The passive with modals

“Before leaving, Peter asked Carol if he could be introduced to some of her staff.”

Active:

The secretary

can may should would must has to

open the mail

Passive:

The mail

can may should would must has to

be opened by the secretary.

Exercise 16.

Example: People should expect good products for high prices.

Good products should be expected for high prices.

The manager must sign the contract.

The contract must be signed by the manager.

1. We must sell this product by the first of August.

2. We’ll have to solve this problem soon.

3. Machines may soon replace many factory workers.

4. We usually have to type business letters.

5. You can’t buy this product in department stores.

6. The same company that sold the machines should deliver them.

7. One man alone can’t carry this machine.

8. You shouldn’t make personal calls from the office.

9. The secretary must finish the typing before she goes home.

10. Without machines we’d have to do almost everything by hand.

The indirect passive

“In one area job applicants were being given typing and shorthand tests.”

Active:

My teacher

gives is giving gave was giving has given had given will give

me lessons.

Passive:

I

am am being was was being have been had been will be

given lessons by my teacher..

Exercise 17.

Examples: They gave me a tour of the plant.

I was given a tour of the plant.

The teacher asked the students questions.

The students were asked questions by the teacher.

1. The salesman showed me the new product.

2. This company pays most employees a good salary.

3. We’ll give you the information tomorrow.

4. My boss has just given me a raise.

5. They offered her the job at the interview.

6. You have to teach children to read.

7. The police asked him many questions.

8. We can serve you breakfast in bed in this hotel.

TEXT № 3

Share capital

1. In our last two lectures we discussed the formation of companies and the legal documents that have to be submitted. Today we shall complete this first brief survey by looking at the topic of capital, that is the topic, in particular, of shares. We have used this term "shares" a number of times; perhaps we ought now to make sure that we know exactly what it means in the context of setting up in business.

2. Setting up a business requires money, which we call capital. One sort of capital – share capital – is raised at least in part by issuing, or selling, shares in the company. Each shareholder pays the company for the shares allotted to him, and this money provides the basic finance. In the Memorandum of Association, which we talked about last time, the company has to state its nominal capital, which is the value in shares that it has authorised itself to issue. Notice that term; it means the value of the shares it can issue if it wants to. It doesn't have to issue them all, and certainly not all at once.

3. Let's take the example of a company that declares a nominal capital of 60,000 pounds. This means it has the authority to issue, say, 60,000 shares of 1 pound each. But it may decide to issue only 30,000 at first, since this will provide enough capital for its current needs. So the company's issued capital will be 30,000 pounds and its nominal capital 60,000 pounds. It is the second figure that has to be stated in the Memorandum.

4. Why do we use the term "nominal" – from the word “name”? Well, it's to show that there may be a difference between the nominal value of a share and the actual value. For instance, if you have £1 shares in a company which is doing very well and paying you lots of dividends, you will be able to sell those shares for very much more than £1 each. Unfortunately, if the company does very badly, if there is a crash or the bottom falls out of the market – all the terrible things that the financial press loves to print headlines about – then you would be lucky to find anyone who would pay you anything at all for those shares. So the nominal value is the figure actually printed on the share, but it may have very little relationship to its actual worth.

5. In theory, at least, a company has to keep an amount of money equal to what it received for its shares so that it can pay its debts or buy the shares back if it has to. This is one of the things that the Companies Act controls.

6. When a company invites the public to buy shares, it has to issue detailed information about itself in a brochure called a Prospectus, and this is a very important document. Making false statements in a prospectus in order to persuade people to buy shares is a criminal offence.

7. A shareholder can sell his shares at whatever price he can get for them, without any reference to the company. All this means from the point of view of the company is that the shares are now held by someone else, not by the person who originally bought them. Of course, there are rules controlling exactly how such transfers of shares can be carried out. These are laid down in another important document – the Stock Transfer Act of 1963 – a copy of which is held by the company secretary.

8. Finally, of course, there is the matter of dividends, without which there would be no point in buying shares. These payments, usually annual, should come from profits, either from the current year or set aside from previous years. If they are paid out of capital, this is generally not legal.

Text № 4