-

ploy 20,000 workers.

5. The National Australia Bank announced its purchase of Yorkshire

Bank UK for $1.9 billion.

13. * Read the passage carefully. Some of the lines are correct and some

has a word which should not be there. Find these words and cross them out.

For the most part, British companies fall in within the private sec-

tor. In any case, government policy has brought about a very decrease

in the number of state-owned the companies as telecommunications,

water, gas and electricity have in turn be been through the privatization

program. Companies in the private sector consist of the two basic types,

confusingly called the public and private. Public companies in general

are too large-scale operations such as banks, insurance companies, and

of course that the privatized companies. However, public companies re-

main the fewer in number than private companies which, that on the

whole, are smaller or family-run businesses. The difference between the

two, on paper at least, can to be found in their names. The word limited

(Ltd) after a company name shows that it is one’s private. On the other

hand, the status of a public company is shown by the many letters plc af-

ter its name (public limited company). In practice, however, the real dif-

ference in between the two arises from the fact of that private companies

cannot raise money by which selling shares to the public, in contrast to

public companies, which can to do so by issuing shares and bonds to be

offered for sale on the Stock Exchange. In the theory, there is no reason

why a private company cannot “go public” but as if it ever does come up

to it, nine times out of ten this is to do with growth, in conjunction with

the need to raise a substantial amount of the capital.

14. Choose the correct tense form.

As the company marks an important anniversary, Canon President

pauses to reflect on how his company has grown/has been growing since

its start in August 1937 as a manufacturer of high-quality cameras. In a

way, Fujio Mitari observes/is observing, it was lucky that Canon’s prod-

ucts were at the time relatively expensive for most Japanese consumers.

“This forced/as forced us to look overseas for sales,” he notes. “It forced/

has forced us to stand up to criticism and competition, and to make our

products better and better” Mitari divides/is dividing the company’s past

into two periods. Camera production was mastered in the first period, he

says, and a new era began/has begun in 1967 when it was decided Canon

would be a “two-handed company”, with “cameras on the right hand

and business machine on the left”. The ensuing 30 years have seen/have

been seeing the company turn out new products. “But all along”, Mitari

says, “our goals have been/were to globalize and diversify”. Canon now

has 140 sales subsidiaries in 33 countries, plus 30 different production

sites outside Japan, and has opened/has been opening 8 separate R&D

facilities in different countries. Consolidated sales rose/has risen 18%

last year and the number of employees has increased/has been increasing

rapidly to over 75,000. Recently, Mitari has also pushed/has also been

pushing Canon to play an increasingly active role in digital technology.

Turning back to talk of his workforce, Mitari repeats “Our employees

have always been/always were our greatest strength”. A new health and

fitness center has just been built/was just built, and for the last few days

cranes have pulled/have been pulling down an old building to make room

for a garden.

15. Choose the correct item.

1. The shareholders own the company. The shareholders are usually

family members of the persons who/which set up the business. 2. The

chairperson of the board of directors is often also the managing director

which/who carries out the policy day by day. 3. In practice, therefore, the

people who/which started the business actually own the company and

control it. 4. Unlike the sole proprietor, which/who has unlimited liabili-

ty for his or her Debts, a company has only limited liability. 5. A com-

pany is legally a separate entity, distinct from the persons who/which run

it, which/that means that it has certain rights that are recognized by the

courts. 6. A company’s shares can be bought and sold. Unlike a sole pro-

prietor business, which/that ends with the death of the owner, a company

can carry on after the person which/who started it has sold it or died.

7. A big company’s accounts must be audited, that/which means that it

has to employ an auditor as well as an accountant. 8. A company is less

flexible in some ways than a sole proprietor business, as it is governed by

two documents who/which state the nature of the business, the amount

of capital and how the business should be run. 9. A sole proprietor has

to fill in an income tax return for the Inland Revenue who/which col-

lect income tax, recording the profits of the business. 10. The sole busi-

ness doesn’t have to publish any which/what could be seen by the gen-

eral public or other businesses. 11. The affairs of the partnership can be

kept private because only the tax authorities need to be told how much

the partners are earning and what/which is the profit of the business.

12. Co-operatives were originally founded to serve the needs of consum-

ers. Profit was to be given back to customers which/who were members

of the society as a dividend.

16. Turn the following dialogues into reported speech.

a)

– Hi, Alec. I thought if you could give me a piece of advice.

– Hi, John. Sure, if I can.

– You know, I want to start my own business.

– What are you going to produce?

– Sleeping bags. We’ve decided that my brother will keep accounts

and my friend will be a sales manager.

– If you go into business alone you can start or stop it whenever you

wish. And you take all decisions yourself. Besides you needn’t share your

profit with anyone else.

– But, there, certainly must be some drawbacks and risks.

– Definitely. Since you have a small number of employees your fi-

nancial resources are quite limited.

– I see. Thank you very much. I’ll think it over again.

b)

– (Susan) Can you give me a picture of the structure of your company?

– (Greg) Yes.

– You are part of the Peterson organization, the main activities of

which used to be in newspapers.

– Yes, the basic holding company is Australian, an Australian owned

private company well, I mean owned – majority share ownership of the

Peterson family. The British company is the International Peterson Or-

ganization, and that has three main activities: oil, travel, and publishing,

of which newspapers is the major part.

– I see.

– The Travel group, called Peterson Travel, has four companies: an

airline, a retail travel agency, who owns about eight shops up and down

the country, a small hotel company, and the Peterson Holidays and a sis-

ter company called Mortimer Holidays, which is a direct-sell company.

– And all of these are run as independent businesses?

– Well, no, they have a fair bit of contact. But they are run as inde-

pendent profit centers.

17. Fill in the gaps with the correct article.

Origins of corporations. The first corporations were towns, universities

and monastic orders in … Middle Ages. They differed from partnerships

in that they existed independently of any particular membership, and

all assets and holdings belonged to … corporation itself. … unique fea-

ture of corporate ownership was spelled out by … English courts during

… 15th century in … legal principle called limited liability. This means

that what is owed to … corporation is not owed to … individuals in …

the group that make up … corporation; and what … group owes is not

owed by … individuals that make it up. Hence, if … corporation goes

bankrupt and is sued by its creditors for recovery of debts, … individual

members of … corporation are not individually liable. In… United States

this feature was further refined by … 1886 ruling of … Supreme Court, in

… case of Santa Clara County vs. Southern Pacific Railroad, in which …

court ruled that … corporation is to be regarded as … person. … modern

corporation is chartered by … state or nation and owned by individuals

or institutions who have purchased shares representing fractions of …

firm’s holdings. Such holdings, called assets, include cash and other se-

curities, equipment, real estate, and any unsold goods manufactured by

… corporation. Thus, someone owns part of … corporation only so long

as he possesses shares in it. Some corporations are closely held, meaning

that all … shares are in … hands of … specific individual or small group

and are not traded to … public.

18. Choose the correct item.

1. The merger wave, which in 1998 was a predominantly/predominant

American affair is now sweeping over Europe. 2. Success in the future

will depend mainly/main on what happens after the deal has been done.

3. People never fit together as easy/easily as flow charts. 4. Some recent

details will not doubt/doubtly prove a stunning success. 5. The board of

directors of a limited company is primary/primarily responsible for de-

termining the objectives and policies of a business. 6. The directors are

appointed by the shareholders normally/normal at the company’s annual

meeting at which the chairman of the board will be expected to account

for their stewardship during the previous year. 7. The fact that the board

of directors tend to meet rather infrequently/ infrequent means that part-

time directors can be elected to the board. 8. Although large firms are

able to afford heavy/heavily R&D expenditures and are often the source

of innovation, their role should not be exaggerated. 9. For months the

two companies have been negotiating over a possibly/possible corporate

partnership. 10. Renault produces 1.9 million cars a year, while Volvo

turn out slightly/slight more than 400.000. 11. The dividend, which kept

customers loyal/loyally to the co-operatives in the past, became less and

less important as shoppers could see lower prices. 12. In worker co-op-

eratives there is less like/likely to be a conflict of interest between owners

and workers because the profits made by the business go to the workers

or are invested back in the business.

19.* Give the summary of the following passage in Russian (10–12 sen-

tences) using active vocabulary.

Conglomerates. Government regulation, particularly in the United

States, attempts to prevent the formation of monopolies, or businesses

that totally control a single field of enterprise such as steel, petroleum,

or automobiles. Therefore, many corporations have expanded by means

or mergers with and acquisitions of businesses in unrelated fields. Such

collection of businesses are called conglomerates. For instance, Inter-

national Telephone and Telegraph achieved its growth by absorbing such

companies as Sheraton Hotels, Avis car rentals, the Hartford Insurance

Company, Continental bakeries, and others. In the 70s of the last cen-

tury the top 500 corporations absorbed some 4,500 smaller companies.

One problem posed by some mergers is that economic growth does not

necessarily result from them, and no new jobs may be created. Acquisi-

tions are sometimes harmful. A small company, for example, may be ac-

quired by a larger one, have its assets drained off, and then be liquidated,

causing the loss of jobs, goods or services, and competition.

20.* Render the following passage in English (10–12 sentences) focus-

ing on key vocabulary.

Корпоративный бизнес: сущность и основные черты. Известный

американский экономист Дж. Гелбрейт считает корпорацию

единственно возможной с точки зрения общественных интересов

формой организации производства. Слово «корпорация» проис-

ходит от позднелатинского corporatio, что означает объединение.

Под корпорации подходят наименования союзов и организаций,

создающихся в целях защиты коллективных интересов или при-

вилегий. В феодальном обществе ими назывались средневековые

ремесленные цехи, купеческие гильдии, рыцарские ордена.

В современной литературе этим термином называется совокуп-

ность лиц, объединенных для какой-либо деятельности и образую-

щих самостоятельный субъект – юридическое лицо. Первые по-

добные организации в США появились в 1606 г. По образному вы-

ражению некоторых исследователей Запада, они появляются тог-

да, когда возникает необходимость в них, и умирают, когда нужда

отпадает.

Корпорации бывают различных видов: некоммерческие и ком-

мерческие. Некоммерческие значит не рассчитанные на получение

прибыли. Сюда входят разного рода правительственные, городские,

муниципальные, политические образования, а также религиозные

и благотворительные союзы и институты. Коммерческие корпора-

ции – весьма мощные деловые предприятия. Они бывают откры-

тые или закрытые в зависимости от того, подлежали продаже их

акции или нет. Часто случается так, что первоначально закрытые

корпорации, если дела шли хорошо, становились открытыми. В ря-

де стран функционируют смешанные корпоративные объединения,

в которых участвуют как частные лица, так и государство. В них

могут принимать участие и иностранные капиталы.

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