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    Group Name:-

    Group Members:-

    S.No Name Roll No

    1 Shujaat Ali Nadeem W1F14MCOM00302 Syed Ezaz ul Hassan W1F14MCOM0021

    3 Haider I!i"#ar W1F14MCOM003$

    4 %sad Me#mood W1F14MCOM0040

    Submitted To:-

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    PROJECT COMPLECTION CERTIFICATE

    Certified that the work contained in this project titled A Project on Pepsi Co.

    has been carried out and completed by Mr Shujaat Ai! Mr E"a" u #assan! Mr

    #ai$er I%ti&har an$ Mr Asa$ Meh'oo$ !e"istration Number()F)*MCOM++,+! ()F)*MCOM++-)! ()F)*MCOM++, an$

    ()F)*MCOM++*+ under my super#ision durin" their Master of Commerce$%

    Si"nature &&&&&&&&&&&&&

    'rincipal

    (ni#ersity of Central 'unjab )ah Campus$

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    Contents*+*,CT+*$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$ $$$$$$$.

    M,SS,/N STT+M+NT$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$0

    Stakeholder +n"a"ement$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$ 12

    ,ntroduction:-$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$$12

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    AC/NO(LE01EMENT

    task undertaken without offerin" prayers to almi"hty 334 and talkin"blessin"s from the elders is not a "ood be"innin"$ 3ikewise the work completed

    without acknowled"in" the assistance to those who were always by our sides to

    make our efforts fruitful in the task left incomplete$

    5irstly we would like to thank 63347 for his cordial and merciful blessin"swhich ha#e enabled us to complete this project$

    )e wish to e8tend our deepest re"ards and obli"ation to Sir sif Mahmood ttariwho has "uided us in this project and helped us in all possible ways to collect and

    analy9e all the data$

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    0E0ICATE0

    To our 0earest an$ 'ost respecte$Parents! 2hose e%%orts an$ pra3ers are

    4reat source o% stren4th to us. Their o5e

    inspire$ us to the hi4her i$ea o% i%e

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    MISSION STATEMENT

    To be the world! "remier

    Co#!umer $rodu%t! Com"a#& 'o%u!ed o#

    Co#(e#ie#t 'ood! a#d be(era)e!* We !ee+ to "rodu%e health&

    Fi#a#%ial reward! to i#(e!tor! a! we "ro(ide o""ortu#itie! 'or

    ,rowth a#d e#ri%hme#t to our em"lo&ee!- our bu!i#e!!

    $art#er! a#d the %ommu#itie! i# whi%h we o"erate*

    A#d i# e(er&thi#) we do- we !tri(e 'or ho#e!t&-Fair#e!! . i#te)rit&*/

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    ISION STATEMENT

    To be the world! be!t be(era)e

    Com"a#&* ei#) the be!t mea#! "ro(idi#) out!ta#di#)

    2ualit&- !er(i%e- %lea#li#e!! a#d (alue- !o that their e(er&

    Cu!tomer i! %o#te#ted a#d ha""& with their "rodu%t!* To i#%rea!e

    The (alue o' their !hareholder! I#(e!tme#t throu)h

    Sale! )rowth- %o!t %o#trol a#d wi!e i#(e!tme#t

    O' re!our%e!/

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    Intro$uction

    'epsi ,nternational is a world renowned brand$ ,t is a #ery well or"ani9ed multinational

    company which operates almost all o#er the world$ They produce one of best carbonated drinks

    in the world$ 'epsi is a symbol of hy"iene uality and ser#ice all o#er the world$ 'epsi

    is producin" Cola for more than ; bully drink$$$refreshin" in#i"oratin" a fine bracer before a race>$ The

    ad#ertisin" theme >*elicious and 4ealthful> was then used o#er the ne8t two decades$ ,n ;A1'epsi recei#ed its first lo"o redesi"n since the ori"inal desi"n of ;A

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    watchin" consumers to switch obliuely referrin" to the Coca-Cola standard of si8 ounces per

    bottle for the price of fi#e cents a nickelH instead of the ;1 ounces 'epsi sold at the same price$

    Comin" at a time of economic crisis the campai"n succeeded in boostin" 'epsi@s status$ ,n ;AB.

    D

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    Tareen who formed up his new team$ Mr$ ehan"ir Tareen is Nephew of General lateH khtar

    bdur !ehman$

    Incorporation an$ istin4

    The parent company of 'epsi cola international is 'epsiCo ,nc$ ?asically the 'epsiCo operate inthree markets

    ;$ Soft *rinks: 'epsi Cola Company and 'epsi Cola ,nternational$1$ Snake 5oods: 'epsi 5ood ,nternational$

    B$ !estaurants: 'i99a 4ut K J5C$

    Pepsi Coa Internationa67

    'epsi Cola ,nternational represents the soft drinks business of 'epsiCo outside the (S$ ,t is

    re"istered at

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    'epsi Cola 'akistanH ,nc is re"istered at September 1.;A01 under the Security +8chan"e

    Commission /f 'akistan$ The company re"istration office is in Jarachi$

    The followin" table shows the record of 'epsi Cola ,nternational under Security +8chan"e

    Commission of 'akistan$

    Name PEPSI COLA (PA4) INC

    Status Incorporated

    CUIN 0005!"

    O#d CUIN '%6&'!005

    Re*strat*on Date 2onda, Septem.er 5 '!

    CRO 4arac/*

    orm A&1 2ade upto date none

    2andator, *#*n N&A

    Proce$ure 2ith e4a $ocu'ents67

    ,ncorporation of company means the re"istration and formation of a company$ 5irst step is to

    select the name of company$ fter "ettin" the a#ailability of name documents are prepared by

    the promoters to be submitted to the re"istrar of company for re"istration of company$ 5ollowin"

    are the main documents which are necessary to be submitted for re"istration$

    S.No 0ocu'ents

    ;

    1

    B

    2

    D

    .

    Memorandum of ssociation 2 CopiesH

    rticles of ssociation$

    *eclaration on 5orm-;

    /ri"inal 'aid Challan of !e"istration fee

    Notice of situation of !e"istraed office of Company

    5orm 1A

    uthori9ation of Sponsors

    The memorandum of ssociation K rticle of ssociation of 'epsi Cola ,nternational are

    attached below

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    :uestion ;3

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    :6 (hat is the e4a proce$ure %or ateration in 'e'oran$u' o% association=

    5irst of all the certified copy of order confirmin" alon" with printed copy is filled by companywith re"istrar$ The re"istrar re"isters this and issues the certificate$ fter this company send all

    these documents to re"istrar when the re"istrar satisfy the documents pro#ided by company than

    memorandum will be alter$

    :6 Is a a23er is necessar3 %or incorporation o% co'pan3=

    No$ a lawyer is not necessary for incorporation of companyO lawyers only pro#ide #aluablead#ice to the company$ )hen the incorporators are less e8periences then they need lawyers for

    ad#isory purpose$

    :6 I% a co'pan3 incorporates at %e$era e5e! $o the3 nee$ to re4ister at pro5inces e5e=

    =es if a company incorporate at federal le#el they will be re"istered their business in one or

    more pro#inces where they carry on business$

    :6 Can a co'pan3 con5ert %ro' pu;ic to pri5ate==es a public company con#erts in to pri#ate company with the written permission of

    commissioner and subject to such conditions which may imposed by commissioner$

    :6 (hat happens i% 3our $ocu'ents $o not 'eet the 4ui$eines=

    Section 20 of the /rdinance allows the !e"istrar to reject document that is insufficiently le"ibleor is written upon paper which is not durable "i#in" a notice to file a re#ised document$

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    Mr. A&;ar A&htar /han

    >Chair'an?

    Mr. #aroon A&htar /han

    >Chie% E@ecuti5e O%%icer?

    Mr. A'ja$ Jahan"ai; /han

    >Co'pan3 Secretar3?

    Mr. 1ha"i A&htar /han

    Mr. Sai%uah /han Paracha

    0irector

    'ersons appointed or elected accordin" to law authori9ed to mana"e and direct the affairs of a

    corporation or company$ The whole of the directors collecti#ely form the board of directors

    *irector of 'epsi Cola Company does not ha#e to be a stockholder or an employee of the firmand may only hold the officeof director$ *irectors act on the basis of resolutionsmade at

    directors@ meetin"s and deri#e theirpowersfrom thecorporate le"islationand from the

    company7s articles of association$

    oar$ o% 0irectors o% Pepsi Coa Pa&istan67

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    http://www.businessdictionary.com/definition/office.htmlhttp://www.businessdictionary.com/definition/resolution.htmlhttp://www.businessdictionary.com/definition/meeting.htmlhttp://www.businessdictionary.com/definition/power.htmlhttp://www.businessdictionary.com/definition/corporate-legislation.htmlhttp://www.businessdictionary.com/definition/articles-of-association.htmlhttp://www.businessdictionary.com/definition/office.htmlhttp://www.businessdictionary.com/definition/resolution.htmlhttp://www.businessdictionary.com/definition/meeting.htmlhttp://www.businessdictionary.com/definition/power.htmlhttp://www.businessdictionary.com/definition/corporate-legislation.htmlhttp://www.businessdictionary.com/definition/articles-of-association.html
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    0irectors 0uties

    5ollowin" are the main duties of directors

    ;$ !epresent the interests of the Company7s shareholders in maintainin" and enhancin" the

    success of the Company7s business includin" optimi9in" lon"-term returns to increaseshareholder #alue$

    1$ Select a Chief +8ecuti#e /fficer C+/%H in a way that it considers in the best interests

    of the Company$ 5ormally e#aluate the performance of the C+/ the e8ecuti#e officers;

    and other key e8ecuti#es each year$

    B$ /#ersee and interact with senior mana"ement with respect to key aspects of the

    Company7s business includin" strate"ic plannin" compliance risk assessment and

    miti"ation senior mana"ement de#elopment and succession operatin" performance and

    shareholder returns$2$ 'ro#ide "eneral ad#ice and counsel to the Company7s C+/ and senior mana"ement team$

    D$ dopt and o#ersee compliance with the Corporation7s Global Code of Conduct$$ 4old re"ularly scheduled e8ecuti#e sessions of independent *irectors$.$ ttend all ?oard and applicable Committee meetin"s$ ny e8traordinary circumstance

    that would cause a *irector to be unable to attend a ?oard or Committee meetin" should

    be discussed with the Chairman of the ?oard and the Chair of the Nominatin" and

    Corporate Go#ernance Committee as far in ad#ance as possible$

    0$ !e#iew meetin" materials in ad#ance of ?oard and Committee meetin"s$ Su""est

    additional topics to be included on meetin" a"endas by contactin" the Chairman of the

    ?oard the 'residin" *irector or the rele#ant Committee Chair$A$ *ischar"e duties as a *irector and Committee member under applicable law reuires that

    a *irector shall act: ;H in "ood faithO 1H with care an ordinary prudent person in a like

    position would e8ercise under similar circumstancesO and BH in a manner he or she

    belie#es to be in the best interests of the Company$

    ;

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    :6 To 2ho' $irectorsB $uties 4enera o2ne$=

    board is the top mana"ement of any or"ani9ation who make policies of the or"ani9ation after

    that chief e8ecuti#e officer C+/H performs their duties$ Then *irectors and company sectarye8ists$ nd they are assi"ned their duties by C+/ as well as board$ *irectors are responsible to

    report about their duties to the board or C+/$

    :6 #o2 $irectors ter'inate e'po3ees in 3our co'pan3=

    /n the bases of disciplinary proceedin" or #iolation of rules and re"ulation directors can

    terminate their employees$

    :6 (hat happens i% accounts are %ie$ ate=

    s a director of a company you normally ha#e a ma8imum of D months from the close of

    accountin" year for filin" your company@s audited accounts$ ,f accounts are recei#ed late thecompany will not only pay additional filin" fee but the company and its officers can also be

    punished with fine and imprisonment in case of non-preparation non-circulation and no

    presentation of accounts before the "eneral meetin"$ The additional filin" fee is deposited in

    addition to any fine imposed by the re"istrar the Commission or the Court

    :6 Retire$ $irector is ei4i;e %or reeection or not= #o2 to re'o5e the $irector=

    =es retired director shall be eli"ible for reelection$ director may b remo#ed by a resolution

    passed in the manner as section ;0; of ordinance$

    :6 (hat is the pri'ar3 $ut3 o% 0irector o% Pepsi Coa=

    !epresent the interests of the Company7s shareholders in maintainin" and enhancin" the success

    of the Company7s business includin" optimi9in" lon"-term returns to increase shareholder #alue$

    :6 In the case o% 'isrepresentation an$ %rau$ co''ence ;3 the e'po3ees then 2hat is

    3our reaction accor$in4 to the co'pan3 a2 aso court an e@a'pe=

    ,n such cases of misrepresentation and fraud commence by the employees disciplinaryproceedin"s are applicable$

    Two types of plenty7s are there

    ). Minor pent36

    ,n this salary can stop for 1 or B months suspensions fines plenties in the form of o#ertime$

    -. Major pent36

    ,n this major decisions are taken a"ainst employee act$ 3ike fire him or down "radin" e$" step

    back from this ; scale to ;2$promtion can b stopped$

    :6 Is there an3 $ut3 o% $irector reate$ to seection o% CEO o% co'pan3=

    Select a Chief +8ecuti#e /fficer C+/%H is the duty of director in a way that it considers in the

    best interests of the Company$ 5ormally e#aluate the performance of the C+/ the e8ecuti#e

    officers; and other key e8ecuti#es each year$

    :6 I% there is an3 pro;e' a situation arises 2here a2 ;eco'e sient than ho2 $irectors

    ta&e $ecision an$ on 2hich ;ases=

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    ,n this sort of situation where law become silent then director analysis the past record of

    or"ani9ation that rather same case e8ists in past if yes then how it had been treated$ So that

    problem will be treated on the bases of past record$ nd if there is no case in past similar to thisthen director has ri"ht to handle it by his e8perience and power and authority$

    :6 0oes a2 pro5i$e 4ui$ance a;out the roe o% senior 'ana4e'ent==es law pro#ides "uidance about the role of senior mana"ement in the form of policies$ 3aw is

    like an umbrella which pro#ides eual ri"hts and responsibilities to the mana"ement$

    :6 (hat responsi;iities $oes a $irector ha5e to2ar$s Co''ission an$ the re4istrar=

    +#ery company director has a personal responsibility to ensure that statutory documents arefiled with the !e"istrar and the Commission as and when reuired under the /rdinance$ ,n

    particular:

    ;$ udited accounts only for public limited companiesHO

    1$ nnual returns 5orm F?HOB$ 'articulars of directors or other officers 5orm 1AHO and

    2$ Notice of chan"e of re"istered office 5orm 1;H$

    :6 (hat happens i% accounts or annua returns are not %ie$=

    ll the directors of the company could be prosecuted$ 5ailure to deli#er documents on time is an

    offenceunder the /rdinance$ /n con#iction a director could be penali9ed with a fine or in somecase be imprisoned$

    :6 (hat are the ri4hts o% $irector reate$ to interi' 0i5i$en$s=

    The directors of 'epsi Cola ha#e ri"ht to pay to members such interim di#idend as in their

    jud"ment the financial position of the company justifies$

    Reportin4

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    Luestion by Luestion nalysis

    :6

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    Sta&eho$er En4a4e'ent

    Intro$uction67

    Stakeholder is an indi#idual or "roup with an interest in an or"ani9ation$ 'epsi Cola di#ide its

    stakeholder in to three cate"ories$

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    I#ter#al

    0irectors

    Mana4er

    E'po3ees

    Co##e%ted

    Shareho$ers

    Suppiers

    A$5isers

    Eter#al

    1o5ern'ent

    Loca

    Me$ia

    Directors:-

    *irector refers to a rank in mana"ement$ ,n 'epsi directors play a role of brid"e betweenshareholders and mana"ement$ *irector only looks for salary share option status K ?onuses$

    Mana4ers67

    Mana"er is a person who dri#es the work of others to run business efficiently and effecti#ely$ ,n

    pepsi cola there are many mana"ers$ Mana"ers of a company only look for bonuses and his own

    reward$

    E'po3ees67

    +mployees are the indi#iduals who work in pepsi Cola Company$ +mployee of a company onlylooks for hi"h pay fair treatment health and safety fair treatments$

    Shareho$ers67

    Shareholders of 'epsi cola are the persons who purchase the shares of company$ Shareholders of

    pepsi only look for hi"h profit hi"h di#idend lon" term "rowth K positi#e corporate ima"e$

    Suppiers67

    Suppliers of 'epsi cola pro#ide raw material which enable production process$

    A$5isers67

    d#isers are normally a person with more and deeper knowled"e in a specific area$ i$e$ a

    specialist$ ,s only looks for profit ma8imi9ation return on money in#ested repayment of loans$

    1o5ern'ent O% Pa&istan67

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    Go#ernment is system by which a state or community is "o#erned$ Go#ernment normally

    consists of le"islators administrators K arbitrators$ Go#ernment look for compliance with laws

    and re"ulation employments payments of ta8es etc$

    Loca67

    3ocal Community is a "roup of interactin" people sharin" an en#ironment$ ,n human

    communities intent belief resources preferences needs risks and a number of other

    conditions may be present and common affectin" the identity of the participants and their de"ree

    of cohesi#eness$

    Me$ia67

    M+*, Communication channels throu"h which news entertainment education data or

    promotional messa"es are disseminated$ 'epsi cola of 'akistan e8pend hu"e amount of money

    for ad#ertisements$ Media only looks for monitor the company support freedom of e8pression$

    Question By Question Analysis:

    How government o !a"istan is sta"e#ol$er o !e%si &ola'

    Go#ernment is system by which a state or community is "o#erned$ Go#ernment normally

    consists of le"islators administrators K arbitrators$ /ur company 'epsi cola "i#es ta8es to

    "o#ernment of 'akistan$ Go#ernment looks for compliance with laws and re"ulation

    employments payments of ta8es etc$ )e are followin" the rules and re"ulations imposed by the

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    "o#ernment and company ordinance ;A02$So due to payment of ta8es to "o#ernment and follow

    the policies of "o#ernment he is our stakeholder$

    Q3 (an non)s#are#ol$ers a$$ress &om%anies* annual general

    meetings'

    The non-shareholders attend the annual general meeting but he cannot

    participate in the meeting. The shareholder of company can only participate

    in meeting of company. The non shareholder person has no right to address

    on any issue in meeting of company.

    +e$ia %lays a im%ortant role in a$vertisement, How many you s%en$

    on a$vertisement'

    -es. you are rig#t me$ia %lay a im%ortant role in a$vertising o our

    &om%any an$ ot#ers &om%anies also, /ur to% level management

    $e&i$es t#at #ow many we s#oul$ s%en$ on a$vertising o our

    &om%any t#is year, e s%en$ millions o ru%ees every mont# in

    a$vertisement, +eanw#ile we s%onsor $ierent events in !a"istan,

    e are s%onsoring t#e !a"istan (ri&"et team an$ $ierent events in

    !a"istan an$ rest o t#e worl$ also,

    (o&a &ola is your toug# &om%etitor in mar"et' #at are your views'

    (om%etition is very ne&essary or t#e &om%any, e are o&using ont#e wea"ness o our &om%etitor every time, (o&a &ola #as a loyal

    &ustomer in mar"et ut we are atta&"ing on wea" %oints o

    &om%any, #is woul$ ale us to gain a &om%etitive a$vantage o

    &o&a &ola, ow our mar"et s#are is 65 w#ile &o&a &olas s#are is

    only 30,it is only $ue to our eorts an$ wor",

    Q: #at are t#e allenges your &om%any is a&ing now'

    e are a&ing many allenges in !a"istan, s%e&ially we are a&ing

    energy &risis. &ostly availaility o raw material, ue to energy &risis

    t#e &ost o %ro$u&tion is very #ig#, #e e&onomi& &on$itions o

    !a"istan are not goo$, #e inrastru&ture o !a"istan is now etter

    t#an eore, #e government rules an$ regulation. taation system

    is also a ig allenge or us,

    s t#e sta"e#ol$ers ta"e any a&tions on t#e $e&isions o t#e

    &om%any'

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    Yes the stakeholders of Pepsi cola take the actions on the decisions of the

    company. Today many business units consider partner to the stakeholders of

    company. The decisions of company can eects the stakeholder so it is very

    dicult for the Pepsi cola to make such policies which is favorable for all the

    stakeholder of a company in long run.

    Q4: How t#e su%%liers ae&t t#e &om%any'

    ! the person who supplies goods" raw materials or their services to the

    company are known as #uppliers. #uppliers greatly aect the business in

    many ways like $uality" timeliness" price etc. %n $uality" suppliers aect inthis way that if the $uality of the product is high" then the chances of return

    decreases whereas if the $uality of the product does not provide satisfaction

    to the customer it creates problems. #imilarly" price is also a factor that

    aect the business. %f suppliers supply products to our company and at that

    time the competitor of our company buy that product from that supplier at

    high price" so the supplier supplies the product to that competitor company

    instead of our company" so it will also aect our company.

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    Question by question analysis

    Director duties

    &'( To whom are directors) duties owed *i.e. to the company" non-

    shareholders etc(+

    &,( re there duties to avoid legal risk and damage to the

    companys reputation+ %f so" are they duties in their own right or

    are they incorporated into other duties+

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    &( %f directors are re$uired or permitted to consider the impacts

    on non-shareholders" to what e/tent do they have discretion in

    determining how to do so+

    &0( what are the legal conse$uences of failing to ful1ll any duties2and who may take action to initiate them+ 3hat defenses are

    available+

    &4( re there any other directors duties which might encourage a

    corporate culture respectful of human rights+

    &5( 6or all the above" does the law provide guidance about the

    role of supervisory boards in cases of two tier board structures" as

    well as that of senior management+

    ;e%orting

    Q1:) re 7ompanies re$uired or permitted to disclose the impacts

    of their operations *including human rights impacts( on non-

    shareholders" as well as any action taken or intended to address

    those impacts or actions of subsidiaries" suppliers and other

    business partners" whether as part of 1nancial reporting

    obligations or a separate reporting regime+Q2:)8o reporting obligations e/tend to such impacts or actions

    outside the 9urisdiction2 to the impacts or actions of subsidiaries"

    suppliers and other business partners" whether occurring inside or

    outside the 9urisdiction+

    Q3:)3ho must verify these reports2 who can access reports2 andwhat are the legal conse$uences of failing to report ormisrepresentation+

    STAKEHOLDER ENGAGEENT

    &' re there any restrictions on circulating shareholder proposalswhich deal with impacts on non shareholders including humanrights impacts+

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    &, re institutional investors including pension)s funds re$uiredor permitted to consider such impacts in their investmentdecisions+

    & 7an non-shareholders address companies annual generalmeetings+

    OTHER !SS"ES O# $OR%ORATE GO&ERNAN$E

    Are t#ere any ot#er laws. %oli&ies. &o$es or gui$elines relate$ to &or%orategovernan&e t#at mig#ten&ourage &om%anies to $evelo% a &or%orate &ulture res%e&tul o #uman rig#ts.in&lu$ingt#roug# a #uman rig#ts $ue $iligen&e %ro&ess'

    Are t#ere laws re on &om%any oar$s'

    Are t#ere any laws re

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