- •Часть 1
- •Часть 1
- •Москва 2010
- •Часть 1
- •1.1 Lead-in
- •1.2 Language input
- •Developing vocabulary
- •1.2.2 Match the English word combinations in the left-hand column with the Russian equivalents in the right-hand column:
- •Background information Environment of Global Finance
- •1.4 Comprehension Understanding the reading
- •Give extensive answers to the questions. Use the following expressions to present your answers:
- •In a nutshell, ...
- •Scanning*
- •1.4.2 Scan the text to determine whether these statements are true (t) or false (f). With a partner, discuss why.
- •1.4.3 Scan the text and find the information to complete the following lists:
- •1.4.4 Scan the text again and find the English equivalents for the following:
- •1.4.5 Develop the following ideas. Make use of the active vocabulary given in brackets:
- •1.5 Practice
- •Word Building
- •1.5.1 Consult a dictionary and practise the pronunciation of the following words and word combinations: Countries and nationality adjectives
- •1.5.4 A. Read the text, ignoring the missing parts.
- •Substitute the words and word combinations given in bold type by synonyms or synonymous expressions from the active.
- •1.6 Dialogue 1
- •Import and Export
- •Supporting materials
- •Incoterms*
- •Trade Restrictions
- •The wto in brief
- •1.7 Case study & role play Case 1
- •1.7.1 Develop the following ideas.
- •1.7.3 Say it in English using the word combinations from both the Case-study and Role-play sections:
- •Appendix
- •1.7.4 Develop the following ideas:
- •1.7.5 Say it in English:
- •1.7.6 A. Find examples that show how trade restrictions affect multinational corporations.
- •Making a Decision
- •1.8 Grammar back up: The Infinitive
- •1. Is the verb followed by a full or bare Infinitive?
- •1.8.1 Insert to before the infinitive where required. Translate the sentences into Russian.
- •2. Which verbs are followed by Complex Object?
- •I’d rather not be told the truth.
- •I’ll have you speak English in no time.
- •I hear (that) you have had successful talks.
- •2. Is the infinitive or the ing-form used after the verbs of perception?
- •I watched the secretary type a letter on a paper with a printed letterhead.
- •I watched the secretary typing a letter on a paper with a printed letterhead. (I.E. I saw part of the action)
- •1.8.2 Join these pairs of sentences, deciding when to use a bare infinitive or ing.
- •I’ll have you know I’m the company secretary.
- •I’ll have you speaking English in no time.
- •1.8.3 Use the bare infinitive or the -ing form after have in these sentences.
- •4. What is Complex Subject and when do we use it?
- •With the verb “ turn out “.
- •B. Paraphrase the following using a Complex Subject with the verbs in brackets.
- •Revision
- •2 The Firm and Its Environment
- •2.1 Lead-in
- •2.2 Language input
- •Developing vocabulary
- •2.2.1 Consult a dictionary and practise the pronunciation of the following words and word combinations, quote the sentences in which they are used in the text or submit the examples of your own:
- •2.2.2 Match the English word combinations in the left-hand column with the Russian equivalents in the right-hand column:
- •2.3 Background information The Firm and Its Environment
- •Understanding the reading
- •Scanning
- •Scan the text to determine whether these statements are true (t) or false (f), and if they are false say why.
- •2.4.3 Develop the following ideas. Make use of the active vocabulary given in brackets:
- •2.4.4 Match each of the phrases on the left with an appropriate explanation on the right. Use the grid below:
- •2.4.6 Scan the text again and find the English equivalents for the following:
- •Practice Language focus
- •2.5.3 A. Read the text, ignoring the missing parts.
- •Word-building
- •2.6 Dialogue 1
- •Types of securities
- •Mergers, Takeovers & Acquisitions
- •Supporting Materials
- •2.7 Case study & role play The Case
- •Chart 2.
- •Making a Decision
- •2.8 Grammar back up: The ing-Form & Past Participle
- •1. When do we use the -ing form?
- •I need a console desk. - I need a trading desk.
- •2. When do we use the Past Participle?
- •2. What form of the participle should be used?
- •3. What forms of participles do we use in the negative meaning?
- •4. When do we use the perfect participle passive?
- •Change the Infinitive in brackets for Perfect Participle (active or passive). Translate the sentences into Russian.
- •5 What do we call misrelated participles?
- •6. What is the meaning of the structure to have (get) something done?
- •7. What participial constructions do the participles build?
- •Do it in Russian
- •Мужчина с портфелем ручной работы вон там – это посредник, представляющий компанию-конкурента.
- •Context
- •Topics for the Power Point presentations:
- •3.1 Lead-in
- •3.2 Language input
- •3.2.1 Consult a dictionary and practice the pronunciation of the following words and word combinations, quote the sentences in which they are used in the text or submit the examples of your own:
- •3.2.2 Match the English word combinations in the left-hand column with the Russian equivalents in the right-hand column:
- •Environment of Accounting
- •3.4 Comprehension Understanding the reading
- •3.4.1 Give extensive answers to the questions. Use the following expressions to present your answers:
- •Scanning
- •3.4.2 Scan the text to determine whether these statements are true (t) or false (f), and if they are false say why:
- •3.4.3 Scan the text and find the information to complete the following lists:
- •3.4.4 Scan the text and find the English equivalents for the following:
- •3.4.5 Develop the following ideas. Make use of the active vocabulary, given in brackets:
- •3.5 Practice
- •Word Building
- •Complete the table with words from the text and related forms. Put a stress mark in front of the stressed syllable.
- •3.5.2 A. Read the text, ignoring the missing parts. Accounting Assumptions and Principles
- •Financial Statements
- •3.5.3 A. Fill in the gaps with the suitable expressions from the box:
- •5.5.4 A. Read the text, give the English equivalents for the words in brackets, and single out the main items of the income statement.
- •Income Statement
- •In eur thousand
- •3.5.5 A. Read the text and single out the main items of the balance sheet.
- •Illustration 5.2.
- •July 31, 200x
- •I. Consider the other parts of the consolidated balance sheet given below. Match the English word combinations in the left-hand column with the Russian equivalents in the right-hand column.
- •A. Read the text and supply the prepositions where necessary.
- •Illustration 5. 3.
- •3.5.7 Say it in English:
- •5.5.8 A. What do the following abbreviations stand for?
- •3.6 Dialogue 1
- •Jobs in Accounting
- •Supporting Materials
- •Read and translate the following dialogue: Tax Accounting
- •Supporting Materials
- •A Brief Summary of the Activities of the Office of the Auditor General in Norway
- •3.7. Case study& role play Case
- •Discussion questions:
- •Exhibit 1 Sales of the Microcomtec 100
- •Exhibit 2 Microcomtec’s Balance Sheet as of December 2000
- •Discussion questions:
- •Interoffice Memorandum
- •Making a Decision
- •3.8 Grammar back up The Infinitive, Past Participle and the “-ing” form (Revision)
- •Infinitive or the ing-form
- •Infinitive or the ing-form
- •Topics for the Power Point presentations
Mergers, Takeovers & Acquisitions
A. |
Listen, if shareholders decide on a company’s policy by voting, then whoever owns the majority of shares in a company can take decisions. |
B. |
Let me see … . Of course, a threat that the company can be taken over keeps the managements on their toes. By the way, takeover battles are often fought through the pages of the press. |
A. |
You mean “take-over” bids, don’t you? |
B. |
Yes, an attempt to get control of a public limited company may be carried out by purchasing, or offering to purchase, the whole or part of the ordinary shares. And the price is usually well in excess of their quoted price. |
A. |
Is takeover the only possible situation? |
B. |
No, of course not. I’m sure you have heard the term M&As. |
A. |
Mergers and acquisitions? |
B. |
Yes. We're not going to get into the nitty-gritty15 of describing the details, but for now just keep in mind this may be a merger (two companies join together to form a new one), a takeover or acquisition (one company buys another one). The latter happens when a company offers to buy all the shareholders’ shares at a certain price (higher than the market price) during a limited period of time. This is called a takeover bid. |
A. |
And if a company tries to buy as many shares as possible on the stock market, hoping to gain a majority? |
B. |
This is called a raid. |
A. |
Oh, I know that this practice has been under attack in the press, and some bids have been nothing more than attempts to make a great deal of money at the expense of the shareholders. |
B. |
But, usually, this is only possible when the company’s assets have been undervalued by the directors who have allowed them to be shown in the balance sheet at a figure that is far below their true value. |
A. |
Does gaining control of a company always have a negative meaning? If, for example, a company’s Board of Directors agrees to a takeover, and the shareholders agree to sell? |
B. |
Then it becomes a friendly takeover. On the contrary, attempts to acquire companies in the face of opposition from existing management are called hostile takeovers. The number of hostile takeovers relative to friendly takeovers is small: however, drama surrounds them, and they usually capture the interest of the press and the public. |
A. |
Aren’t hostile takeovers a mixed blessing? |
B. |
It’s a complicated question. Opponents of hostile takeovers, including the management of the target company, claim these takeovers are not in the long-run interests of the stakeholders. The opponents claim that the “raiders” will sell off assets to pay for the acquisition and severely cut back on research and development expenditures to conserve cash and to generate immediate increases in reported earnings. |
A. |
I believe companies have various ways of defending themselves against a hostile bid. For instance, they can try to find another company that they prefer to be bought by. |
B. |
May be, may be… . Sometimes the companies choose issuing new shares at a big discount, which reduces the holding of the company attempting the takeover, and makes the takeover much more costly. |
A. |
Is it legal? |
B. |
It is. They have the right to do so. You will agree that it is worse when a proxy fight16 occurs. |
A. |
Wait …. . Proxy is the authority to represent someone else, especially in voting. If you do something by proxy, you arrange for someone else to do it for you. |
B. |
Right in every detail. This is the situation when a group of outsiders try to gain control of a company by persuading existing shareholders to vote into office a new team of directors. |
A. |
I guess proxy fights are expensive. I know that illegal insider trading is also part and parcel of the process. |
B. |
Not all trading on information is illegal insider trading. For example, while dining at a restaurant, you hear the CEO17 of Firm A at the next table telling the CFO18 that the company's profits will be higher than expected, and then you buy the stock, you are not guilty of insider trading unless there was some closer connection between you, the company, or the company officers. |
A. |
But I guess illegal insider trading would occur if the CEO of Company A learned (prior to a public announcement) that his company will be taken over, and bought its shares knowing that the share price would likely rise. But that will be the subject of another discussion. |
Task 1. Report the dialogue. Use the following reporting verbs:
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Task 2. Work with a partner. Look at the dialogue and discuss what A. and B. say about the following subjects.
takeover bids
hostile takeovers
friendly takeovers
situations when the company’s assets are shown in the balance sheet at a figure that is different from their true value
proxy fights
Task 3. Say it in English:
"налет" (осуществляется в виде массированной скупки акций компании-жертвы с целью получить контрольный пакет ее акций)
приобретение, аквизиция (приобретение контрольного пакета акций компании)
борьба за контроль над компанией с использованием доверенностей на голосование на общем собрании
враждебное поглощение (попытка получить контроль над компанией путем скупки ее акций на рынке против воли руководства или ведущих акционеров этой компании)
заинтересованная сторона, заинтересованное лицо (любое лицо или группа лиц, имеющих интерес в компании: акционеры, работники, поставщики, клиенты, кредиторы, государство, общественность и т. д.)
назначенная цена; объявленная цена; прокотированная цена
покупка (акций) осведомленным лицом; незаконные операции с ценными бумагами на основе внутренней информации о деятельности компании-эмитента
предложение о поглощении (предложение о покупке контрольного пакета акций, сделанное акционерам поглощаемой компании другой компанией)
"фирма-налетчик", компания, потенциально способная поглотить другие компании.
слияние или объединение компаний
Task 4. Use Supporting Materials to continue the talk about M & As. Surf the Internet for key words IPO (Initial Public Offering), vertical-backward merger, vertical-forward merger, buyout, insider trading to find further information. Make use of helpful phrases from the dialogue above.