Legislative Intervention

There’s a private in my boat and he wears
Pins instead of medals on his coat

Have written about how financial accounting standard-setting is a delegated legislative act. Any legislature can revoke such delegation, and opt to set financial accounting standards through a direct legislative process.

Came across this letter, editorially titled “Analyst overkill”, by Patrick Bloomfield, published in the Financial Post, September 30, 2002, p. FP15:

We all know that North American securities markets have been the scenes of many sings. But, in writing about them, is it necessary to indulge in overkill, as appears to be the popular political and media pastime these days?

…the Virginia-based Association for Investment Management and Research [AIMR], which speaks for analysts around the world, has 58,000 members engaged in securities analysis and university education…

…the AIMR was among those that begged and begged the U.S. legislators to tighten U.S. accounting legislation well before Enron or any of the other scandals broke, but were outgunned by corporate lobbyists.

As an example of the extent to which corporate lobbyists previously ruled the legislators, Senator Joe Lieberman actually introduced legislation in 1993 that would have barred the U.S. Securities and Exchange Commission from enforcing an accounting rule passed unanimously by the Financial Accounting Standards Board (FASB) that would have required corporations to put a fair value on executive and employee stock options and record them as a corporate expense.

Senator Lieberman’s bill was narrowly defeated. But his accompanying resolution, that the FASB’s resolution would have “grave consequences for America’s entrepreneurs” was passed. It effectively killed an accounting proposal that would undoubtedly have ameliorated the excesses to come.

Now we have those U.S. legislators locking the stable door after the horse ha fled by assembling a hasty concoction of regulatory and accounting changes, and setting up de facto courts of their own making to dispatch corporate executives to the stake…

Who sets the scene…

And looks like the story is from the early 1990s, taken from a later book by Arthur Levitt, as extracted here.

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Audio II: New World

Wrote about the narrated autobiography. Had no idea how much is available in audio or narrated form.

So if one has a particularly favourite voice, such as actress Glenda Jackson, one can hear her reading Madame Bovary.


No narration of her own life…

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Friend speaking about how she had listened the audiobook of Steven Tyler’s alleged autobiography. She liked it. Then thought impression of the writing might make more sense, if through his voice.

Turns out he didn’t narrate it.

On the other hand, Joe Perry narrated the audio version of his book.

As did Paul Stanley, in relation to his book.

Johnny Depp was engaged to be one of the narrators of Keith Richards’ autobiography.

While Keith Richards narrates “Gus & Me: The Story of My Granddad and My First Guitar”.

Wish Keith Richards would do more, while something missing without personal Steven Tyler narration.

Such richness in personal voice to written word.

Or to an image:


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Scientists have found acute and chronic alcohol consumption interacts with neurotransmitters serotonin, norepinephrine, glutamate, and noradrenaline, although the details of the biochemistry involved is largely a mystery.”

A friend commented as follows:

In January, I decided to see if I could sleep without alcohol. So I quit. Cold turkey. I really almost expected the DTs … But nothing like that happened. A bit of longing, a bit of extra time to fill, a need for something to put in my mouth (as when one quits smoking) … and so I switched to water and fresh fruit. Grapes, wine in a pill, as they say. Every fruit I could get my hand on from oranges to mangoes to anything classed as a fruit. Still eat the fruit … it worked. And I sleep. And I dream in a way that I had forgotten about, as I suppose I really was drinking heavily enough to sedate that effect, except occasionally towards late morning. I amuse myself thinking that I thought at the time what about those beneficial effects of wine, won’t I miss those – of course, then I read that the same beneficial effects could be achieved by eating 6 grapes.

The fruit handles the sugar withdrawal and craving that one gets when quitting drinking; and the fibre in fruit mitigates any bad effects of the sugar in the fruit. Much better than replacing alcohol with pop or juice, for example. And so it goes for now, at least. Now I drink the odd glass of wine here and there and enjoy it immensely. We’ll see how long this lasts.

Prefer the recounting of the personal…

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A time when the Aerosmith members were all admittedly subject to serious drug challenges, all day, every day, including keeping an onstage supply and taking drugs during performances. Little sense of the risk of audience disrespect, or disrespecting the audience, through onstage fade.

Amazing what they could accomplish, despite being subject to such impediments:

Or here, with some variability:

Other artists would make a point of staying clean for the show. Wanting to minimize risk of audience disappointment. But when you think you’re invulnerable

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The more invulnerable you think you are,
The more vulnerable you really are.

Joe Perry, following crashing his Corvette into a guardrail and nearly flipping over, before coming to a full stop. Later going out for coffee with the investigating officer. No injuries to anyone, and no charges.

Sense that one can get survive anything.

Sense of invincibility being a dimension of the sin of pride.

Related: the more arrogant one is, the less one has cause to be arrogant.

The greater the sense of entitlement, the less cause for any entitlement.

The strength of not having to say who you are and what you need.

The emptiness of “Do you know who I am?”

It was pride that changed angels into devils.

St. Augustine

Though where is the source…

Posted in Various life philosophies | 2 Comments

Best Interests

From the decision of the Supreme Court of Canada in Peoples Department Stores Inc. (Trustee of) v. Wise, [2004] 3 Supreme Court Reports 461, at paragraph 42:

…it is clear that the phrase the “best interests of the corporation” should be read not simply as the “best interests of the shareholders”. From an economic perspective, the “best interests of the corporation” means the maximization of the value of the corporation: see E. M. Iacobucci, “Directors’ Duties in Insolvency: Clarifying What Is at Stake” (2003), 39 Can. Bus. L.J. 398, at pp. 400‑1. However, the courts have long recognized that various other factors may be relevant in determining what directors should consider in soundly managing with a view to the best interests of the corporation. For example, in Teck Corp. v. Millar (1972), 33 D.L.R. (3d) 288 [British Columbia Supreme Court], Berger J. stated, at p. 314:

A classical theory that once was unchallengeable must yield to the facts of modern life. In fact, of course, it has. If today the directors of a company were to consider the interests of its employees no one would argue that in doing so they were not acting bona fide in the interests of the company itself. Similarly, if the directors were to consider the consequences to the community of any policy that the company intended to pursue, and were deflected in their commitment to that policy as a result, it could not be said that they had not considered bona fide the interests of the shareholders…

…We accept as an accurate statement of law that in determining whether they are acting with a view to the best interests of the corporation it may be legitimate, given all the circumstances of a given case, for the board of directors to consider, inter alia, the interests of shareholders, employees, suppliers, creditors, consumers, governments and the environment.

Basic point being that the views that directors’ exclusive or primary duty is that of the maximization of shareholder wealth is long gone, at least from a legal perspective, and irrespective of what economists might say. The obligation of directors to act with a view to “the best interests of the corporation” is legally associated with a duty of care towards various non-shareholder parties, including stakeholders, or the general community. Legal obligations irrespective of whether there is empirical support for the corporation being economically improved through such larger focus. As is implied by Mr. Justice Berger in the Teck decision, going back to 1972 and reaffirmed or approved by the Supreme Court of Canada in 2004, in the Peoples Department Stores decision, if the company ends up worse off economically, due to directors considering community interests, the directors can still be viewed as having “considered bona fide the interests of the shareholders”.

All this community. Out of the fog of the 1970s…

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