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1 Rowlands & Medeleev (R&M), a major listed European civil engineering company, was successful in its bid to become

principal (lead) contractor to build the Giant Dam Project in an East Asian country. The board of R&M prided itself in

observing the highest standards of corporate governance. R&M’s client, the government of the East Asian country, had

taken into account several factors in appointing the principal contractor including each bidder’s track record in large

civil engineering projects, the value of the bid and a statement, required from each bidder, on how it would deal with

the ‘sensitive issues’ and publicity that might arise as a result of the project.

The Giant Dam Project was seen as vital to the East Asian country’s economic development as it would provide a

large amount of hydroelectric power. This was seen as a ‘clean energy’ driver of future economic growth. The

government was keen to point out that because hydroelectric power did not involve the burning of fossil fuels, the

power would be environmentally clean and would contribute to the East Asian country’s ability to meet its

internationally agreed carbon emission targets. This, in turn, would contribute to the reduction of greenhouse gases

in the environment. Critics, such as the environmental pressure group ‘Stop-the-dam’, however, argued that the

project was far too large and the cost to the local environment would be unacceptable. Stop-the-dam was highly

organised and, according to press reports in Europe, was capable of disrupting progress on the dam by measures such

as creating ‘human barriers’ to the site and hiding people in tunnels who would have to be physically removed before

proceeding. A spokesman for Stop-the-dam said it would definitely be attempting to resist the Giant Dam Project when

construction started.

The project was intended to dam one of the region’s largest rivers, thus creating a massive lake behind it. The lake

would, the critics claimed, not only displace an estimated 100,000 people from their homes, but would also flood

productive farmland and destroy several rare plant and animal habitats. A number of important archaeological sites

would also be lost. The largest community to be relocated was the indigenous First Nation people who had lived on

and farmed the land for an estimated thousand years. A spokesman for the First Nation community said that the ‘true

price’ of hydroelectric power was ‘misery and cruelty’. A press report said that whilst the First Nation would be unlikely

to disrupt the building of the dam, it was highly likely that they would protest and also attempt to mobilise opinion in

other parts of the world against the Giant Dam Project.

The board of R&M was fully aware of the controversy when it submitted its tender to build the dam. The finance

director, Sally Grignard, had insisted on putting an amount into the tender for the management of ‘local risks’. Sally

was also responsible for the financing of the project for R&M. Although the client was expected to release money in

several ‘interim payments’ as the various parts of the project were completed to strict time deadlines, she anticipated

a number of working capital challenges for R&M, especially near the beginning where a number of early stage costs

would need to be incurred. There would, she explained, also be financing issues in managing the cash flows to R&M’s

many subcontractors. Although the major banks financed the client through a lending syndicate, R&M’s usual bank

said it was wary of lending directly to R&M for the Giant Dam Project because of the potential negative publicity that

might result. Another bank said it would provide R&M with its early stage working capital needs on the understanding

that its involvement in financing R&M to undertake the Giant Dam Project was not disclosed. A press statement from

Stop-the-dam said that it would do all it could to discover R&M’s financial lenders and publicly expose them. Sally

told the R&M board that some debt financing would be essential until the first interim payments from the client

became available.

When it was announced that R&M had won the contract to build the Giant Dam Project, some of its institutional

shareholders contacted Richard Markovnikoff, the chairman. They wanted reassurance that the company had fully

taken the environmental issues and other risks into account. One fund manager asked if Mr Markovnikoff could

explain the sustainability implications of the project to assess whether R&M shares were still suitable for his

environmentally sensitive clients. Mr Markovnikoff said, through the company’s investor relations department, that he

intended to give a statement at the next annual general meeting (AGM) that he hoped would address these

environmental concerns. He would also, he said, make a statement on the importance of confidentiality in the

financing of the early stage working capital needs.

(a) Any large project such as the Giant Dam Project has a number of stakeholders.

Required:

(i) Define the terms ‘stakeholder’ and ‘stakeholder claim’, and identify from the case FOUR of R&M’s

external stakeholders as it carries out the Giant Dam Project; (6 marks)

(b) Briefly discuss how stakeholder groups (other than management and employees) may be rewarded for ‘good’

performance. (4 marks)

The IOA Division is also considering whether to undertake an investment in the West of the country (the West Project).

An initial cash outlay investment of ￡12 million will be required and a net cash inflow amounting to ￡5 million is

expected to arise in each of the four years of the life of the project.

The activities involved in the West project will cause the local river to become polluted and discoloured due to the

discharge of waste substances from mining operations.

It is estimated that at the end of year four a cash outlay of ￡2 million would be required to restore the river to its

original colour. This would also clear 90% of the pollution caused as a result of the mining activities of the IOA

Division.

The remaining 10% of the pollution caused as a result of the mining activities of the IOA Division could be cleared

up by a further cash outlay of ￡2 million.

(c) Evaluate the West project and, stating your reasons, comment on whether the board of directors of NCL plc

should spend the further ￡2 million in order to eliminate the remaining 10% of pollution. (6 marks)

(Ignore Taxation).