A shareholder’s contractual right to a dividend and a company’s oppressive conduct in withholding dividend payments: Sumiseki Materials Co Ltd v Wambo Coal Pty Ltd

Traditionally, a shareholder’s expectation of receiving a dividend has been limited by the discretion the board of directors has to recommend the appropriate amount of payment as a dividend. As a general rule, shareholders will only be entitled to a dividend after the dividend is declared (normally, at the general meeting), or when the actual date arrives for the dividend to be paid. Because courts were traditionally reluctant to interfere with the internal management of companies, the remedies available to shareholders to compel a company to declare a dividend were very limited. As a result, if the directors have decided to withhold dividend payment, courts will only make an order requiring dividends to be paid under very exceptional circumstances. In this article, the authors discuss the case of Sumiseki Materials Co Ltd v Wambo Coal Pty Ltd [2013] NSWSC 235, which is exceptional for the court’s recognition of a shareholder’s contractual right to a dividend. The article analyses the court’s approach, which found that withholding dividend payments was oppressive and unfairly prejudicial conduct of the company. It also discusses the significance of shareh9olders entrenching their rights in a company’s constitution, irrespective of the fact that a company has a statutory right to alter its constitution by way of a special resolution.

Professional attitudes to sex offenders: implications for multiagency and collaborative working

Recent years have seen the development and implementation of a range of multi-disciplinary and partnership approaches to managing risk in known sex offenders, involving collaboration between justice and human services agencies. Potential barriers to the development of effective multidisciplinary practices arise when participating professionals hold different attitudes about those they are responsible for managing. This paper examines differences in attitudes towards sex offenders in two professional groups – police officers and allied health workers. The results suggest that police officers tend to hold more negative views than those who deliver treatment and support services. They are more likely to believe that offenders cannot change their behaviour and should be subject to more punitive sanctions. These findings are discussed in relation to judgements of both risk and dangerousness and associated decisions about the appropriate management of sex offenders in multi-agency and multi-disciplinary working forums.

Professional development and accountability: working with newly appointed staff to foster quality

The aim of this paper is to examine some issues in professional development and the accountability of academic staff particularly in regard to newly appointed staff. It examines ways in which universities can assist new staff develop their skills in the various aspects of their academic role and identifies the responsibilities of the university and heads of departments in this task. It illustrates these issues by reference to a case study of a major Australian university which has recently adopted a department-based scheme for the professional development of academic staff. This scheme, amongst other things, involves new staff in planning sessions with the head of their department and the keeping of records of responsibilities, achievements, needs for professional development and the resources which will be provided to assist staff. The introduction of any scheme for accountability of staff or of professional development is likely to encounter some resistance in the prevailing academic ethos. The paper will examine ways in which the genuine fears of some groups can be addressed and how such schemes may be developed and introduced in a sensitive fashion.

Ongoing challenges responding to behavioural and psychological symptoms of dementia

BACKGROUND: Mid- to late-stage dementia is often characterized by behavioural and psychological symptoms, including, but not limited to physical and verbal aggression. INTRODUCTION: Although there is a considerable research about the prevalence, aetiology, and management of behavioural and psychological symptoms of dementia, there is limited research about the experience of caring for people with such symptoms in long-term aged care facilities. AIM: The aims of the study were to describe: (i) nurses' experiences of caring for people with behavioural and psychological symptoms of dementia in long-term aged care facilities, and (ii) strategies nurses used to deal with these symptoms. METHODS: A qualitative exploratory and descriptive design, involving focus group interviews with 30 nurses from three long-term aged care units in Australia. The transcripts were analysed using inductive content analysis. RESULTS: The findings revealed five interrelated themes: (i) working under difficult conditions, (ii) behavioural and psychological symptoms of dementia: an everyday encounter, (iii) making sense of behavioural and psychological symptoms of dementia, (iv) attempting to manage behavioural and psychological symptoms of dementia, and (v) feeling undervalued. CONCLUSION: This study highlighted the difficult conditions under which nurses worked and the complexity of caring for individuals who have behavioural and psychological symptoms of dementia. IMPLICATIONS FOR NURSING AND HEALTH POLICY: Organizational efforts to enhance the quality of care for individuals with behavioural and psychological symptoms of dementia in long-term aged care facilities should extend beyond staff education to heed nurses' concerns about organizational barriers to interpersonal care.

International legal norms on the right to sexual orientation and gender identity: Australian reforms contextualised

At a time when the international momentum for sexual orientation and gender identity rights is strong it is important that scholars and activists remain vigilant to ensure that the discourses framing sexuality rights do not intentionally, or inadvertently, deepen incursions on the rights of individuals of sexual and bodily diversity. This chapter offers a critical examination of selected Australian case law and legal reform for the putative progress t offers sexual minorities. Identifying the entrenched binary determinism at the heart of the law, this chapter echoes the call of queer criminology, concluding that challenging invisibility is but part of the project. Queer scholars need also remain vigilant about the law’s constitutive power, and its role in producing sexual minorities as objects of pathology, perversion and criminality.

Why economics should be a modest and reasonable science

Unlike the methodological sciences such as mathematics and decision theory, which use the hypothetical-deductive method and may be fully expressed in complex mathematical models because their only truth criterion is logical consistency, the substantive sciences have as their truth criterion the correspondence to reality, adopt an empirical-deductive method, and are supposed to generalize from and often unreliable regularities and tendencies. Given this assumption, it is very difficult for economists to predict economic behavior, particularly major financial crises.

Compliance to law and effectiveness of the rule of law in Brazil

The goal of this paper is to debate the degree of effectiveness of the rule of law in Brazil, through a survey measuring perceptions, attitudes and habits of Brazilians in regard to compliance to law. The survey conducted in Brazil is based on the study conducted by Tom R. Tyler in the United States, entitled Why People Obey the Law? (New Haven, CT: Yale University Press, 1990). The main argument of Tyler´s study is that people obey the law when they believe it’s legitimate, and not because they fear punishment. We test the same argument in Brazil, relying on five indicators: (i) behavior, which depicts the frequency with which respondents declared to have engaged in conducts in disobedience to the law; (ii) instrumentality, measuring perception of losses associated with the violation of the law, specially fear of punishment; (iii) morality, measuring perception of how much is right or wrong to engage in certain conducts in violation of the law; (iv) social control, which measures perception of social disapproval of certain types of behavior in violation of the law, and (v) legitimacy, which measures the perception of respect to the law and to some authorities. Results indicate that fear of sanctions is not the strongest drive in compliance to law, but more than legitimacy, indicators of morality and social control are the strongest in explaining why people obey the law in Brazil.

Do Brazilian courts contribute to the implementation of the right to housing?

The objective of this paper is to try to understand the Brazilian’s Courts role in the implementation of the Right to Housing. In order to do that, I analyzed three lawsuits (Favela Olga Benario, Favela Fiat/Vila Esperança and Pinheirinho I) in which the Right to Housing collide with the Right to Private Property. I claim that in spite of the adoption of the Social Function of the Ownership Principle and the formal inclusion of the Right to Housing among social rights protected by the Constitution, Brazilians Courts adopt a very conservative conception of the Right to Private Property and because of that, they tend not to enforce the Right to Housing.

How the full opening of the capital account to highly liquid financial markets led Latin America to two and a half cycles of ‘mania, panic and crash’

Latin America has recently experienced three cycles of capital inflows, the first two ending in major financial crises. The first took place between 1973 and the 1982 ‘debt-crisis’. The second took place between the 1989 ‘Brady bonds’ agreement (and the beginning of the economic reforms and financial liberalisation that followed) and the Argentinian 2001/2002 crisis, and ended up with four major crises (as well as the 1997 one in East Asia) — Mexico (1994), Brazil (1999), and two in Argentina (1995 and 2001/2). Finally, the third inflow-cycle began in 2003 as soon as international financial markets felt reassured by the surprisingly neo-liberal orientation of President Lula’s government; this cycle intensified in 2004 with the beginning of a (purely speculative) commodity price-boom, and actually strengthened after a brief interlude following the 2008 global financial crash — and at the time of writing (mid-2011) this cycle is still unfolding, although already showing considerable signs of distress. The main aim of this paper is to analyse the financial crises resulting from this second cycle (both in LA and in East Asia) from the perspective of Keynesian/ Minskyian/ Kindlebergian financial economics. I will attempt to show that no matter how diversely these newly financially liberalised Developing Countries tried to deal with the absorption problem created by the subsequent surges of inflow (and they did follow different routes), they invariably ended up in a major crisis. As a result (and despite the insistence of mainstream analysis), these financial crises took place mostly due to factors that were intrinsic (or inherent) to the workings of over-liquid and under-regulated financial markets — and as such, they were both fully deserved and fairly predictable. Furthermore, these crises point not just to major market failures, but to a systemic market failure: evidence suggests that these crises were the spontaneous outcome of actions by utility-maximising agents, freely operating in friendly (light-touched) regulated, over-liquid financial markets. That is, these crises are clear examples that financial markets can be driven by buyers who take little notice of underlying values — investors have incentives to interpret information in a biased fashion in a systematic way. ‘Fat tails’ also occurred because under these circumstances there is a high likelihood of self-made disastrous events. In other words, markets are not always right — indeed, in the case of financial markets they can be seriously wrong as a whole. Also, as the recent collapse of ‘MF Global’ indicates, the capacity of ‘utility-maximising’ agents operating in unregulated and over-liquid financial market to learn from previous mistakes seems rather limited.

Changes in phytoplankton composition in response to tides, wind-induced mixing conditions, and freshwater outflows in an urbanised estuarine complex

Fundação de Amparo à Pesquisa do Estado de São Paulo (FAPESP)

Aquatic macrophyte distribution in relation to water and sediment conditions in the Itaipu Reservoir, Brazil

Aquatic macrophyte community distribution along the eastern shoreline of the Itaipu Reservoir (one of the South America's largest impoundments) is described in relation to limnological and sedimentological factors. The central body of the reservoir is mesotrophic, while the arms (flooded influent river valleys) along the eastern shore may be oligo-mesotrophic to eutrophic, depending on time of year and sub-catchment characteristics. Macrophyte community composition and species cover were surveyed at 30 sites in four arms, in relation to sediment total P and organic matter; underwater light regime; and water total P and Kjeldahl N concentration, alkalinity, conductivity, depth and pH. Seventeen euhydrophyte and six emergent macrophyte species were recorded. Large stands of Egeria najas dominated the euhydrophyte vegetation, together with free-floating weed species (Pistia stratiotes Linn., Salvinia auriculata Aublet and Eichhornia crassipes (Mart.) Solms.). Canonical Correspondence Analysis of the data showed that two sets of variables were important predictors of aquatic macrophyte community structure. Floating macrophyte assemblage was closely related to concentration of nutrients in both water and sediment, while light penetration was the strongest predictor of submerged species occurrence. Although a large number of potential nuisance species were present, dense growths were restricted to shallower areas of the Itaipu Reservoir, causing localised problems. The possibility of increasing interference by these plants with fisheries, recreational use, transport and hydroelectricity generation suggests a need for continued monitoring of weed distribution and abundance, and investigation of appropriate management measures.

Screening of melon populations for resistance to Didymella bryoniae in greenhouse and plastic tunnel conditions

Coordenação de Aperfeiçoamento de Pessoal de Nível Superior (CAPES)

Right-to-left shunt determination in dog lungs under inhalation anesthesia with rebreathing and non-rebreathing system

OBJETIVO: Comparar a formação de shunt venoso-arterial em pulmões de cães submetidos a anestesia geral inalatória utilizando-se sistemas de anestesia com e sem reinalação, com fração inspirada de oxigênio de 0,4 e 0,9, respectivamente. MÉTODOS: Empregaram-se 20 cães induzidos com tiopental sódico (30mg/kg) e mantidos com sevoflurano (3%) e alocados em dois grupos (n=10); os animais de GI foram ventilados com modalidade controlada em sistema semifechado, sem reinalação, F I O2 = 0,9, e os de GII, com modalidade controlada, sistema semifechado, com reinalação e F I O2 = 0,4. Os atributos analisados durante o experimento foram: freqüência cardíaca, pressão arterial média, shunt pulmonar venoso-arterial, hematócrito, hemoglobina, pressão parcial de oxigênio arterial, pressão parcial de oxigênio no sangue venoso misto, saturação de oxigênio no sangue venoso misto, pressão parcial de dióxido de carbono arterial e pressão de vapor de água nos alvéolos (P VA). RESULTADOS: A P VA foi significativamente maior em GII. A análise estatística dos valores encontrados de shunt mostrou que GI e GII apresentaram diferenças significativas, sendo que os resultados de GI são maiores que os de GII em todos os momentos avaliados. Já a análise de momentos dentro de um mesmo grupo não demonstrou diferenças. CONCLUSÃO: O sistema de anestesia sem reinalação com F I O2 = 0,9 desenvolveu maior grau de shunt pulmonar venoso-arterial que o sistema de anestesia com reinalação e F I O2 = 0,4. A umidificação dos gases em GII contribuiu para diminuir o shunt.