Tutorial 2 Chapter 11: Corporate Governance, Corporate Social Responsibility & Ethics Task 1 Discussion Question
Tutorial 2 Chapter 11: Corporate Governance, Corporate Social Responsibility & Ethics Task 1 Discussion Question
Task 1
Discussion Question
1. Define stakeholders. Explain the types of stakeholders that could affect company’s
decisions.
Stakeholders: a person or group who has an interest in an enterprise and whose support is
required in order for an enterprise to be successful.
➢ Internal stakeholders: those within a company whose interest stems from direct
employment, ownership or investment. Internal stakeholders include employees,
managers, board members, donors and investors.
Stakeholders Rights
Competitors Expect that the firm will abide by the rules of competition and
not violate the basic principles of antitrust laws
Communities Expect that a firm will not violate the basic expectations that
and the general society places on enterprises
public
4. Explain Agency Theory and Agency Problem. Discuss some of the unethical behaviour
that arises from Agency Problems.
● Agency theory is dealing with business relationship problems when decision-making
authority is delegated from one person to another.
● Agency problem is a conflict of interest that occurs when agents do not fully
represent the best interests of principals.
● Principals hire agents to represent their interests and act on their behalf.
● Agents are frequently hired to allow businesses to obtain new skill sets that the
principals lack or to accomplish work for the firm's investors.
● Agency problems include information asymmetry.
● The agents have more information about the resources being managed than the
principal.
Task 2
Chapter 11 : Closing Case - HP’s Disastrous Acquisition of Autonomy
Case Discussion Questions 1-3.
Chapter 11 :Hill,C.W, Schilling,M.A and Jones, G.R. 2017. Strategic Management:
Theory & Cases: An Integrated Approach, Asia Edition, 12th Edition. Cengage
Learning.
2. Why do most acquisitions result in paying a premium over the market price? Was the 50%
premium for Autonomy reasonable?
● an acquiring company will pay an acquisition premium to close a deal and ward off
competition
● An acquisition premium might be paid too, if the acquirer believes that the synergy
created from the acquisition will be greater than the total cost of acquiring the target
company.
● The size of the premium often depends on various factors such as competition within
the industry, the presence of other bidders, and the motivations of the buyer and
seller.
● Autonomy's 50% premium is unreasonable
● Oracle decided that even if the numbers Autonomy was presenting were taken at face
value, it was not worth buying even at a $6 billion price tag.
● market value was already high, at about 15 times its operating profit.
● Catherine A. Lesjak arguing that it was not in the best interests of the shareholders
and that HP could not afford it
● overestimated, not worth buying at this price.
3. Was it unethical for Apotheker to propose the acquisition at the 50% premium? Was it
unethical for Autonomy to go along with the price at a 50% premium? Who suffers the
consequences of an overpriced acquisition?
● It was unethical for Apotheker to propose the acquisition at the 50% premium because
only half of the board participated in the decision and thus not everybody's voice was
heard/considered, particularly shareholder voice.
● It was unethical for Autonomy to go along with the price at a 50% premium this is
because the price was 15 times its operating profits- clearly unsuitable
● The shareholders suffer the consequences of an overpriced acquisition most as the
share price falls following the acquisition.