Osakeyhtiölain maksukykyisyystestin sisältö ja tulkintaongelmat

Tämä Pro gradu -työ on lainopillinen selvitys maksukykyisyystestin sääntelystä ja tulkintaongelmista. Tavoitteena on selvittää maksukykyisyystestin sisältöä sekä esitellä ja analysoida erilaisia näkökantoja siitä, miten maksukykyisyystestiä on tulkittu. Testin mukaan osakeyhtiöstä ei saa jakaa varoja, jos jaosta päätettäessä tiedetään tai pitäisi tietää yhtiön olevan maksukyvytön tai varojenjaon aiheuttavan maksukyvyttömyyden. Maksukykyisyystestin avulla hallitaan osakeyhtiön varojenjakoa: maksukykyisyystesti on siis vain väline rajoittaa varojen jakamista. On monia tapoja jakaa varoja, mutta tässä tutkimuksessa keskitytään osingonjakoon. Tutkimusmenetelmänä on laadullinen tutkimus. Tarkastelen aihetta pääosin oikeustieteellisestä näkökulmasta, mutta tutkimus sivuaa myös liiketaloustieteellistä tutkimusmetodia, koska usein maksukykyisyystestiä on perusteltu taloudellisista lähtökohdista käsin ja taloudellisilla tunnusluvuilla. Juridisen tarkastelun muodostaa osakeyhtiölaki ja muita lakeja tarkastellaan vain siinä määrin, kuin ne välittömästi liittyvät maksukykyisyystestiin. Perimmäisenä tutkimuskysymyksenä on selvittää maksukyvyn arvioinnin ajankohta ja kenen vastuulla maksukykyisyystestin toteuttaminen lopulta on: onko se hallituksen, toimitusjohtajan vai osakkeenomistajan vastuulla? Etenkin hallituksen vastuuta ja sen suhdetta maksukykyisyystestiin on oleellista tarkastella, koska tutkimuksen kohteena ovat pörssiyhtiöt.

Modelling flexible asset management in industrial maintenance companies and networks

The tightening competition and increasing dynamism have created an emerging need for flexible asset management. This means that the changes of market demand should be responded to with adjustments in the amount of assets tied to the balance sheets of companies. On the other hand, industrial maintenance has recently experienced drastic changes, which have led to an increase in the number of maintenance networks (consisting of customer companies that buy maintenance services, as well as various supplier companies) and inter-organizational partnerships. However, the research on maintenance networks has not followed the changes in the industry. Instead, there is a growing need for new ways of collaboration between partnering companies to enhance the competitiveness of the whole maintenance network. In addition, it is more and more common for companies to pursue lean operations in their businesses. This thesis shows how flexible asset management can increase the profitability of maintenance companies and networks under dynamic operating conditions, and how the additional value can then be shared between the network partners. Firstly, I have conducted a systematic literature review to identify what kind of requirements for asset management models are set by the increasing dynamism. Then I have responded to these requirements by constructing an analytical model for flexible asset management, linking asset management to the profitability and financial state of a company. The thesis uses the model to show how flexible asset management can increase profitability in maintenance companies and networks, and how the created value can be shared in the networks to reach a win-win situation. The research indicates that the existing models for asset management are heterogeneous by nature due to the various definitions of ‘asset management’. I conclude that there is a need for practical asset management models which address assets comprehensively with an inter-organizational, strategic view. The comprehensive perspective, taking all kinds of asset types into account, is needed to integrate the research on asset management with the strategic management of companies and networks. I will show that maintenance companies can improve their profitability by increasing the flexibility of their assets. In maintenance networks, reorganizing the ownership of the assets among the different network partners can create additional value. Finally, I will introduce flexible asset management contracts for maintenance networks. These contracts address the value sharing related to reorganizing the ownership of assets according to the principles of win-win situations.

"A sala de detidos": atuação e ascenção da polícia política da capital federal do Brasil, 1920-1937

Exploramos neste trabalho o desenvolvimento e a ascensão da função de polícia política da capital federal do Brasil, aqui compreendida como um mecanismo de proteção e manutenção do poder do Estado. Tomando por base as décadas de 1920 e 1930, procuramos investigar duas hipóteses. Primeiro, que nessa primeira década, o exercício de polícia política, a cargo da 4ª. Delegacia Auxiliar, pode ser tomado como o início do aperfeiçoamento da função. Segundo que o decênio seguinte, ao ser marcado em seus primeiros anos por um processo de democratização das instituições brasileiras - que culmina com promulgação da Carta Constitucional de 1934, nos instiga à indagação sobre a necessidade do Estado contar oficialmente, a partir de 1933, com um órgão para o exercício exclusivo da função de polícia política. A análise contempla, a partir da legislação sobre reorganização dos serviços policiais e da repressão social e política, bem como acerca dos documentos produzidos pela polícia política, a relação entre o desenvolvimento desses órgãos e os eventos sociais e políticos no contexto nacional e internacional. Os pressupostos que nortearam o desenvolvimento dos órgãos de polícia política nas décadas enfocadas, sugerem que a relação de exclusividade entre os mesmos e os regimes autoritários deve ser problematizada, ainda que, ao longo da história, grande parte dos governos de matriz autoritária ou totalitária tenha desenvolvido órgãos de polícia política que exerceram um papel proeminente na estrutura de segurança do Estado. Longe, contudo, de esgotar a discussão, buscamos oferecer elementos adicionais para o entendimento sobre a necessidade de o Estado manter uma polícia voltada à produção de informações visando ao acompanhamento de certos eventos sociais e políticos.

Trabalho flexível e capital social: um estudo de caso sobre a ação dos agentes comunitários de saúde em Araraquara

Conselho Nacional de Desenvolvimento Científico e Tecnológico (CNPq)

A expansão do capital e as dinâmicas da fronteira

Coordenação de Aperfeiçoamento de Pessoal de Nível Superior (CAPES)

When Labour and Capital Collude: The Varieties of Welfare Capitalism and Early Retirement in Europe, Japan and the USA. CES Germany & Europe Working Papers, No. 00.4, 2000

The institutionalisation of early retirement has become a universal feature of postwar industrial economies, though there are significant cross-national variations. This paper studies the impact of different types of welfare regimes, production systems and labour relations on early exit from work. After an analysis of the main trends, the paper discusses the costs and benefits of early retirement for the various actors — labour, capital and the state — at different levels. The paper outlines both the "pull” and "push” factors of early exit. It first compares the distinct welfare state regimes and private occupational pensions in their impact on early retirement. Then it looks at the labour-shedding strategies inherent to particular employment regimes, production systems and financial governance structures. Finally, the impact of particular industrial relations systems, and especially the role of unions is discussed. The paper finds intricate "institutional complementarities” between particular welfare states, production regimes and industrial relations systems, and these structure the incentives under which actors make decisions on work and retirement. The paper argues that the "collusion” between capital, labour and the state in pursuing early retirement is not merely following a labour-shedding strategy to ease mass unemployment, but also caused by the need for economic restructuration, the downsizing pressures from financial markets, the maintenance of peaceful labour relations, and the consequences of a seniority employment system.

Boundary maintenance in Qatar: Interpretation of domination, segregation and subordination

This study explores the interaction of expatriates in Qatar and their perception of their subordination. The study design included participant observation in an all female University and University housing as well as interviews with Qatari government agencies and ministries, expatriate embassies and expatriates. Semi-structured interviews were conducted across seven expatriate groups: domestic workers, unskilled laborers, semiskilled, professionals, housewives, second-generation expatriates with host country other than Qatar, second-generation expatriates with host country Qatar, and Gulf Cooperation Council citizens. Forty-two subjects completed the interview schedule while 87 interviews were incomplete. ^ Physical control of expatriates occurs through the Gulf practice of sponsorship (The Kafeel System), and local cultural and Islamic related controls intertwined with the Arab Code of honor. Interviews and observations revealed rankings of Arabs and foreigners which emphasize Qatari superiority such as tribal identity, moral ranking of female groups by dress, legal protection and power, sexual consideration and desexualization and salaries and job opportunities based on nationality and ethnicity. Individuals who desire to transcend boundaries into the Qatari realm through citizenship or marriage view Qataris as possessing the “image of the unlimited good” and have acquired Qatari social and cultural capital. Members from all expatriate groups engaged in various forms of resistance to labor and gender domination which ranged from forms of “exit,” expressing a hidden transcript in the privacy of their own group, disguised resistance in public, and occasionally, direct confrontation with the Qatari. Although the legal arena created the appearance that worker's needs were being addressed, laborers engaged in forms of “exit” to escape their oppression. Omani students in the hostel disguised their resistance by spreading gossip, nick-naming homosexual Qatari students at the University, acting out a skit depicting their exclusion from Qatari privilege, spreading rumors of impending freedom, and singing songs of despair in the courtyard. Other sites of resistance were expatriate embassies, the road, the newspaper and technology. This study emphasizes that blaming oppression of the expatriate worker on globalization is a simplistic view of oppression in the Gulf, and ignores complex issues within Qatari society and other Gulf States. Sponsorship, servitude, and gender segregation intersect in Qatar to create a system of segregation and domination of expatriates. ^

Scheduling of track inspection and maintenance activities in railroad networks

The U.S. railroad companies spend billions of dollars every year on railroad track maintenance in order to ensure safety and operational efficiency of their railroad networks. Besides maintenance costs, other costs such as train accident costs, train and shipment delay costs and rolling stock maintenance costs are also closely related to track maintenance activities. Optimizing the track maintenance process on the extensive railroad networks is a very complex problem with major cost implications. Currently, the decision making process for track maintenance planning is largely manual and primarily relies on the knowledge and judgment of experts. There is considerable potential to improve the process by using operations research techniques to develop solutions to the optimization problems on track maintenance. In this dissertation study, we propose a range of mathematical models and solution algorithms for three network-level scheduling problems on track maintenance: track inspection scheduling problem (TISP), production team scheduling problem (PTSP) and job-to-project clustering problem (JTPCP). TISP involves a set of inspection teams which travel over the railroad network to identify track defects. It is a large-scale routing and scheduling problem where thousands of tasks are to be scheduled subject to many difficult side constraints such as periodicity constraints and discrete working time constraints. A vehicle routing problem formulation was proposed for TISP, and a customized heuristic algorithm was developed to solve the model. The algorithm iteratively applies a constructive heuristic and a local search algorithm in an incremental scheduling horizon framework. The proposed model and algorithm have been adopted by a Class I railroad in its decision making process. Real-world case studies show the proposed approach outperforms the manual approach in short-term scheduling and can be used to conduct long-term what-if analyses to yield managerial insights. PTSP schedules capital track maintenance projects, which are the largest track maintenance activities and account for the majority of railroad capital spending. A time-space network model was proposed to formulate PTSP. More than ten types of side constraints were considered in the model, including very complex constraints such as mutual exclusion constraints and consecution constraints. A multiple neighborhood search algorithm, including a decomposition and restriction search and a block-interchange search, was developed to solve the model. Various performance enhancement techniques, such as data reduction, augmented cost function and subproblem prioritization, were developed to improve the algorithm. The proposed approach has been adopted by a Class I railroad for two years. Our numerical results show the model solutions are able to satisfy all hard constraints and most soft constraints. Compared with the existing manual procedure, the proposed approach is able to bring significant cost savings and operational efficiency improvement. JTPCP is an intermediate problem between TISP and PTSP. It focuses on clustering thousands of capital track maintenance jobs (based on the defects identified in track inspection) into projects so that the projects can be scheduled in PTSP. A vehicle routing problem based model and a multiple-step heuristic algorithm were developed to solve this problem. Various side constraints such as mutual exclusion constraints and rounding constraints were considered. The proposed approach has been applied in practice and has shown good performance in both solution quality and efficiency.

Vertical alveolar crest bone maintenance around implants in two-stage surgery: an in situ study in dogs

The aim of this study was to evaluate in situ changes in the alveolar crest bone height around immediate implant-supported crowns in comparison to tooth-supported crowns (control) with the cervical margins located at the bone crest level, without occlusal load. In Group I, after extraction of 12 mandibular premolars from 4 adult dogs, implants from Branemark System (MK III TiU RP 4.0 x 11.5 mm) were placed to retain complete acrylic crowns. In Group II, premolars were prepared to receive complete metal crowns. Sixteen weeks after placement of the crowns (38 weeks after tooth extraction), the height of the alveolar bone crest was measured with a digital caliper. Data were analyzed statistically by the Mann-Whitney test at 5% significance level. The in situ analysis showed no statistically significant difference (p=0.880) between the implant-supported and the tooth-supported groups (1.528 + 0.459 mm and 1.570 + 0.263 mm, respectively). Based on the findings of the present study, it may be concluded that initial peri-implant bone loss may result from the remodeling process necessary to establish the biological space, similar to which occurs with tooth-supported crowns.

Compliance improvement in periodontal maintenance

OBJECTIVES: The aim of this study was to assess the infuence of efforts applied to modify the patients' behavior towards periodontal maintenance. MATERIAL AND METHODS: Patients were classifed into three groups: Complete Compliance (participation in all visits), Irregular Compliance (irregular participation, one or more missing appointments), and Noncompliance (abandoned or never returned to the program). Complete compliers received usual procedures of the maintenance visit. The irregular compliers and non-compliers received usual procedures and strategies such as reminding next visit, informing patients on both periodontal disease and importance of maintenance, motivating the patient who showed an improvement in compliance. Thus, 137 patients were observed for 12 months. RESULTS: The degree of compliance has increased signifcantly during this period (p=0.001). No association was detected between age or gender and compliance degree. CONCLUSIONS: The results have shown that the intervention applied had a favorable infuence on the patients' compliance.

Evaluation of the dental structure loss produced during maintenance and replacement of occlusal amalgam restorations

The aim of this in vitro study was to evaluate four different approaches to the decision of changing or not defective amalgam restorations in first primary molar teeth concerning the loss of dental structure. Ditched amalgam restorations (n = 11) were submitted to four different treatments, as follows: Control group - polishing and finishing of the restorations were carried out; Amalgam group - the ditched amalgam restorations were replaced by new amalgam restorations; Composite resin group - the initial amalgam restorations were replaced by composite resin restorations; Flowable resin group - the ditching around the amalgam restorations was filled with flowable resin. Images of the sectioned teeth were made and the area of the cavities before and after the procedures was determined by image analysis software to assess structural loss. The data were submitted to ANOVA complemented by the Student Newman Keuls test (p < 0.05). The cavities in all the groups presented significantly greater areas after the procedures. However, the amalgam group showed more substantial dental loss. The other three groups presented no statistically significant difference in dental structure loss after the re-treatments. Thus, replacing ditched amalgam restorations by other similar restorations resulted in a significant dental structure loss while maintaining them or replacing them by resin restorations did not result in significant loss.

Práticas preventivas de detecção de câncer em mulheres: comparação das estimativas dos inquéritos de saúde (ISA - Capital) e vigilância de fatores de risco e proteção para doenças crônicas por inquérito telefônico (VIGITEL - São Paulo)

OBJETIVO: O objetivo deste estudo foi comparar estimativas obtidas em inquéritos domiciliar e telefônico, da realização dos exames de Papanicolaou e mamografia em mulheres residentes no município de São Paulo em 2008, segundo características sociodemográficas, bem como dimensionar as diferenças observadas. MÉTODOS: Foram utilizados os dados do ISA - Capital 2008, inquérito domiciliar realizado no município de São Paulo pela Universidade de São Paulo (USP), Universidade Estadual de Campinas (UNICAMP) e Secretaria de Estado da Saúde com apoio da Secretaria Municipal de Saúde de São Paulo, e do VIGITEL - São Paulo, inquérito telefônico realizado pelo Ministério da Saúde para Vigilância de Fatores de Risco e Proteção para Doenças Crônicas. Estimativas da realização do exame de Papanicolaou e mamografia na vida, bem como a realização no último ano foram comparadas segundo o tipo de inquérito (domiciliar/telefone) por meio de regressão de Poisson ajustada por idade e escolaridade. RESULTADOS: Não foram encontradas diferenças estatisticamente significantes entre as estimativas obtidas pelo VIGITEL e ISA - Capital para as prevalências de realização de mamografia no último ano. No entanto, para as estimativas globais de realização do exame de Papanicolaou alguma vez na vida e no último ano e da mamografia na vida, foi possível verificar diferenças estatisticamente significantes, com prevalências de cobertura superiores entre as entrevistadas pelo inquérito telefônico. CONCLUSÃO: Os resultados sinalizam a tendência de superestimação de alguns indicadores de cobertura de mamografia e de exame de Papanicolaou nos dados de pesquisa via telefone, apontando a necessidade de novos estudos que também contribuam para o melhor entendimento das diferenças observadas com o uso de diferentes modalidades de inquéritos.

Successful maintenance of a stingless bee population despite a severe genetic bottleneck

Stingless bees play an important ecological role as pollinators of many wild plant species in the tropics and have significant potential for the pollination of agricultural crops. Nevertheless, conservation efforts as well as commercial breeding programmes require better guidelines on the amount of genetic variation that is needed to maintain viable populations. In this context, we carried out a long-term genetic study on the stingless bee Melipona scutellaris to evaluate the population viability consequences of prolonged breeding from a small number of founder colonies. In particular, it was artificially imposed a genetic bottleneck by setting up a population starting from only two founder colonies, and continued breeding from it for a period of over 10 years in a location outside its natural area of occurrence. We show that despite a great reduction in the number of alleles present at both neutral microsatellite loci and the sex-determining locus relative to its natural source population, and an increased frequency in the production of sterile diploid males, the genetically impoverished population could be successfully bred and maintained for at least 10 years. This shows that in stingless bees, breeding from a small stock of colonies may have less severe consequences than previously suspected. In addition, we provide a simulation model to determine the number of colonies that are needed to maintain a certain number of sex alleles in a population, thereby providing useful guidelines for stingless bee breeding and conservation efforts.

Risk-based decision making method for maintenance policy selection of thermal power plant equipment

This study presents a decision-making method for maintenance policy selection of power plants equipment. The method is based on risk analysis concepts. The method first step consists in identifying critical equipment both for power plant operational performance and availability based on risk concepts. The second step involves the proposal of a potential maintenance policy that could be applied to critical equipment in order to increase its availability. The costs associated with each potential maintenance policy must be estimated, including the maintenance costs and the cost of failure that measures the critical equipment failure consequences for the power plant operation. Once the failure probabilities and the costs of failures are estimated, a decision-making procedure is applied to select the best maintenance policy. The decision criterion is to minimize the equipment cost of failure, considering the costs and likelihood of occurrence of failure scenarios. The method is applied to the analysis of a lubrication oil system used in gas turbines journal bearings. The turbine has more than 150 MW nominal output, installed in an open cycle thermoelectric power plant. A design modification with the installation of a redundant oil pump is proposed for lubricating oil system availability improvement. (C) 2009 Elsevier Ltd. All rights reserved.

On the threshold of forgetting: Amnesiac identities and the Brazilian capital

Centuries after Locke asserted the importance of memory to identity, Freudian psychology argued that what was forgotten was of equal importance as to what was remembered. The closing decades of the nineteenth century saw a rising interest in the nature of forgetting, resulting in a reassessment and newfound distrust of the long revered faculty of memory. The relationship between memory and identity was inverted, seeing forgetting also become a means for forging identity. This newfound distrust of memory manifested in the writings of Nietzsche who in 1874 called for society to learn to feel unhistorically and distance itself from the past - in what was essentially tantamount to a cultural forgetting. Following the Nietzschean call, the architecture of Modernism was also compelled by the need to 'overcome' the limits imposed by history. This paper examines notions of identity through the shifting boundaries of remembering and forgetting, with particular reference to the construction of Brazilian identity through the ‘repression’ of history and memory in the design of the Brazilian capital. Designed as a forward-looking modernist utopia, transcending the limits imposed by the country's colonial heritage, the design for Brasilia exploited the anti-historicist agenda of modernism to emancipate the country from cultural and political associations with the Portuguese Empire. This paper examines the relationship between place, memory and forgetting through a discussion of the design for Brasilia.