Omnicare v. Indiana State District Council and Its Rational Basis Test for Allowing for Opinion Statements to Be a Misleading Fact or Omission Under Section 11 of the Securities Act of 1933

This article examines when statements in a registration statement, couched as opinion, can and cannot be considered to be misstatements of material fact that could lead to liability under Section 11 (and potentially other sections) of the Securities Act. The rest of this paper is formatted as follows. We review the Omnicare case, followed by the key cases in the Second, Third, Ninth, and Sixth Circuit Courts of Appeals. The Second, Third, and Ninth Circuits have all required that, in order for there to be an actionable claim under Section 11, the plaintiff must plead not only that the statement or omission was false, but also that the defendant had subjective knowledge that its opinion was false. The Sixth Circuit, although later reversed by the Supreme Court, applied a strict liability interpretation of Section 11 and required only that the fact or omission be false or misleading. The split decisions among the circuits may be the reason that the Supreme Court granted certiorari. Then, we explain the implications of these decisions to future registrants and to professionals preparing opinions that are to be included in registration statements. This article is important to future registrants and opining professionals because of their liability implications. We conclude with the assumption that future cases will decide how to apply the new rational basis test created by the Supreme Court in interpreting when an opinion statement becomes a misstatement of material fact, or leads to an omission that renders a registration statement false or misleading in violation of Section 11

Detecting covert communication channels in raster images

Digital image steganography is a method for hiding secret messages within everyday Internet communication channels. Such covert communications provide protection for communications and exploit the opportunities available in digital media. Digital image steganography makes the nature and content of a message invisible to other users by taking ordinary internet artefacts and using them as cover objects for the messages. In this paper we demonstrate the capability with raster image files and discuss the challenges of detecting such covert communications. The contribution of the research is community awareness of covert communication capability in digital media and the motivation for including such checks in any investigatory analysis

Maximizing Ponzi Loss Deductions for Estate and Income Tax Purposes: Are Taxpayers Better Off Dead?

There is a long history of cases interpreting whether a theft loss deduction for securities fraud is allowable for personal income taxes. The cases require that for a theft loss to be actionable as such, it would have to meet the requirements of the common law definition of theft in the U.S. state in which it occurred. This generally requires direct privity between the person claiming the loss and the person who committed the theft. Because most securities transactions are brokered, the direct privity is lost and a theft loss deduction is denied in favor a capital loss. Recently, in a case of first impression, the Tax Court was presented with a similar issue involving the worth of assets for estate taxes. Instead of using the reasoning presented in income tax cases, the Tax Court allowed a theft loss deduction on estate taxes where a Ponzi scheme was uncovered while the estate owned a limited liability company. The sole assets of the company were shares of the security that was involved in the Ponzi scheme. This Article examines the history of the privity requirement for deducting a theft loss for income taxes and how that reasoning now differs from the tax treatment for estate taxes. The Article concludes that there should not be a difference in treatment and that direct privity should not be required for either income or estate taxes

After Goeller v. United States, Can the Theft Loss Treatment Now Be Applied to Investments When Corporate Deception Is Present?

Traditionally, the theft loss deduction for Federal income tax was limited in several ways. The limitations included requiring that the theft be considered a theft under the state law in which the theft occurred and that there be direct privity between the person committing the theft and the person against whom the theft occurred. The restrictions have made it hard to use the theft loss deduction in most securities fraud cases. This Article examines the history of the theft loss deduction and recent changes that may show a relaxing of some of these restrictions, and how these changes may impact allowing for the theft loss deduction in securities fraud cases

Conceptual design of an orbital debris collector

The current Lower Earth Orbit (LEO) environment has become overly crowded with space debris. An evaluation of types of debris is presented in order to determine which debris poses the greatest threat to operation in space, and would therefore provide a feasible target for removal. A target meeting these functional requirements was found in the Cosmos C-1B Rocket Body. These launchers are spent space transporters which constitute a very grave risk of collision and fragmentation in LEO. The motion and physical characteristics of these rocket bodies have determined the most feasible method of removal. The proposed Orbital Debris Collector (ODC) device is designed to attach to the Orbital Maneuvering Vehicle (OMV), which provides all propulsion, tracking, and power systems. The OMV/ODC combination, the Rocket Body Retrieval Vehicle (RBRV), will match orbits with the rocket body, use a spin table to match the rotational motion of the debris, capture it, despin it, and remove it from orbit by allowing it to fall into the Earth's atmosphere. A disposal analysis is presented to show how the debris will be deorbited into the Earth's atmosphere. The conceptual means of operation of a sample mission is described

Production of Cydia pomonella granulovirus (CpGV) in a heteralogous host, Thaumatotibia Leucotreta (Meyrick) (False codling moth)

Cydia pomonella (Linnaeus) (Family: Tortricidae), the codling moth, is considered one of the most significant pests of apples and pears worldwide, causing up to 80% crop loss in orchards if no control measures are applied. Cydia pomonella is oligophagous feeding on a number of alternate hosts including quince, walnuts, apricots, peaches, plums and nectarines. Historically the control of this pest has been achieved with the use of various chemical control strategies which have maintained pest levels below the economic threshold at a relatively low cost to the grower. However, there are serious concerns surrounding the use of chemical insecticides including the development of resistance in insect populations, the banning of various insecticides, regulations for lowering of the maximum residue level and employee and consumer safety. For this reason, alternate measures of control are slowly being adopted by growers such as mating disruption, cultural methods and the use of baculovirus biopesticides as part of integrated pest management programmes. The reluctance of growers to accept baculovirus or other biological control products in the past has been due to questionable product quality and inconsistencies in their field performance. Moreover, the development and application of biological control products is more costly than the use of chemical alternatives. Baculoviruses are arthropod specific viruses that are highly virulent to a number of lepidopteran species. Due to the virulence and host specificity of baculoviruses, Cydia pomonella granulovirus has been extensively and successfully used as part of integrated pest management systems for the control of C. pomonella in Europe and around the world, including South Africa. Commercial formulations have been typically based on the Mexican strain of CpGV. However due to long-term multiple applications of CpGV and the reliance on CpGV in organic farming practices in Europe, resistance to the CpGV-M strain has developed in a number of field populations of C. pomonella. This study aimed to identify and characterize novel isolates of CpGV in South Africa and compare their virulence with the commercial standard CpGV-M. Secondly, since C. pomonella is difficult to culture on a large scale, an alternate method of CpGV production was investigated in order to determine if CpGV could be produced more efficiently and at a reduced cost without negatively impacting the quality of the product. Several isolates of CpGV were recovered either from field collected larvae or from a laboratory-reared C. pomonella colony. Characterisation of DNA profiles using a variety of restriction enzymes revealed that only a single isolate, CpGV-SA, was genetically different from the Mexican strain of the virus used in the commercially available CpGV based products in South Africa. In dose-response bioassays using CpGV-SA, LC₅₀ and LC₉₀ values for neonate C. pomonella larvae were 3.18 x 10³ OBs/ml and 7.33 x 10⁴ respectively. A comparison of these values with those of CpGV-M indicated no significant difference in the virulence of the two isolates under laboratory conditions. This is a first report of a genetically distinct CpGV isolate in South Africa. The biological activity and novelty of CpGV-SA makes this isolate a potentially important tool for CpGV resistance management in South Africa. In order to justify production of CpGV in an alternative host, studies on the comparative biological performance of C. pomonella and T. leucotreta based on oviposition, time to hatch, larval developmental times and rearing efficiency as well as production costs were performed. Thaumatotibia leucotreta was found to be more fecund and to have significantly shorter egg and larval developmental times. In addition, larval production per unit of artificial diet was significantly higher than for C. pomonella. This resulted in T. leucotreta being more cost effective to produce with implications for reduced insectary space, sanitation practices as well as the labour component of production. Virus yield data generated by inoculation both C. pomonella and T. leucotreta with nine concentrations of CpGV resulted in comparable virus yields, justifying the continuation of the research into production of CpGV in T. leucotreta. It was important to determine the LC and LT values required for mass production of CpGV in late instar T. leucotreta larvae. Dose- and time-response bioassays with CpGV-M were conducted on artificial diet to determine these values. Fourth instar LC₅₀ and LC₉₀ values were 5.96 x 10³ OBs/ml and 1.64 x 10⁵ OBs/ml respectively. LT50 and LT90 values were 81.10 hours and 88.58 hours respectively. Fifth instar LC₅₀ and LC₉₀ values were 6.88 x 10⁴ OBs/ml and 9.78 x 10⁶ OBs/ml respectively. LT₅₀ and LT₉₀ values were 111.56 hours and 137.57 hours respectively. Virus produced in fourth instar T. leucotreta larvae was bioassayed against C. pomonella neonate larvae and compared to CpGV-M to establish if production in the heterologous host negatively affected the virulence of the isolate. No significant difference in virulence was observed between virus produced in T. leucotreta and that produced in C. pomonella. The data generated in the bioassays was used in CpGV mass production trials to evaluate production. All production methods tested produced acceptable virus yields. To examine the quality of the virus product, genomic DNA was extracted from larval cadavers and subjected to REN analysis with HindIII. The resulting DNA profiles indicated that the virus product was contaminated with the homologous virus, CrleGV. Based on the above results, the use of T. leucotreta as an alternate host for the in vivo production of CpGV on a commercial basis is not at this stage viable and requires further investigation before this production methodology can be reliable used to produce CpGV. However, this study has shown that CpGV can be produced in a homologous host, T. leucotreta and significant strides have been made towards developing a set of quality control standards that are essential for further development of successful production methodology. Finally a novel isolate of CpGV has been identified with comparable virulence to the CpGV-M. This is an important finding as it has broad reaching implications for resistance management of CpGV products in South Africa

Stakeholder relationship management and the perception of trust: a case study of a salient stakeholder

Trust is an essential aspect in developing meaningful relationships between firms and their stakeholders. Mayer, Davis and Schoorman (1995, p.709) define trust as “the willingness of a party to be vulnerable to the actions of another party based on the expectation that the other party will perform a particular action important to the trustor irrespective of the ability to monitor or control that other party”. This study took the form of an explanatory case study that focussed on an interaction between a firm and a salient stakeholder and attempted to explain how this interaction influenced the perceived trustworthiness of the firm in stakeholders that were observing the interaction. The study attempted to add to the work of Crane (2020), whose research had focussed on stakeholder connectedness, and specifically how this could be utilized by firms interacting with stakeholders to engender trust in a wider group of stakeholders. The research aimed to evaluate how the Sterile Insect Release programme, operating by the firm in the Sunday’s River Valley, was given a second chance through engagement with a salient stakeholder and how the interaction was observed by a wider group of stakeholders leading to perceived stakeholder trustworthiness and social capital. The study had five objectives, namely to; (1) analyse how a firm’s ability, benevolence, and integrity enables (or does not engender) the development of the firm’s trustworthiness amongst its stakeholders; (2) analyse how the firm’s engagement with a salient stakeholder enables (or does not engender) increased levels of trustworthiness in the firm by the stakeholders that are observing its interaction with a salient stakeholder; (3) analyse the benefits of social capital gained through increased levels of stakeholder trust; (4) identify good practice guidelines for firm engagement with salient stakeholders to ensure the correct cues are portrayed to observing stakeholders for the development of the trustworthiness of the firm; and (5) make recommendations related to management practices that will support the development of trust. The research adopted a qualitative approach and data were collected through semi-structured interviews with three groups of stakeholders that were present at the meeting. A review of the literature was undertaken to identify various propositions for the research and from which a theory-driven coding memo was developed. The derived propositions were as follows: (1) observing a firm’s engagement with a single salient stakeholder will provide cues to observing stakeholders about the trustworthiness of the firm, and (2) perceptions of a firm’s trustworthiness will result in increased social capital between the firm and its stakeholders. The first proposition was divided into three sub-propositions for the study which stated; (a) observing a firm’s engagement with a single salient stakeholder will provide cues to observing stakeholders about the ability of the firm; (b) observing a firm’s engagement with a single salient stakeholder will provide cues to observing stakeholders about the benevolence of the firm; and (c) observing a firm’s engagement with a single salient stakeholder will provide cues to observing stakeholders about the integrity of the firm. From the literature analysis, various themes were identified which include, observed interactions, ability, benevolence, integrity, trustworthiness, and increased social capital. The research findings confirmed the propositions as being relevant to the case study. The findings confirmed that ability, benevolence, and integrity are key attributes in portraying trustworthiness when interacting with a salient stakeholder. All three attributes were noted by the interviewees as being important to observing stakeholders in the development of trust in a firm, although ability and integrity were found to be the dominant attributes in this case study. The findings did present some evidence that an increased level of perceived trustworthiness in the firm did positively influence the levels of social capital, however, this was not a common theme among all the interviewees. In the light of these findings, it is recommended that firms utilize stakeholder models to identify salient stakeholders that are influential within the markets in which they operate. The firm should actively pursue a strong relationship with these stakeholders, and further attempt to generate opportunities to interact with these stakeholders in a public forum where stakeholder connectedness could be utilized to develop perceived trust in the wider group of stakeholders. The firm should focus on open, honest, and transparent communication which are key aspects for portraying the attributes of ability, benevolence, and integrity. The study addresses a gap in the trust literature at a stakeholder level and therefore has contributed to the trust literature by addressing how the connectedness between stakeholders can lead to trust in a wider group of stakeholders by increasing efficiency during these interactions and utilizing situational circumstances to build social capital.Thesis (MBA) -- Faculty of Commerce, Rhodes Business School, 202

Development of fungal biological control of four agriculturally important pests, Sitophilus oryzae, Trialeurodes vaporariorum, Planococcus ficus and Eldana saccharina, in South Africa.

Thesis (M.Sc.)-University of KwaZulu-Natal, Pietermaritzburg, 2005.The use of entomopathogenic fungi to control agriculturally important pests, both in greenhouses and in the field, has been demonstrated by various authors for a number of years. This has been brought about by the development of resistance in certain pest species to chemical applications and a growing public awareness of the safety implications of residual insecticides. Several entomopathogenic fungi were tested against four insect pests found in the Republic of South Africa (RSA), the greenhouse whitefly, Trialeurodes vaporariorum, the rice weevil, Sitophilus oryzae, the grapevine mealybug, Planococcusficus and the sugarcane stem borer, Eldana saccharina. Further concentration, temperature and humidity studies were conducted with selected isolates on the rice weevil, S. oryzae. Sitophilus oryzae is considered one ofthe most important pests of stored grain. Several fungal isolates were tested against the rice weevil, four of which, B1, PPRI 6690, PPRI 6864 and PPRI 7067, were selected for further testing based on the mortality results over a 21 d period. Varying conidial concentrations were applied and at high doses of 1x10 -6 conidia ml -1 with mortality rates of to 84% achieved. LT 50 values ranged from 6 - 68d. Increased spore concentration resulted in an increase in overall mortality. Temperature and humidity was found to affect the infection potential of the four isolates tested. Four temperatures ranging from 15 - 30°C were tested. The highest mortality rates were obtained at 25°C where mortality ranged from 46 - 65% in 14d. Mortality rates decreased with decreasing temperature, and no mortality was recorded at 30°C. Temperature was found to significantly alter the LT 50 values, increasing the LT 50 with decreasing temperatures. Decreasing the humidity resulted in an increased LT 50 and a reduction in the overall mortality rates. The mortality of S. oryzae ranged according to the RH and isolate. Isolates Bland PPRI 6690 resulted in the highest mortalities of 80 and 83% at 92.5% RH, with LT 50's of 6.3d and 6.4d, respectively. Several entomopathogenic fungi were tested against T vaporariorum, P. ficus and E. saccharina, three key pests of South African crops. Nine fungal isolates were tested against the greenhouse whitefly, T vaporariorum, with mortalities ranging from 26.7 - 74.7% over 14d. Beauveria bassiana Isolates Bl and PPRl 6690 produced the highest mortality rates and were recommended for further pathogenicity testing against T. vaporariorum. Planococcus ficus is a common pest ofvineyards in the Western Cape Province, South Africa. Nine entomopathogenic fungi were screened against P.ficus, only two of which produced mortality. Eldana saccharina is a stalk borer, which infests sugarcane in large areas of Southern Africa. Five isolates were tested against second and third instar larvae, three of which, B1, PPRl 6864 and PPRl 6690 resulted in mortalities. Mean percentage mortality was low for all three isolates. From the study it was evident that two of the isolates tested, Bland PPRI 6690 (B. bassiana), showed potential against three of the four pests, and two isolates of Lecanicillium lecanii caused mortality in P. ficus. Further research and understanding of the effect of environmental conditions, spore concentration and epizootic potential would result in the further development of these isolates as future biological control agents

How good was the profitability of British Railways, 1870-1912?

This paper provides new estimates of the return on capital employed (ROCE) for major British railway companies. It shows that ROCE was generally below the cost of capital after the mid-1870s and fell till the turn of the century. Addressing issues of cost inefficiency could have restored ROCE to an adequate level in the late 1890s but not in 1910. Declines in ROCE hit share prices and returns to shareholders were negative after 1897. Optimal portfolio analysis shows that, whilst railway securities would have had a substantial weight prior to this date, investors would have been justified in rushing to the exits thereafter

Testing multiple environmental DNA substrates for detection of the cryptic and critically endangered burrowing freshwater crayfish engaewa pseudoreducta

Effective conservation of endangered species depends on knowledge of their distributions, but species detection can often be challenging. An example of this is provided by the Critically Endangered Margaret River burrowing crayfish (Engaewa pseudoreducta), which is highly cryptic. Due to the burrowing habit of this crayfish, detection of this species currently requires a great deal of effort, the results are often non-conclusive, and, as it involves manual excavation of their burrows, the habitat of this and other species is destroyed in the detection process. In response to these challenges, this study developed and optimized a species-specific probe-based qPCR assay targeting the 16S gene region to detect the target species from environmental samples. Three test substrates—chimney pellets (soil expelled by a crayfish as it digs its burrow), burrow scrapes (soil lining the inside of a burrow), and burrow water (water that is filling the burrow space)—were tested from 11 crayfish burrows thought to have been constructed by the target species to see if eDNA could be detected. DNA from the target species was successfully amplified from both chimney pellets (6/11 samples) and burrow scrapes (3/11 samples); however, E. pseudoreducta was not detected in any water samples. As previously stated, sampling techniques to confirm the presence of this species have relied on burrow excavation (resulting in habitat destruction) and were often not definitive; therefore, replacing the traditional survey method with a noninvasive eDNA-based technique could be of enormous benefit to the management and conservation of this (and similar) species