Restructuring, Professionalism and Ethics in Insolvency Practice - Free Essay Example

Sample details Pages: 8 Words: 2539 Downloads: 1 Date added: 2017/06/26 Category Law Essay Type Case study Did you like this example? Restructuring, Professionalism and ethics in Insolvency Practice Assessment Item 2 Discuss the legal and professional responsibilities arising from the facts set out below for Gerard Mann, ( a director of Manu Ltd and ManF Pty Ltd) and Reconstruction Remedies Larry Liquidator a registered Insolvency liquidator. Key facts of the case Manu Ltd (part of a group controlled by Mann family) making parts for specialized medical equipment, in recent years producers of equipment pressuring Manu to lower costs or they will take business elsewhere. In July 2013 Manu Ltd entered contract with one manufacturer to produce parts over 5 years at a set price plus CPI increases. ManF Pty Ltd entered into another production contract for 3 years to produce certain items at a fixed price. To manufacture these products parts machinery came from Germany and both companies incurred substantial debt to the German Manufacturer but hoped that the debt would be paid off out of the contracts. Substantial monies had been paid to the Germans but large amounts are still owed under a time payment arrangement. The machinery failed to perform tasks it was expected to do and the German manufacturers denied any product liability. Further Information required to properly assess the case and advise on the respon sibilities of all parties involved. Reconstruction Remedies have closely examined the underlying business of the two companies and believed that the underlying business can be profitable; however none of this information is disclosed in the case notes. The information required can be divided into three categories Don’t waste time! Our writers will create an original "Restructuring, Professionalism and Ethics in Insolvency Practice" essay for you Create order Financial information required by Larry Liquidator for the purposes of determining solvency of the Manu Group of companies. Financial statements of both companies- Profit and loss, Balance Sheet for year ended 30th June 2014. Management accounts/cash flow projections for the 2015 financial year. Legal advice in relation to the product liability claim required by the directors of the Manu group of companies and Larry Liquidator What legal advice exists in relation to the product liability claim? What insurance policies exist that may assist the claim? What undertakings were given by Manu to the German manufacturer in terms of the work to be performed by the equipment? What directorà ¢Ã¢â€š ¬Ã¢â€ž ¢s guarantees existed in terms of the equipment contracts? Restructuring options information required by the directors of the Manu group of companies and Larry Liquidator Does the German manufacturer have a Personal Property Securities Register[1] charge over their equipment? What is the ability to restructure the existing debts owed to the German manufacturer? What value was RR putting on the old company and new Co? Was fair value consideration being given to the sale of the contracts? What independent valuation was obtained to determine the transaction price? What are the legal and professional responsibilities for Gerard Mann, (a director of Manu Ltd and ManF Pty Ltd) and Reconstruction Remedies? Gerard Mann, (MD for both companies) approached Reconstruction Remedies (RR) in January 2015. RR investigating accountants reports said both companies were underlying profitable. Mr Mann advised RR that given 3D printer developments that manufacturing could be done more cheaply and that the companies were saddled with debt for existing machines and other payment obligations to the German supplier. RR suggested contracts be assigned to à ¢Ã¢â€š ¬Ã…“newcoà ¢Ã¢â€š ¬Ã‚ , to be jointly owned by directors of RR and the Mann family. The consideration for purchase of these contracts to be assumption of some of the existing debts in Manu and ManF and the debt owing to the German manufacturer would not be taken over by Newco as well as associated debts in respect of unpaid interest. Discussion to set up Newco and transfer the contracts occ urred in Feb 2015. If a turnaround company is one facing immediate challenges to its profitability and thus not meeting the expectations of its shareholders, the Boardà ¢Ã¢â€š ¬Ã¢â€ž ¢s role is to identify and implement a strategy to ensure the success of the turnaround. The Board must assess: the strategy including short and longer term/environmental conditions; the current and prospective implementation or execution of the strategy; the culture of the organisation; and the structure of the organisation.[2] The Corporations Act specifies for main duties for directors; Care and Diligence[3] Good faith[4] Proper use of position[5] Proper use of information[6] The Act also includes an obligation to prevent a company trading if it has become insolvent[7]. The question is when Manu purchased the manufacturing equipment from the German supplier had they adequately stress tested their projected returns to account for repayment of the loans for the equipment? The Directors of Manu may be able to rely on a defence against insolvent trading if they can prove that when the debt to the German Supplier was incurred that there were reasonable grounds to expect that the company was solvent and would remain solvent even if the debt was incurred.[8] Directors must also consider the interests of creditors where the company is not insolvent but facing insolvency, Walker v Wimborne [9]. Mason J said à ¢Ã¢â€š ¬Ã…“ the directors of a company discharging their duty to the company must take into account of the interests of its shareholders and creditors. Any failure by the directors to take into account the interests of the creditors will have ad verse consequences on the company as well as for themà ¢Ã¢â€š ¬Ã‚ [10] Uncommercial transactions[11]. S588FB (1) applies where a company sells property at an amount below market value, it appears from the facts as presented (a formal valuation of the transaction is among the additional information requested) that the transaction may be below market value and this would leave the selling companies with no funds with which to repay the German supplier. Voidable transactions [12] S588FE (2A)(a)(i) states the transaction is voidable if the transaction is an uncommercial transaction for the company, this would be required to be tested. Do the actions of the Director (G Mann) and RR constitute à ¢Ã¢â€š ¬Ã…“Phoenixà ¢Ã¢â€š ¬Ã‚  activity? The concept of Phoenix activity broadly centres on the idea of a second company, often newly incorporated, arising from the ashes of ità ¢Ã¢â€š ¬Ã¢â€ž ¢s failed predecessor where the second companyà ¢Ã¢â€š ¬Ã¢â€ž ¢s controllers and busine ss are essentially the same. Anderson in à ¢Ã¢â€š ¬Ã…“Defining and Profiling Phoenix Activityà ¢Ã¢â€š ¬Ã‚  [13]describes five types of Phoenix categories, where companies are rescued from corporate failure but the interests of shareholders and creditors may be adversely affected by the restructuring. The first two categories are legal and the other three categories illegal.[14] Anderson categorises the third type of Phoenix rescue as à ¢Ã¢â€š ¬Ã…“illegal type 1à ¢Ã¢â€š ¬Ã‚ .[15] This is where there is a transfer of assets to à ¢Ã¢â€š ¬Ã…“Newcoà ¢Ã¢â€š ¬Ã‚  for inadequate consideration and debts are left in the shell of the à ¢Ã¢â€š ¬Ã…“Oldcoà ¢Ã¢â€š ¬Ã‚  which is subsequently liquidated. In ASIC v Somerville (2009)[16] the court found that the conduct of directors to be in breach of the duty to consider creditors interests and the directors were disqualified from managing corporations and fined. The court also found that the lawyer who advised the direct ors was also fined and disqualified from managing companies. However no disciplinary action was ever taken against him, either by the Law Society of New South Wales of Legal Services commissioner.[17] The conduct and actions of RR appear to go beyond the bounds of what is expected when they are engaged by the directors of a failing company. An insolvency Practitioner has a role as an advisor not a director of the company and the actions of RR go beyond that role and take on the role of director[18], agreeing to become shareholders and directors of à ¢Ã¢â€š ¬Ã…“newcoà ¢Ã¢â€š ¬Ã‚  would appear to confirm this. For RRà ¢Ã¢â€š ¬Ã¢â€ž ¢s principals to avoid being classified as Shadow directors they need in their engagement letter set out that they act only as advisors and that they advise management on the turnaround plan but not dictate the terms of the plan. RR, as a firm of advisory Accountants to have a professional obligations to the particular accounting body (and their code of ethics) that the principals belong to ; whether it be CPA Australia (CPA), Institute of Public Accountants (IPA), or Chartered Accountants Australia and New Zealand (CAANZ).[19] It is not disclosed however whether RR is a member of any of these bodies and therefore subject to their codes of ethics. What are the legal and professional responsibilities for Larry Liquidator, a registered Insolvency liquidator? On 12 March 2015 RR appointed Larry Liquidator asking whether he would consent to undertaking a job in respect of both companies. RR often refers work to Larry and in the past year is estimated that around 2% of work undertaken by Larry comes from such referrals. This represents $150,000 in fees. Independence is the key question to be answered when accepting a role as a liquidator or administrator. The appointee must be independent in fact and substance as well as appearance. The Australian Restructuring Turnaround Association (ARITA) Code of Professional Practice for Insolvency Practitioners Clause 6.6 [20] Referrals from other Professionals and Creditors sets out where a practitioner must not accept any referral that contains, or is conditional upon: The giving or receiving of referral commissions, inducements or benefits; the giving or receiving of spotterà ¢Ã¢â€š ¬Ã¢â€ž ¢s fees; the giving or receiving of recurring commissions; understandings or requirements that work in the administration will be given to the referrer; or any other such arrangements that restrict the proper exercise of the Practitionerà ¢Ã¢â€š ¬Ã¢â€ž ¢s judgement or duties. Clause 6.8 [21]sets out the rule that a practitioner may not take on the role if there has been a Professional relationship within the last two years, however if there has been a relationship within the last two years the Practitioner must disclose it in the Declaration of Independence, Relevant relationships and Indemnities (DIRRI) [22] and explain why accepting the appointment will not affect their independence or the perception of independence. There are a number of cases where the independent of a liquidator has been questioned. In ASIC v Edge[23] it was found that the liquidator had breached his duties as a fiduciary in taking an appointment as administrator (and subsequently liquidator) without disclosing a prior relationship with the companyà ¢Ã¢â€š ¬Ã¢â€ž ¢s director. It is however a 2014 decision that has put Insolvency Practitioners on notice that they must consider very carefully how their referral relationships may be seen to affect their independence. In Aust ralian Securities and Investments Commission (ASIC) v Franklin [24] on appeal the court overturned the original decision [25] that the test of perceived independence and impartiality used by the liquidator when accepting the appointment was inadequate and as a result ASIC obtained orders removing the liquidators on the grounds of perceived bias. White J commented à ¢Ã¢â€š ¬Ã…“ that in the 2013 financial year that revenue from the Mawsonà ¢Ã¢â€š ¬Ã¢â€ž ¢s groupà ¢Ã¢â€š ¬Ã¢â€ž ¢s referrals (about $250,000) comprises a little over 5% of the revenue of LDDà ¢Ã¢â€š ¬Ã¢â€ž ¢s insolvency division, and a little over 2% of the firmà ¢Ã¢â€š ¬Ã¢â€ž ¢s overall revenue.à ¢Ã¢â€š ¬Ã‚ [26] à ¢Ã¢â€š ¬Ã…“ à ¢Ã¢â€š ¬Ã‚ ¦I do not consider that any fair-minded observer would regard remuneration of the order received by LDD from the Mawson Groupà ¢Ã¢â€š ¬Ã¢â€ž ¢s referrals as modest. Most cerditors of companies such as WCPL and WCQPL are likely to regard amounts such as $250,000 an d $500,000 as significant and the hypothetical fair-minded observer is likely to have the same view. At the very least, the fair-minded observer might apprehend that LDD may not wish to put their continued receipt of income in these proportions in jeopardyà ¢Ã¢â€š ¬Ã‚ ¦..à ¢Ã¢â€š ¬Ã‚ [27] The Full court applied the à ¢Ã¢â€š ¬Ã…“double mightà ¢Ã¢â€š ¬Ã‚  test stated in Ebner[28] The double might test is used by the Court when making a decision in relation to an allegation that a judge is biased. The test is whether a fair-minded lay observermightreasonably apprehend that the judgemightnotbring an impartial mind to his or her duties. The Full Court in ASIC v Franklin suggested that the test may not be applied as rigidly for a liquidator because, unlike Judges, liquidators operate in the commercial world and are required to attract work by developing contacts and relationships.[29] Following the decision of the Court of appeal ARITA has amended Section 6.6.1 of the Cod e, requiring members to disclose in the DIRRI the name of the referring entity.[30] Larry Liquidator in taking on the appointment as liquidator of the Manu Group of companies may have failed in his duty to be, and to be seen to be, independent, in relation to his previous dealings with RR.[31] Bibliography Cases Australian Securities and Investments Commission v Edge [2007] 211 FLR 137 Australian Securities and Investments Commission v Franklin (Liquidator), in the matter of Walton Constructions Pty Ltd [2014] FCA 68 Australian Securities and Investments Commission v Franklin (Liquidator), in the matter of Walton Constructions Pty Ltd [2014] FCAFC 85 Ebner v Official Trustee in Bankruptcy [2000] HCA 63; (2000) 205 CLR 337 Walker v Wimborne (1976) 137 CLR 1 Legislation Anti-Money Laundering and Counter-terrorism Financing Act 2006 (Cth) Corporations Act 2001 (Cth) Taxation Administration Act 1953 (Cth) Quasi-legislative materials Accounting P rofessional and Ethical Standards Board, APES 110 Code of Ethics for Professional Accountants, November 2013. Australian Restructuring Insolvency Turnaround Association, Code of Professional Practice for Insolvency Practitioners, Third Edition, November 2013. Articles/Books/reports Helen Anderson, Ann Oà ¢Ã¢â€š ¬Ã¢â€ž ¢Connell, Ian Ramsay, Michelle Welsh, and Hannah Withers, à ¢Ã¢â€š ¬Ã‹Å"Defining and Profiling Phoenix activityà ¢Ã¢â€š ¬Ã¢â€ž ¢, Melbourne Law School, Monash Business School, December 2014 Michael Murray and Jason Harris, à ¢Ã¢â€š ¬Ã‹Å"Keayà ¢Ã¢â€š ¬Ã¢â€ž ¢s Insolvency Personal and Corporate Law and Practiceà ¢Ã¢â€š ¬Ã¢â€ž ¢ (Thomson Reuters, 7th Ed, 2011) Fiona Shand. à ¢Ã¢â€š ¬Ã‹Å"Understanding the Exposures and Liabilities of Directors in a Turnaround Situationà ¢Ã¢â€š ¬Ã¢â€ž ¢, (Arnold Bloch Leibler, Melbourne, November 2004) Websites/other Australian Financial Security Authority, Personal Property Securities Register https://www.ppsr .gov.au/ForBusiness/whyregister/Pages/default.aspx accessed 5th April 2015 Cusoff Cudmore Knox, Referral relationships-when is an Insolvency Practitioner independent? 23rd September 2104 https://www.ccklawyers.com/journal/2014/9/23/referral-relationships-when-is-an-insolvency-practitioner-in.html accessed 23 March 2015 Cornwall Stodart, Alert, 23rd July 2014 https://www.cornwalls.com.au/sharing-knowledge/legal-updates/case-summary-asic-v-franklin-(liquidator),-in-the-matter-of-walton-constructions-pty-ltd-[2014]-fca-85.aspx accessed 4 April 2015 Cornwall Stodart, Alert, 18th August 2014 https://www.cornwalls.com.au/sharing-knowledge/legal-updates/changes-to-the-arita-code-in-effect-from-monday,-18-august-2014.aspx accessed 4 April 2015 1 [1] Australian Financial Security Authority, Personal Property Securities Register, https://www.ppsr.gov.au/ForBusiness/whyregister/Pages/default.aspx accessed 5th April 2015 [2] Fiona Shand, à ¢Ã¢â€š ¬Ã‹Å"Understanding the Exposures and Liabilities of Directors in a Turnaround Situationà ¢Ã¢â€š ¬Ã¢â€ž ¢, Arnold Bloch Leibler, November 2004, P15 [3] Corporations Act 2001 (Cth) S180 [4] Ibid S181 [5] Ibid S182 [6] Ibid S183 [7] Ibid S558 [8] Ibid S558H(2) [9] Walker v Wimborne (1976) 137 CLR 1 [10] Ibid CLR 1,7 [11] Corporations Act 2001 (Cth) S588FB [12] Ibid S588FE [13] Anderson, etal , à ¢Ã¢â€š ¬Ã‹Å"Defining and Profiling Phoenix activityà ¢Ã¢â€š ¬Ã¢â€ž ¢, Melbourne Law School, Monash Business School, December 2014 P1 [14] Ibid P2 [15] Ibid P16 [16] ASIC v Somerville [2009] NSWSC 934 [17] Anderson, etal à ¢Ã¢â€š ¬Ã‹Å"Defining and Profiling Phoenix activity à ¢Ã¢â€š ¬Ã‹Å", Melbourne Law School, Monash Business School, Decembe r 2014 P18 [18] Corporations Act 2001 (Cth) S9 [19] Accounting Professional and Ethical Standards Board, APES 110 Code of Ethics for Professional Accountants, November 2013. [20] Australian Restructuring Insolvency Turnaround Association, Code of Professional Practice for Insolvency Practitioners, Third Edition, November 2013, Clause 6.6 [21] Ibid clause 6.8 [22] Ibid clause 22 [23] Australian Securities and Investments Commission v Edge [2007] 211 FLR 137 [24] Australian Securities and Investments Commission v Franklin (Liquidator), in the matter of Walton Constructions Pty Ltd [2014] FCAFC 85 [25] Australian Securities and Investments Commission v Franklin (Liquidator), in the matter of Walton Constructions Pty Ltd [2014] FCA 68 [26] Australian Securities and Investments Commission v Franklin (Liquidator), in the matter of Walton Constructions Pty Ltd [2014] FCAFC 85, paragraph 90 [27] Ibid para 95 [28] Ebner v Official Trustee in Bankruptcy [2000 ] HCA 63; (2000) 205 CLR 337 [29]Cusoff Cudmore Knox, Referral relationships-when is an Insolvency Practitioner independent? 23rd September 2104 https://www.ccklawyers.com/journal/2014/9/23/referral-relationships-when-is-an-insolvency-practitioner-in.html [30]Cornwall Stodart, Alert, 18th August 2014 https://www.cornwalls.com.au/sharing-knowledge/legal-updates/changes-to-the-arita-code-in-effect-from-monday,-18-august-2014.aspx [31] Australian Restructuring Insolvency Turnaround Association, Code of Professional Practice for Insolvency Practitioners, Third Edition, November 2013. Clause 6

Carl Ritter - German Founder of Modern Geography

German geographer Carl Ritter is commonly associated with Alexander von Humboldt as one of the founders of modern geography. However, most acknowledge Ritters contributions to the modern discipline to be somewhat less significant than those of von Humboldt, especially as Ritters life-work was based on the observations of others. Childhood and Education Ritter was born on August 7, 1779, in Quedlinburg, Germany (then Prussia), ten years after von Humboldt. At the age of five, Ritter was fortunate to have been chosen as a guinea pig to attend a new experimental school which brought him into contact with some of the greatest thinkers of the period. In his early years, he was tutored by the geographer J.C.F. GutsMuths and learned the relationship between people and their environment. At the age of sixteen, Ritter was able to attend a university by receiving tuition in exchange for tutoring a wealthy bankers sons. Ritter became a geographer by learning to observe the world around him; he also became an expert at sketching landscapes. He learned Greek and Latin so that he could read more about the world. His travels and direct observations were limited to Europe, he was not the world traveler that von Humboldt was. Career In 1804, at the age of 25, Ritters first geographical writings, about the geography of Europe, were published. In 1811 he published a two-volume textbook about the geography of Europe. From 1813 to 1816 Ritter studied geography, history, pedagogy, physics, chemistry, mineralogy, and botany at the University of Gottingen. In 1817, he published the first volume of his major work, Die Erdkunde, or Earth Science (the literal German translation for the word geography.) Intended to be a complete geography of the world, Ritter published 19 volumes, consisting of over 20,000 pages, over the course of his life. Ritter often included theology in his writings for he described that the earth displayed evidence of Gods plan. Unfortunately, he was only able to write about Asia and Africa before he died in 1859 (the same year as von Humboldt). The full, and lengthy, title of Die Erdkunde is translated to The Science of the Earth in Relation to Nature and the History of Mankind; or, General Comparative Geography as the Solid Foundation of the Study of, and Instruction in, the Physical and Historical Sciences. In 1819 Ritter became a professor of history at the University of Frankfurt. The following year, he was appointed to be the first chair of geography in Germany - at the University of Berlin. Though his writings were often obscure and difficult to understand, his lectures were very interesting and quite popular. The halls where he gave lectures were almost always full. While he held many other simultaneous positions throughout his life, such as founding  the Berlin Geographical Society, he continued to work and lecture at the University of Berlin until his death on September 28, 1859, in that city. One of Ritters most famous students and ardent supporters was Arnold Guyot, who became a professor of physical geography and geology at Princeton (then the College of New Jersey) from 1854 to 1880.

The Benefits of a High Immigrant Population Essay

Construction of Main Arguments The benefits of a high immigrant population are apparent in almost every walk of life. Their overall contribution to the general economy is show as a positive one and there improvements to the quality of the workforce are also quite note-worthy. First, let us turn our eyes to something that is indisputable in economics. Even among those who claim that immigration isnt beneficial still have to accept the fact that overall the United States gross domestic product (G.D.P) increases. The Center of Immigration studies Camarota Steven (Immigration and the U.S. Economy 2010) an opponent to immigration states that the G.D.P. is increased by 0.24 percent. This may seem small and insignificant, but remember†¦show more content†¦For the sake of their similarity we can group subjects two and three together as they both involve the transferal of knowledge from culture to culture. This has been the case ever since countries were able to mingle. Knowledge can be viewed as the combination of creativity plus labor multiplied by time. It would therefore be quite unlikely that everyone follows the same trail of creativity and therefore everyone will predictably come to a different goal. This makes immigrants very beneficial for the United States because they bring with them things that cant be quantitatively measured by physical resources. The increase to the diversity of the workforce is simply an easy means for business entities to increase the overall intelligence of there local worker populace. This benefit comes with no cost to the business itself. In learning a second language or even different dialects one receives an expansion of gray matter tissue within the brain (Voxel-based morphometry of the human brain, 2004). Even if the native-born populace doesnt speak with the immigrants the immigrants are still gaining brain matter from their use of the English language, so it is at different extents to which corporations can make this as set beneficial, but in all cases it is still something that helps them. With the overall boost to the knowledge and ingenuity of the company it should stand to reason that the small boost in G.D.P.Show MoreRelatedThe Effects Of Immigration On The United States847 Words   |  4 PagesEspecially in light of the recent refugee crisis, there has been an influx of anti-immigration rhetoric, most of which identifies immigrants and refugees as criminal. This has brought to light an ongoing debate: is there a crime-immigration nexus? This paper will explore data from various studies that have examined not only a negative relationship between crime rates and immigration, but also evidence of protective and generational effects of immigration. 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Anomaly Detection Systems in Networks †Free Samples to Students

Question: Discuss about the Anomaly Detection Systems in Networks. Answer: Introduction IBM Internet security systems, which was previously known as Internet Security Systems, or ISS or ISSX kept after its ticker symbol in NASDAQ. It provides software security, since 1994. IBM acquired it in 2006 and since then it became IBM internet Security Systems. IBM Internet Security Systems has its headquarter in Sandy Springs, which is near Atlanta (Georgia, USA). Previously the activities related to development was carried out in Mountain View( California, USA), Reading, UK and Sydney, Australia but now it has been relocated in Atlanta. It has offices worldwide in, Brussels, Belgium, Brisbane, Tokyo, Banglore, Hortolandia (Braxil), Southfield, Michigan(USA), Toronto, Ontario (Canada), Boulder (USA), Krakow (Pland), Heredia, Costa Rica (Arnold et al., 2016). In 1992, Christopher Klaus while he was in Georgia Institute of Technology developed the first version of Internet Security Scanner. In 1994, he founded Internet Security Systems (ISS) for further development and to Market Internet Security Scanner, which later was called Internet Scanner. Chris Klaus became the Chief Technology Officer, while Tom Noonan became became the Chief Executive Officer in the year 1995. David Strohm of Greylock Ventures and Bob Davoli of Sigma Partners in the year 1996 were the first venture capitalist to invest in Internet Security systems, in 1997 the second venture capitalist were Ted Schlein from Kleinner Perkins ( Sinharoy et al., 2015). Later products in Seurity Software were developed which included Netework Sensor and Server Sensor. On August 2006 IBM approached the company with a an intention to acquire the co pany for $1.36 billion acquired Internet Security Systems, it also wanted to acquire its subsidiary and hence the total amount came up to $1.93 billion. The deal got its approval on October 16 2006. From then it got its name IBM Security systems. Strengths IBM security systems were the first to reach globally, nodoubt they are financially very strong. The management skills of IBMSS are very good and efficient. They have Innovative labs that help in innovative production. The have a strong brand reputation. There is integration in the products and services offered by IBM security systems. Weakness- Providing the software solutions requires lots of costs. Their main focus is only large enterprises, small enterprises does not benefit much from the products and services provided by IBM. Opportunities- There is a scope of growth worldwide in the IT security services. Their focus is on high-end business and IT consulting. Expansion in their operations in countries like china would benefit the company a lot. Threat The employee cost is increasing because of the demand in production and operations the cost of hiring the employees is increasing. The company has to face completion from other cyber security companies like CISCO. There is a consolidation in the end markets. The company is facing an intense competition from low wages countries like China and Indonesia. Slow down in global economy has affected major IT companies as well in the past and it is a potential threat in future as well PESTL Analysis Political environment The political environment of few countries where IBM system securities operate are not that stable, hence it affects the operations of IT industries as well. The government of USA has announced that US companies that outsource IT works to other countries, they will not get tax benefit. Instability in economic conditions in developing countries, terrorist attacks and war like situations affects the operations of the IT industries to a lot extent(Sari, 2015). Environmental- More and more emphasis is put on the application on energy efficient processes and equipments, the IT companies are nowadays focusing on carbon footprints, energy utilization, water consumption. Social- The social environment differs from the country to country, English being the widely spoken language in most of the countries. Education level differs from country to country, therefore there always arises a demand for skillful manpower if a particular country has less skillful manpower they hire from other countries. Technological- Change and up gradation in technologies affect the products and services provided by the IT Industries, there also is demand to train the employees according to the change in the technology for better productivity and operations. Legal The tax benefits and relevant regulations regarding the establishment of Special economic zones depend from country to country, like in India there is a tax benefit for establishment of SEZ, so it acts as a positive factor for the IT companies (Rea Parker, 2013). Core Competencies of the company Effective management is one of the major competencies of the country, apart from that, products and services and IT solutions offered by the Companies have helped in capturing the market share largely, they are market leaders, and global expansion, they are operating in many countries (Yaeli et al., 2014). The application of new technologies in storage, transportation, and reverse logistics have given significant reduction in costs and there is improvement in customer service. The supply chain management services of IBM security systems offers, logistics strategy and network optimization, improvement of ware house process. The implement process and technology change to improvise the inventory and warehouse operations by envisioning of distribution process, proper selection of the software and its implementation, the layout of the warehouse and its design. Tracking the time taken by employee, calculating the estimated time taken for a task. Comparing the records, the actual vs. the estimated time of the task (Cash et al., 2016). The objective of IBM Security Systems is to acquire, increase and retain customers. IBM announced that the company has collaborated its different channels of sales and marketing staffs into one group. They aim at optimizing the channel strategy to maximize the value. They asses, evaluate and make strategies for the customers to address markets, marketing, sales, services and online interaction. They help integration, analysis and management of cross-channel relationship marketing using innovation in technology to encourage increase in revenue and reduce costs(Arnold et al., 2016). The IT operations at IBM includes collection of IT data from various sources, they analyze those data in a broader context, identifying the problems in advance. Extraction from key operational data types, like log file, events, trouble tickets and performance metrics. It aims at achieving faster mean time to repair, MTTR. Reduction of costs through operational efficiency. It focuses on countering cyber threats and frauds(Mahmood Afzal, 2013). The services provided by IBM security systems are related to detection, addressing and prevention of integrated security breaches. Services like, Cloud security, Advanced fraud protection network protection, mobile security and security intelligence and operations are provided by IBM security( De Assuncao Netto, 2014). It also provides data security services and hardware security modeling. At IBM human resources functions in a way that encourages change by finding new ways to implement new strategies. Many HR groups, they wait for business requests for administrative individual transactions(Ferrara, Mclean Caputo, 2014). They normally act as a brake that stops the change, but this is not a scenario in IBM. 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