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entrenchment It is one thing to adopt a shareholder rights plan to defend the company against a sale on the cheap; it is another thing to sell out existing shareholders Another trick only marginally better for shareholders is the strategic asset sale In this scenario, the board sells the company s crown jewels to another company, leaving only sub par assets Unless the assets are sold at a premium price and the proceeds distributed to existing shareholders, the move only entrenches management and makes holding the stock less desirable Under a Pac Man defense, the target turns the table and bids on the hostile company This unusual approach results in both company s managements spending time and effort trying to acquire the other s stock at higher and higher prices until one side cries uncle Another method is to create a new class of stock with super voting rights (see case study Battle of the Generations) that are issued to management-friendly investors This defense prevents a hostile force from replacing management, no matter how much of the company they own This action dilutes the voting rights of existing shareholders and will make boards less responsive to shareholder concerns In summary, a director can expect more scrutiny by the courts where offers to buy a company and related defenses are involved A smart board will recognize that management is conflicted, retain their own counsel, and repeatedly ask themselves what is the best decision for their stockholders These issues are not easy, and the results are highly visible This is when the shareholders need your good judgment the most

Identifying all line items for that order, each of which indicates the product ID and the quantity of that product being ordered For each product ID ordered, using the ORDER_DATE from the ORDERS table to locate the price for that product at the time the order was made Summing these calculated prices

This is a lot of work just to calculate the price of an order Every time a customer logs on to see information about her order, three tables have to be navigated Thus, the data model itself has caused a problem that will affect performance and scalability One solution here is to denormalize the model by storing the calculated subtotal for every order in the ORDERS table For example:

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It should be noted that standard C++ pointer access directly between the client and server may succeed on the Windows emulator The emulator runs as a single process with each Symbian OS process running as a separate thread Threads share writable memory and therefore the address spaces of the client and server are not separated by a process boundary, but are mutually accessible However, this will most de nitely not be the case when Symbian OS runs on real phone hardware, so you must not use direct pointer access to transfer data between the client and server processes 3 Where the client and server are running in different processes this transfer is, in effect, inter-process communication (IPC)

Establishing minority shareholder rights Restricting the power of the state Requiring independent directors Providing for board evaluation of management Establishing a framework for director and executive compensation Requiring the provision of internal control systems Detailing independence criteria for external auditors

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