Cross Border Strategic Takeovers: The Case of Cadbury

Cross Border Strategic Takeovers: The Case of Cadbury Cross border strategic takeovers test the investment ability to earn above the average market return. But taking over Cadbury explores beyond monetary gain. The deal is a defiance of cultural pride, countrymen sentiment and confidence in corporate. In free market economy transnational corporations ambition a strategic structure to skirt flat line company growth. Inevitably, organization structures have evolved into very complex ones, where explanations are in many scholastic studies: Egelhoff 1982, Dunning 1993, Stopford Wells 1972, Franko 1976, Galbraith Nathanson 1978, Robock Simmonds 1973. A traditional structure simply concerned a broad international presence. Typically, these consisted independent operations in the handle of an expatriate. In its proliferation, the facilitation of information flow prompted the creation of offshore headquarters which functioned isolate of the local core group (Barber, J. P. 2002, pp.1-5). However, these international structures had about one third of the offshore venture in the form of shared ownership (Casseres 2006, p. 4). What firms manifest these days is cognizant of the global outlook. Less differentiation is placed on the local operations vis-a-vis the international division. Strategic structures shift authority and responsibility to the central domain, without the former single line authority in force, rather a multiple lines responsibility (Barber, J. P. 2002, pp.1-5). Sheer size is given importance in the new corporate international strategy (Egelhoff 1988, p. 1-14). A Precise Pair (Possible reasons why Kraft identified Cadbury as a suitable partner) Kraft Foods, Inc. envisions global domination of the confectionery world (Wiggins 2010, sc. 3), and Cadbury would be the pair of precision. These firms have similar and complimenting features, when combined can operate more competently. They are alike because each is an industry icon that spells out of a history of corporate prestige. In the same way these firms compliment, having pursued a different market position in product lines such as novelty brands Oreo cookies over dairy milk chocolate. Cadbury and Kraft supplement one another in geographical footprint, thus distribution lines are less redundant, if not broadened (Beaudin, 2010). In the context and analysis of industry, a pair of firms can operate more competently when combined. In fact, dissimilar capabilities are often synchronized in the manufacture of opposite goods (Casseres 2006, p. 8-12). Acquisitions improve efficiency by seizure of synergies between firms (Crosoni, Gomes, McGinn, Noth 2004, p.481-512). When put together, Cadbury-Kraft becomes an industry powerhouse. Both sum up an unrivalled portfolio of tremendous potential (The Independent 2010, sc. 2-4). The long term forecast revenues are estimated at a strait annual 5% upward trend in revenues and company growth at 9-11%. On its own, Kraft revenues rises at about 4% with company growth of 7- 9%. A prolonged growth in revenues determines annual cost savings of $625 million (Value Expectations 2010, sc. 1-3). It is argued that such transformation creates larger economies of scale higher and larger geographical markets (Lambrecht 2000, p.1-4). The takeover is meant to reshape market competition, imposing influence on emerging markets. The industry for chocolate and sweets is quite gaping and loosely split between international conglomerates: Mars, Wrigley, Kraft, Hershey, Ferrero and Nestlà © (Beaudin 2010, sc. 1-4). By the acquisition of Cadbury, Kraft assumes to suppress rivalry by the bundle of capabilities (Casseres 2006, p. 8-12). In other words, the industry turns out to be less competitive and too concentrated (Crosoni, Gomes, McGinn, Noth 2004, p.481-512). And why global shares are expected to rise by 5% points from the estimated 20% holding for both firms (Value Expectations 2010, sc. 1-3). Takeovers can reduce production costs at minimal or result in bullish strategies such as predatory pricing against remaining industry players (Crosoni, Gomes, McGinn, Noth 2004, p.481-512). Or-simply a means to breakaway from the discipline of market competition, while economic benefits are reaped and a barrier to entry fortified (Herings, Peeters Schinkel 2005, p. 20). Kraft benefits the niche knowledge and experience of Cadbury. And the new firm brings together invaluable insights by encountering methods of another industry player (ArticleSnatch.com, 2010, sc.3). Bitter Deal (Why a hostile takeover was considered the most appropriate means of acquisition) There could be no appropriate manner to put an end to an Englishmans 186-year old dairy milk maker. Simply because Cadbury is a source of pride and pomposity nearly as important to British culture as the Beatles (quoting Bloomberg Businessweek publication 9 Feb 2010); the deal shall forever be looked upon as a hostile takeover. Not that it is forgivable, a hostile takeover is assumed when organization management is unreceptive of the acquisition process, even when the company has a market valuation below net asset (Casseres 2006, p. 8-12). Theory and practice determine that stock price maximization sits as the foremost objective of a corporation. In the Kraft-Cadbury situation, the business outline of both companies show a consistent cash flows but a severely incapacitate growth opportunities. Market value net investment capital remained flat for some period of time (Value Expectations 2010, sc. 1-3). It is reasoned that the Cadbury takeover allows for a strategic structure expected to churn annual revenues of $50 billion across 160 countries (Wiggins 2010, sc. 2-6). Cadbury by itself consistently held about 10% share in the global market or what Wiggins describes as a slim lead over competitors. That is, with little put into marketing, innovation and capital expenditure, the company growth waned (Wiggins 2010, sc. 2-6). The restructuring mechanism offered a handsome post merger ownership share. What the investor obtains of the new firm is a crucial payoff and decisive gain (Lambrecht 2000, p.1-4). The closing price of 850 pence in 60% cash plus 40% stock ratio (Wiggins 2010, sc. 2-6). Cadbury was a vulnerable target, the takeover timing immediate. The company suffered losses and financial targets berserk. The 75 age old plant at Somerdale was earmarked for closure with 500 jobs slashed. Onsite operations were to be moved to the Bournville plant in Birmingham by 2010 and to the new Poland facility. Brands manufactured at Somerdale are the Cadbury Mini-Egg, Curly Wurly, Chocolate Creeam, Fudge and Turkish Delight (House of Commons 2010, p.9). The Salmonella contamination of 2006, recalled over a million chocolate bars plus a breach of safety penalty of  £1m and an accounting scandal in Nigeria took out on profits (Wiggins 2010, sc. 2-6). Domino Effect (What external events gave rise to the opportunity of acquiring Cadbury?) The global economic turndown triggered innovations and larger transformations, which in turn gives rise to the hostile takeover of Cadbury. Any basic change in the economic environment can do so, such as alterations in policy or industry innovations (Lambrecht 2000, p.1-4). It can be said that globalization itself heightens brand definition and competition that firms are continually on the look out for strategic moves. Growth patterns are also seen to shift the Asia region, as the result of population growth and consumer style. Change in consumer habits: the American consumers were moving into health drinks, affecting upon Gorts economic disturbance theory. This suggests that the high level mergers among soda companies: Coca Cola Company, PepsiCo and Danone, resulted instabilities in the umbrella company and the eventual separation of Dr. Pepper Snapple Group (Ganesh 2010, p.17-25). Strategist Todd Stitzer sought out to demerge its US soft drinks and confectionery businesses, which was carried out a few years ahead (Wiggins 2010, sc. 2-6). Given these events put forth uncertainty, Cadbury shareholders had differing opinions as on the true value of share. The economic disturbance theory asserts that valuation differences cultivate ground for takeover transactions. The narrowing profit margin expensed into raw materials is one compelling external factor making takeovers palatable. As the economic turndown cuts deeper into food companies profits, many brands downgrade ingredients. The Cadbury attempt to shift to palm oil stirred consumer outrage and disapproval of environmentalists, even losing out considerable money. Decisions of acquisition touch further the organizational effort and cost savings on information transfer, contracts, principal-agent relationships, incentives and transaction costs (Casseres 2006, p. 8-12). Cadbury profit margins plunged by 7 percentage points in 2008 from 22% in 2004 (Value Expectations 2010, sc. 1-3). Bullheaded (How differing negotiation styles could have had an impact on the initial discussions on Kraft and Cadbury) Kraft paid a wildly higher price by sheer ill conduct while negotiating the deal. Had it not focused only on its own interests and empty of concern in the emotional significance of the deal, the acquisition could have cost less. Ill conduct was an expressed a lack of respect, what is an essential ingredient in cross border transactions. The initial offering of 10.5 billion pounds -or $17.1 billion was slammed as derisory (London Associated Press 2010, sc. 1), KFI proposed to buy 300 pence in cash plus 0.2589 of the new Kraft Foods share, which comes to the value of 745 pence (Value Expectations 2010, sc. 1-3). A turnaround recommendation by the Cadbury board was made on the offer of 850 pence in 60% cash plus 40% stock ratio (Wiggins 2010, sc. 2-6). Too low an opening bid stirred resentment, if at all tore apart members of the board in humiliation. Seemingly very American is the abrasive and brute, which in return lagged the negotiation and KFI risked its credit rating and dividends by borrowing heavily to fill out a high closing price (Value Expectations 2010, sc. 1-3). A bid opening price forecasts the value of these combined entities which under the new strategic structure ought to be much higher. The price derives from cost reductions in labor or Capexes, market power, consumer access and specialization, supply chain accountability, debt tax shields, management empowerment, financial controllership, and many factors studies. The same way, it leaves a psychological imprint on board members of the target firm (Baker, Pan Wurgler 2009, p.7-20). Corporate motif permeates negotiating style. Having that KFI is made up of everything and anything it swallows, with a high subsidiary turnover rates, speculations on a one sided talk lets up an overprotective Cadbury board (Beaudin 2010, sc. 1-4). It seems Kraft took advantage of the announcement to close the Somerdale facility, using this as a reference point for perceived value (Baker, Pan Wurgler 2009, p.7-20). A better manner would be to propose acquisition, after the potential synergies are identified and additional value determined (Crosoni, Gomes, McGinn Noth 2004, p.481-512). Compelling Convictions (How could such disparate cultures have an impact on the initial period of the new organisation) In an interview with Namrata Singh during his Asia tour of duty, mention that the company was working quickly, but thoughtfully on issues related to mending cultural differences. Clearly, the excitement set in and people at work look forward to the growth opportunities of the merger. KFI is noted to have built a depth of cross-cultural talent, leadership soars with the exceptional fusion of leaders with global mindset. People begin with identifying similarities. KFI and Cadbury share a familiar passion for brands and are ready to trust in local groups. Preparatory seminars are held to brainstorm how to begin growing faster together. Employee enthusiast seek ways to unleash the best of both companies (The Times of India 2010, sc.1-3). Insofar Cadbury culture is distinctive of a reputation for evenhandedness with employees and in its business practices. It practiced philanthropy during wartime, as it a forerunner of fair trade practice (House of Commons 2010, p.23). The Englishman Employment Policy is subject to TUPE (Transfer of Undertakings-Protection of Employment). Private sector companies are to carry over appointment contracts unchanged between the transferor and the transferee, to prevent the dismissal. Many services in the bureaucracy are expected to be outsourced to the private sector. These contracts will require TUPE 2006 to be fully taken into account. TUPE provides transferring hires the choice to join a replacement pension scheme with equivalent conditions and matched contribution rates up to 6% of basic salary (Huard 2010, p.2-7). A takeover succeeds when key employees are encouraged and motivated to start new work arrangements. KFI could rue the day failing to come across a commitment to reemploy several knowledgeable, experienced workers at Cadbury Keynsham. The house of Commons notes that the commitment only extends to Kraft employees in manufacturing, and do not apply for post redundancy in divisions of finance, legal and communications (House of Commons 2010, p.9). State Intervention (Critically appraise the involvement of national Governments in cross border transactions such as Kraft in the acquisition of Cadbury) State intervention in the Cadbury takeover is less authoritative, if not feeble. Unlike Governments of China or Japan, were extensive sensitivity and involvement is put out to bail legendary business institutions. To some nations, a taskforce is established for the purpose of overseeing takeover procedures. While State actions could end up futile or restraint, the gesture looks out for future generations, the same as protectorate of heritage. The House of Commons convened to investigate the Cadbury takeover only after the deal came through. Changes in public policy must step up with Cadbury gone (House of Commons 2010, p.3). The overall idea is to re think a British market that is less open or permissive. The takeover Code was authored in an environment where ownership models were quite different (Wiggins 2010, sc. 2-6), and neglect on the part of the State is a subject of public debate. Economic policy in other advanced nations, France and USA, are designed to ward off corporate scavengers. Policy stipulates existing shareholders can acquire voluminous shares at a price below the market if a prospector influences a buyout without board approval. The provision, which is granted to privilege holders typically the founders and top executives, wards off corporate scavengers deliberately. In effect it has reduced costs on litigations and worry on hostile takeovers (Mebran 2005, sc.1-5). Due Diligence (You are to review and critically analise the concept of due diligence and present a reasoned argument as to why it should help companies like Kraft avoid acting irresponsibly and unwisely) Due diligence is a requisite for a smooth and subtle takeover. It is expected that the bidder conducts exhaustive study on the subsidiaries that make up a firm such to arrive at an agreeable, suitable acquisition structure (Birkett 2003, p.1-6). With reference to the opening price of 745 pence per ordinary share, this translates to about $50 per ADR. Equally, the new firm should achieve a top line growth of 10% annually and EBITDA margins of 27%. To justify the price offering, that bottom line pattern should continues from 2010 to 2014. Experts think this is too ambitious a proposition (Value Expectations 2010, sc. 1-3). The impact of psychological pricing is very real (Baker, Pan Wurgler 2009, p.7-20). Although a quick refusal transpired after KFI rendered an opening bid, it set out bad blood (The Wall Street Journal 2010, sc 1). A bidder who comes prepared will gauge psyche of the target and set out to build a good working relationship. On the average, investors are disposition averse; the prospect theory suggests that more are hesitant to sell stocks with losses on paper than when stocks show gains. It is also Perceptiveness is expected at the senior level, and trickles down to the rest of the firm (Baker, Pan Wurgler 2009, p.7-20). Kraft borrowed heavily to buy Cadbury (Beaudin 2010, sc. 1-4). The purchase is outsourced through the sale of the DiGiorno and Tombstone pizza brands to Nestle SA (Chicago Business 2010, sc. 2-5). This suggests that Kraft could have overvalued the operational performance to come through with the assumptions of the transaction (Value Expectations 2010, sc. 1-3). Or possible, that the takeover results from a inaccurate valuations on the stock market (Lambrecht 2000, p.1-4). The $19 billion takeover places KFI in sizeable debt, the pay down of integrating two formidable, transnational businesses. The estimated cost synergies from the putting together Cadbury and KFI has been raised to $750 million (Cordeiro 2010, p.1-4). Principled negotiations focus on what is meaningful to a target (Birkett 2003, p.1-6). Consider what is valuable to the target business, other than costs. A negotiator can lose something more valuable, such as company reputation, when engaging without evaluating this dimension. This can extend to understanding the social dynamics in which the target operates (Lambrecht 2000, p.1-4). It is unwise to say anything about the terms before this is formalized this could break the agreement. A week after the takeover, or on 9 Feb 2010, Kraft presents conclusively, its intention to shut down the Somerdale factory. The decision is a reversal of its foremost commitment to Cadbury at the outset (House of Commons 2010, p.17).

We Can Do It!

Riveter Looking at this war poster as a whole looks very normal to many viewers (it contains a statement which states â€Å"We Can Do It! † in white letters with a blue background). It also contains two main colors; blue and yellow. Rosie the riveter is the main person in the ad, along with the main subject. She is wearing a blue collar shirt, an orange and white hair scarf and a collar button. At the bottom of the ad is a large W letter underlined which stands for women's rights ( women's right logo is right underneath the letter W).Along with the letter is a war production committee logo in the right orner. With this statement in the ad and Rosie the riveter as the main subject a viewer can tell that the poster was used in the 1940's. During this time, many male workers were off fighting in the war, causing females to begin working in the factories. Soon after males returned home they desired females to return to their home making Jobs. Enjoying the new freedom, females were very doubtful about returning to house making Jobs. This ad explains how color portrays masculinity, how the statement â€Å"We Can Do It! in this ad expresses the emotions, struggles and goals of females during the war time and Rosie the riveter showing her muscles, ymbolizes power. The background of this ad uses colors to portray deeper meanings to its viewers. The naw blue color behind the statement â€Å"We Can Do It! † explains the false statement that it takes masculinity to work in factories. For many years males were the only workers working in factories, so custom to tradition it was abnormal to think that females had the ability to work in factories.Leading to the letters â€Å"We Can Do It† to be written in white bold letters on top of the naw blue. The white bold letters are symbolizing the purity in the work force, females in factories. Females at his time wanted to work in factories and not return to the house making Jobs. Another color seen throughout this ad is bright yellow. The main color is yellow; yellow symbolizes a storm. The storm for females at this time was being stuck, stuck in a position on a house maker, a mother and a wife. Females going to work in factories and saying â€Å"We Can Do It! was busting through the typical role of a house maker and allowed females to pass through the storm of being stuck. The statement â€Å"We Can Do It! † in this ad expresses the emotions, struggles and goals of females during the war time. Women at this time were struggling to come out of the typical female role as a house maker and show that as females they could work Just as hard as males. Struggling to overcome traditional stereotypes brought out many emotions in females. With all these emotions females started to make goals and statements around the world.In this ad right under the words â€Å"We Can Do It! † Rosie the riveter has a very serious and emotional look on her face. Having a serious look on her face is stating that females were done feeling inferior and unimportant to society, tired of being doubted by the males of th e world. Along with her serious look, Rosie the iveter was wearing make-up and a hair bandana. The hair bandana and make-up are displaying that with all the statements about working Just as hard as males and tired of feeling inferior, females can still be females.Rosie the riveter is showing her muscle in this ad to symbolize power. Half of her sleeve is rolled up to symbolize what nas already started and what is yet to come, temale power. Following ner arm down to her hand, she shows a closed fist. Her fist displays two things; fghting action towards those who will try to stand in her way and a closed mind to her opinion as if no one can tell her what she is doing is wrong. Along with showing her muscles and fist, she also has a female power button on her collar.This button shows strength in numbers since she's visually saying that it takes more than one person to c hange the image of females and roles they play. In addition to the button, Rosie has a blue collar shirt verse a white collar shirt. The blue collar shirt stands for manual labor working. Manual labor working is what females wanted at this time, not to work as a major or a white collar worker. As we can see with posters like this, symbolism is shown throughout images all around. To fully understand ads and posters ometimes you have to dig a little deeper for true meanings.Rosie the riveter helps explain the message females wanted to convey at this time, to work in factories along with males. This poster helps explain not only what it says, â€Å"We Can Do It† but also the struggle, goals and emotions that females had during this time. With showing emotions, struggles and goals, this ad also visual explains the power females had. Knowing the struggle females had during the war time, makes me appreciate being a female even more. Work Cited â€Å"Rosie the Riveter. † 2011 .. Online Image. Women Working During World War 2. Web. 23 Oct

Cyberbullying versus Traditional Bullying - 1690 Words

Bullying has been around since the beginning of time. Parents may remember when they were kids and the bully would pick on them or their friends by stealing lunch money or just getting beat up, and that was the end of it. The victims remember the hurt, frustration, and sadness it caused. However, these days, bullying is not just happening on the playground or at the bus stop, it is happening on the Internet and on cell phones, making it possible to bully a child 24 hours a day with multiple bullies and thousands of kids watching. Cyberbullying follows children nonstop and into the safety of their house. Sometimes kids are afraid to inform their parents about the cyberbullying that they will think its there fault. Or that their parents will call the bullies parents or other parents, making the bullying worse. However, the effect and pain that comes from cyberbullying is real. People underestimate cyberbullying, just because it is happening online and not in person. Cyberbullying can l ead to many different factors like drinking, and drugs, poor grades, depression, eating disorders. Many students have even taken their own lives because of another student saying something to them online. Cyberbullying has been taking place a lot more in middle and high schools because of the increased usage of social media networks and technology. Cyberbullying is worse and more harmful than traditional bullying. The first reason cyberbullying is worse than traditional bullying is thatShow MoreRelatedTraditional And Cyberbullying : The Differences And Effects On Children And Learning996 Words   |  4 PagesTraditional and Cyberbullying: The Differences and Effects on Children and Learning In the news, there have been reports told about school shootings over the last several years. When it comes to these school shootings, most of them were committed by students who were being bullied, and wanted the bullying to stop. 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Case Study on The BP Texas City Huge Explosion

Introduction of the Case Study The BP Texas City explosion is among the world’s biggest catastrophic disasters that saw the loss of 15 lives of the BP workers and 170 workers being injured by the huge explosion. The accident was actually caused when a few workers tried to start up a splitter referred to as raffinate tower in the Isomerization Unit (Isom) after a repair shutdown (Mogford, 2005). Alarms and instrumentation gave misguiding indications since the 170 ft tower was actually overfilled discharging the liquid to the ‘blowdown’. This ‘was actually installed in the 1950’s and had never had any connections to the flare which is supposed to contain liquids and dangerous vapors released from the blowdown. This actually was one of the main causes and failures of the BP management. The liquid vapor really was lit by fire from a truck near the plant (Professional Engineering Publishing, 2005). Discussion Several commendable and blamable decisions were made regarding the explosion which can be classified as either merits or demerits towards the management of the hazardous and most violent explosion. The first culpable and admirable decision made was the decision of the BP to fully implement the report put forward by the Baker’s Panel, an independent Safety Review Panel, which actually investigated and found out that the BP Texas City lacked a daily operation discipline in terms of time management which lead to workers reporting to work late during their shifts. The second appraisable decision made by BP was its resolution to reinforce and strengthen the governance and management team. This is an ethical decision that will ensure that the management of the company is run well and smoothly avoiding further incidences that may be catastrophic. Secondly, the decision of BP to commit itself to offer safety to its workers including producing energy that is environment friendly is really a laudable decision that deserves praise and applause (Verschoor, 2010). The decision of the BP management to implement these factors is considered laudable, admirable and praiseworthy since they are seen as upholding ethics, humanity and good moral values since workers health and safety should highly be safeguarded and taken care of. As a matter of fact this can be considered and ranked as a merit towards restoring back the reputation of the Texas City BP oil refinery company and also can be debated as a merit towards ensuring that the BP Workers as safeguarded f rom all the risks and dangers posed by the greedy BP management system in London whose main focus was just to increase their production targets, operational goals by cutting down expenses and investments by all means. The second praiseworthy and brave decision taken by BP was deciding to pay and compensate the families of the deceased and most affected by the tragedy. This is more ethical, just and right since BP is actually trying to take responsibility for its failure to actually provide safety to its workers (Sissell, 2006). On the contrary, one of the blamable and culpable decisions was made by the BP headquarter management system in London. They decided to put blame to the local managers in Texas for the cause of explosion claiming that they failed in detecting tragedy. Also, their decision to fire some of the workers who were responsible for the incident can be considered as being unreasonable since they actually were forgetting that the same workers and managers had been calling for more funds to be able to reinforce the company. This is also considered unethical and lack of morality since these workers rights need be protected. In the first place, the company had stayed for a long time wit hout really undergoing major repairs and maintenance which really put lives of the workers at stake. In this context, the culprits who were responsible for the cause of the explosion do not really bear a lot of blame on them provided that the company was also in a compromising state. The whole management team in London was actually to blame for their failure to construct a flare to be able to safeguard the condensed vapor. They are also responsible for the lack of implementation of the proper and safe training measurements for its workers regarding the safety of the company (Penton Publishing, 2007). Some of the risk management experts argue and contend that blame should actually be placed at the party whose risks involvement measurements are high and where the risk management measurements are actually low (Andersen, 2010). In my opinion, the culprits do not actually deserve the full blame by the government, BP management system and every one. This is because, according to the standard ways of blame management, they did not have much to be blamed for since the signaling system did not really raise any warning that the barrel was full. In addition, the company’s refinery system was actually very old which actually does not provide the culprits with much to be blamed for. In fact, the management team in London had turned down several calls by the local supervisors and workers regarding the pathetic state at which the Texas Company was. In this case, various external governance expectations especially by various government bodies like the US Chemical Safety and Hazard Investigation Board (CSB) actually help to protect victims of corporate misconduct more effectively and successfully than the ethical constraints and limitations. The action of CSB conducting various investigations regarding the standard safety measures of the workers actually provided much evidence that protected the PB workers. The report actually pushed the blame more to the management board rather than the workforce who really were liable of the mishap. For example, the CSB found that many warning signs were raised by various people and officers regarding the safety of the BP Company actually before the real explosion took place. This investigation in real compromises with the victims’ misconduct and shifts much of the blame to the Company. On the other hand, external governance actually cannot effectively manage the ethical and moral limita tions since there are no laws set to manage and foresee that actually victims’ ethical constraints are protected. Finally, this case is related to the three Grangemouth incidents in the sense that, similar external governance actually gave a report that suggested major flaws in the safety of the victims. The report was filed by Health and Safety Executive (HSE). Another similar case in which external governance constraints and expectations really might protect victims of corporate misconduct more effectively than ethical constraints is the case where the governments ‘watchdog’, Occupational Safety and Health Administration (OSHA), blamed the BP company for taking for granted the safety of its workers. It actually fined BP Company $ 21 million over the Texas explosion (Greenhouse, 2010). In this case, the external governance actually defends and shields the misdemeanors, delinquency and transgression of the victims of the BP explosion more effectively than really their ethical and moral limitations. OSHA actually was very much inconsiderate of the fact that the victims of corporate misconduct might have been on the wrong and might have gone against the ethics and morals of the Company to the extent of delaying to report to their shifts in time. References Sissel, K. (2006, November). BP Settle with Daughter of Two Killed in Texas City. Chemical Week, 26. Professional Engineering Publishing. (2005, May). Staff Failures Cause of Explosion at BP Plant, News, 11. Andersen, S. (2005, August). Risk and Reputation: The Unsettling Governance Landscape. Inside Counsel, 51-54. Verschoor, C. C. (2010, August). BP Still Hasn’t Learned Ethical Lessons. Ethics, 13-15. Penton Publishing. (2007, June). BP Blames Managers for Texas City. Occupational Hazards, 22. Greenhouse, S. (2010, August). BP To Pay Record Fine for Refinery. The New York Times, B1. Retrieved on 10 January, 2011. From http://www.nytimes.com/2010/08/13/business/13bp.html?_r=1 Mogford, J. (2005). Fatal Accident Investigation Report: Isomerization Unit Explosion Final Report, 1-176. Retrieved on 10 January, 2011. From http://www.bp.com/liveassets/bp_internet/us/bp_us_english/STAGING/local_assets/downloads/t/final_report.pdf.