Professional Documents
Culture Documents
o The approach in CoCo is based on the evaluation o The overall purpose of evaluating the external
of the culture of the internal control context is to determine the level of riskiness
environment of the organization associated with the external environment within
which the organization operates
Updating of existing standards Internal context
o Plan-implement-measure-learn (PIML) approach - o Establishing the internal context of an
often referred to as plan-do-check-act (PDCA) organization must consider the expectations of
internal stakeholders
- is concerned with the management of the risks o Institute of Internal Auditors - a rigorous and
that can impact the objectives, key dependencies, or coordinated approach to assessing and
core processes of the organization responding to all risks that affect the
achievement of an organization’s strategic and
- with the ERM approach, the relationship between financial objectives
risks is identified by the fact that two or more risks
can have an impact on the same activity or objective
o HM Treasury - all the processes involved in
identifying, assessing and judging risks,
Features of an enterprise-wide approach assigning ownership, taking actions to mitigate
a. Encompasses all areas of organizational exposure or anticipate them and monitoring and reviewing
to risk progress
o values – the ideas and principles that you o durable-product goals – involve frequently
consider correct, desirable, and important. purchased, expensive items
o intangible-purchase goals – may relate to
personal relationships, health, education,
Financial Planning in Our Economy community service, and leisure
o debt security – investing in a bond and involves
borrowing by a company or government
Goal-setting guidelines
o equity security – investing in a stock and o specific – so you know exactly what your goals
represents ownership in a corporation are and can create a plan designed to achieve
those objectives
o economics – is the study of how wealth is o measurable – by a specific amount
created and distributed o action-oriented – providing the basis for the
o inflation – is a rise in the general level of prices, personal financial activities that you will
decreasing the buying power of peso/dollar undertake
- it is more harmful to people with fixed incomes o realistic – involving goals based on your income
and life situation
o consumer price index (cpi) – is a measure of the o time-based – indicating a time frame for
average change in the prices urban customers achieving the goal, such as three years
pay for a fixed “basket“ of goods and services
o hidden inflation – the cost of necessities may
rise at a higher rate than nonessential items
- results in a reported inflation rate much lower LO1.3 Opportunity Costs and the Time Value of
than the actual cost of living increase being Money
experienced by consumers o opportunity cost – is what you give up by making
a choice
o deflation – a decline in prices - commonly referred to as the trade-off of a
- as prices drop, consumers expect they will go decision
even lower so consumers cut their spending,
causing damaging economic conditions. o time value of money – involves the increases in
an amount of money as a result of interest
o interest rates – represent the cost of money earned
o emergency fund – used for unexpected expenses o taxable income – the net amount of income after
or for living costs if one did not receive their allowable deductions
salary
o a cash flow statement reports the actual
spending but a budget documents projected
income and spending
types of income filing your federal income tax return
a. earned income – money received for personal o five filing status categories:
effort, such as wages, salary, commission, fees, a. single – never married, divorced, or legally
tips, or bonuses separated individuals with no dependents
b. investment income/portfolio income – money b. married, filing joint return – combines the
received in the form of dividends, interest, or rent spouses’ incomes
from investments
c. married, filing separate returns – each spouse
c. passive income – results from business activities is responsible for their tax
in which you do not actively participate
o exclusion – an amount not included in gross d. head of household – an unmarried individual
income or a surviving spouse who maintains a household
for a child or a dependent relative
o tax-exempt income – income not subject to tax
e. qualifying widow or widower – an individual
o tax-deferred income – income that will be taxed whose spouse died within the past two years and
at a later date who has a dependent; limited to two years after
the death of the spouse
o adjusted gross income – a gross income after
certain deductions have been made major sections of form 1040
a. filing status and exemptions
o tax shelter – investments that provide b. income
immediate tax benefits and a reasonable c. adjustments to income
expectation of a future financial return d. tax computation
e. tax credits
o tax deduction – amount subtracted from f. other taxes
adjusted gross income to arrive at a taxable g. payments
income h. refund or amount you owe
o standard deduction – a set amount on which no o h&r block at home and TurboTax – software
taxes are paid packages that allow you to complete needed tax
forms and schedules and either print for mailing
o itemized deductions – expenses a taxpayer is or file online
allowed to deduct from adjusted gross income
- medical and dental expenses factors to consider when selecting tax software
- taxes - your personal situation – are you employed or
- interest do you operate your business?
- contributions - special tax situations
- casualty and theft losses - features in the software
- technical aspects
o exemption – a deduction from adjusted gross
income for yourself, your spouse, and qualified
dependents o IRS services
a. publications
o marginal tax rates – used to calculate tax on the b. recorded messages
last (and next) dollar of table income c. phone hotline
d. walk-in service
o average tax rate – based on the total tax due e. interactive tax assistant
dividend by taxable income f. DVD
g. IRS2Go app
o alternative minimum tax – designed to ensure
that those who receive tax breaks also pay their types of tax services
fair share of taxes
a. enrolled agents – government-approved tax
o tax credit – an amount subtracted directly from experts
the amount of taxes owed b. accountants
c. attorneys
o earned-income credit – tax credit for working
parents with a taxable income under a certain o tax audit – a detailed examination of your tax
amount return
o withheld amount – based on the number of
exemptions and the expected deductions claimed types of audits
- correspondence audit – requires you to clarify
or document minor questions
- office audit – requires you to visit an IRS office financial service activities:
to clarify some aspect of your tax return a. text banking
b. mobile web banking
c. banking apps
- field audit – an IRS agent visits you at your
home, business, or the office of your accountant o automatic teller machine (ATM) – also called a
to have access to your records and to verify cash machine; a computer terminal used to
whether you have a home office if claimed conduct banking transactions
o debit card/cash card – a plastic access card used
tax planning strategies in computerized banking transactions
o tax avoidance – the use of legitimate methods
to reduce one’s taxes o prepaid debit cards – “pay before“
o tax evasion – the use of illegal actions to reduce o credit card “lock and limit“ app – controls
one’s taxes spending and block unauthorized transactions
o home equity loans – second mortgages that
allow you to use a line of credit for various types of financial institutions
purchases
o deposit institutions – serve as intermediaries
o flexible spending accounts – also called health between suppliers and users of funds
savings account; allow you to reduce your a. commercial banks – a financial institution that
taxable income when paying for medical offers a full range of financial services to
expenses or child care costs individuals, businesses and government agencies
o tax-exempt investments – interest income from b. savings and loan associations (S&Ls) –
municipal bonds specialized in savings accounts and mortgages
o tax-deferred investments – give you an c. mutual savings banks – owned by depositors
advantage of paying taxes in the future rather and specializes in savings accounts and mortgage
than now loans
- tax-deferred annuities
- section 529 savings plans d. credit unions – a user-owned, nonprofit,
- retirement plans cooperative financial institution organized for
the benefit of its members
o capital gains – profits from the sale of capital
asset such as stocks, bonds, or real estate o non-deposit institutions
a. life insurance companies
b. investment companies – also called mutual
funds; offer a money market fund or a
module 4: financial services: savings combination of savings and investment plan
c. brokerage firms
plans and payment accounts d. credit card companies
e. finance companies
f. mortgage companies
types of financial services
- savings – provides safe storage of funds for o financial supermarkets – one-stop financial
future use service operations
- time deposits – money in savings accounts and
certificates o problematic financial businesses
- payment services – offer an ability to transfer - pawnshops
- check-cashing outlets
money to others for daily business activities - payday loan companies
- demand deposits – checking accounts and other - rent-to-own centers
payment methods - car title loan companies
- borrowing
savings plans
- other financial services – include insurance, o regular savings accounts – involve a low or no
investments, tax assistance, and financial minimum balance and allow you to withdraw
planning money as needed
o share accounts – a credit union
o trust – a legal agreement that provides for the
management and control of assets by one party o certificate of deposit – a savings plan requiring
for the benefit of another a certain amount be left on deposit for a stated
o asset management account – also called a cash time to earn a specified interest rates
management account; provides a complete
financial services program for a single fee o rising-rate or bump-up CDs – have higher rates
at various intervals
o liquid CDs – offer an opportunity to withdraw evaluating checking and payment accounts
money without a penalty o overdraft protection – an automatic loan made
to checking account customers to cover the
o xero-coupon CD – purchased at a deep discount amount of checks written in excess of the
(a small portion of the face value) with no available balance in the checking account
interest payments
o certified check – a personal check with
o indexed CDs – have earnings based on the stock guaranteed payment
market
o cashier’s check – a check issued by a financial
o interest-earning checking accounts – have a institution
savings feature but pay a low interest rate
o traveler’s check – allow you to make payments
o money market accounts and funds – offer when you are away from home
earnings based on current interest rates, and
both have minimum-balance restrictions and managing your checking account
allow check writing
o individual account – only one person is allowed
o money market account – a savings account that to write checks
require a minimum balance and has earnings o joint account – has two or more owners
based on the changing market level of interest
rates o deposit ticket – used for adding funds to your
checking account
o US savings bonds – a low-risk savings program
guaranteed by the federal government o endorsement – your signature on the back of the
check
o EE bonds – increase in value as interest accrues
monthly and compounds semiannually - blank endorsement – is just your signature,
which should only be used when you are actually
o HH bonds – the interest is deposited depositing or cashing a check
electronically to your bank account every six
months - restrictive endorsement – consists of the words
for deposit only; followed by your signature
o I bonds
- special endorsement – allows you to transfer a
check to someone else with the words pay to the
Evaluating savings plan order of followed by the name of the other
o rate of return – also called yield; the percentage person and your signature
of increase in the value of savings as a result of
interest earned
o compounding – a process that calculates interest
based on previously earned interest
module 5: consumer credit:
o annual percentage yield – the percentage rate advantages, disadvantages, sources,
expressing the total amount of interest that
would be received on a deposit based on the and costs
annual rate and frequency of compounding for a
365-day period o credit – an arrangement to receive cash, goods,
or services now and pay for them in the future
o consumer credit – the use of credit for personal
comparing payment methods needs
electronic payments
o debit card transactions
o online payments advantages of credit
o mobile transfers - enables people to enjoy goods and services now
o stored-value cards - permit the purchase of goods even when funds
o smart cards are low
o peer-to-peer payments - credit is more than a substitute for cash
- it is safe and convenient
checking accounts
o regular checking accounts – have a monthly disadvantages of credit
service charge that you may avoid by keeping a - it provides the temptation to overspend
minimum balance in the account - failure to repay a loan may result in loss of
income, court action, and bankruptcy
o activity accounts – charge a fee for each check - it does not increase total purchasing power
written - it costs money
o interest-earning checking accounts
types of credit - will you repay the loan?
o closed-end credit – one-time loans that the - what kind of person they are lending money
borrower pays back in a specified period and in to
payments of equal amounts
o capacity – the borrower’s financial ability to
a. installment sales credit – a loan that allows meet credit obligations
you to receive merchandise, usually high-priced - can you repay the loan?
items such as large appliances. - your ability to pay additional debts
b. installment cash credit – a direct loan of o capital – the borrower’s assets or net worth
money for personal purposes, home - is the amount of your assets that exceed
improvement, or vacation expenses your liabilities, or the debts you owe
c. single lump-sum credit – a loan that must be o collateral – a valuable asset that is pledged to
repaid in total on a specified day, usually within ensure loan payments
30 to 90 days - what if you don’t repay the loan?
o open-end credit – a line of credit in which loans o condition – the general economic conditions that
are made on a continuous basis and the borrower can affect a borrower’s ability to repay a loan
is billed periodically for at least partial payment - what if your job is insecure?
- credit rating – a measure of a person’s
o line of credit – the maximum dollar amount of ability and willingness to make credit
credit the lender has made available to you payments on time
o Directive - strategic decisions set precedents for o Initiate and determine - delineate a corporate’s
lesser decisions and future actions throughout mission and specify strategic options to its
management
the organization.
2. Intensity of rivalry among industry competitors it will suffer in terms of profitability and growth
potential in the following circumstances:
Rivalry - the competitive struggle between - it offers an attractive price and performance
companies in an industry to gain market share from - the buyer’s switching costs to the substitutes is
each other. low
The intensity of rivalry is greatest under the
following conditions:
(a) Numerous competitors or equally powerful industry analysis
competitors Industry - is a group of firms producing similar
(b) Slow industry growth products or services that customers perceive to be
(c) High fixed but low marginal costs substitutes for one another.
(d) Lack of differentiation or switching costs
(e) Capacity augmentation in large increments 1. Industry Features
(f) High exit barriers
factors:
The common exit barriers are: a. overall size
a. Investment in specialized assets like plant and b. market growth rate
machinery are of little or no value and cannot be put c. geographic boundaries of the market
to alternative use. d. number and sizes of competitors
e. pace of technological change
b. High costs of exit such as retrenchment benefits, f. product innovations
that have to be paid to the redundant workers when
a company ceases to operate.
2. Industry boundaries
c. Emotional attachment to an industry keep owners Firms within the same industry could differ across
or employees unwilling to exit from an industry for various parameters, such as:
sentimental reasons. (a) Breadth of market
(b) Product/service quality
d. Economic dependence on the industry when the (c) Geographic distribution
firm depends on a single industry for revenue and (d) Level of vertical integration
profit. (e) Profit motives
3. Industry environment 8. Industry’s future prospects
o Fragmented Industries - consist of a large
number of small or medium-sized companies, The future outlook of an industry can be anticipated
none of which is in a position to determine based on such factors as:
industry price. a. Innovation in products and services
b. Trends in consumer preferences
o Consolidated Industries - dominated by a small c. Emerging changes in regulatory mechanisms
number of large companies (an oligopoly) or by d. Product life cycle of the industry
just one company (a monopoly). e. Rate of growth
o Mature industries - those who reached the
maturity stage of their life cycle.
competitive analysis
o Declining industries - those in the transition o is the process of identifying competitors and
stage from maturity to decline. evaluating their strategies in order to
determine their weaknesses and strengths in
o Global industries - with manufacturing bases and order to better your own company
marketing operations in several countries.
four types of competition in a free market system:
a. perfect competition
4. Industry structure - Structural attributes are the b. monopolistic competition
enduring characteristics that give an industry its c. oligopoly
distinctive character. d. monopoly
SWOT analysis
- is a widely used framework to summarize a Advantages of SWOT
company’s situation or current position. 1. It is simple.
2. It portrays the essence of strategy formulation:
o Opportunities - a major favorable situation in a matching a firm’s internal strengths and
firm’s environment weaknesses with its external opportunities and
threats.
o Threats - a major unfavorable situation in a 3. Together with other techniques like Value Chain
firm’s environment Analysis and RBV, SWOT analysis
improves the quality of internal analysis.
o Strengths - something a company possesses or
is good at doing
Limitations
o Weaknesses - something a company lacks or 1. It gives a static perspective and does not reveal
does poorly. the dynamics of a competitive environment.
2. SWOT emphasizes a single dimension of strategy
Steps in SWOT analysis (i.e. strength or weakness) and ignores other
factors needed for competitive success.
1. Identification 3. A firm’s strengths do not necessarily help the
a. Identify company resource strengths and firm create value or competitive advantage.
competitive capabilities. 4. SWOT’s focus on the external environment is too
b. Identify company resource weaknesses and narrow.
competitive deficiencies.
c. Identify company’s opportunities. 5. Hill and Westbrook criticize SWOT analysis by
d. Identify external threats. saying that it is not a panacea. According to them,
some of the criticisms against SWOT analysis are:
2. Conclusion (a) It generates lengthy lists
a. Draw conclusions about the company’s overall (b) It uses no weights to reflect priorities
situation. (c) It uses ambiguous words and phrases
(d) The same factor can be placed in two categories
(e) There is no obligation to verify opinions with
3. Translation data or analysis.
a. Match the company’s strategy to its strengths (f) It is only a simple level of analysis. There is no
and opportunities. logical link to strategy implementation.
b. Correct important weaknesses. (g) SWOT helps only as a starting point. By itself,
c. Defend against external threats. SWOT analysis rarely helps a firm develop
competitive advantage that it can sustain over time.
module 5- organizational appraisal o Services
This includes all activities associated with enhancing
internal assessment and maintaining the value of the product.
Installation, repair, training, parts supply and
o corporate level internal analysis - is about product adjustment are some of the activities that
identifying your businesses value proposition or come under services.
core competencies.
B. Mixed/standard punctuation
- a colon follows the salutation; a comma follows the B. Letter of Inquiry’
complimentary close - a letter that asks for a particular information or
- most common style of punctuating a business assistance
letter which includes punctuation on salutation and - direct and questions are constructed to get the
complimentary close only. information straightforward
G. Complaint letters
- demonstrate that you are displeased without being
over-the-top angry
- suggest how the receiver of the letter might
correct the situation
Chapter 3 lesson 7 writing sent to other Complimentar
readers y copies can be
memoranda sent to other
Memo readers
- most frequently used words in the corporate world Delivery time Determined by Determined by
- sometimes it denotes something negative a company’s the destination
especially if one learn it came from their superior in-house mail Could be
- short official note sent by one person to another procedure delivered
within the same company or organization to remind Could be within three
the recipient delivered days but may
- clipped or shortened term for memorandum within three take more
- one type of correspondence together with days than a week
business letters for the purpose of effective
management Basic elements of a Memo
o Heading
o Dateline - the actual date when the memorandum
Two essential facts about inter-office memorandum is issued
A good memo passes departments, between o Number - refers to the frequency of the issued
individuals in different departments, between memos
management and staff, and others. o Receiver - the person whom the memorandum be
sent
o Sender - the person who issued the memo
Most firms provide printed forms and restrict inter- o Subject - the topic or title of the memo
office correspondence to one subject to encourage o Enclosure - an optional part which includes the
conciseness and clarity, and to facilitate filing and attachments
references.
return on assets = net income/total assets x ratio analysis – a quantitative method of gaining
100% insight into a company’s liquidity, operational
efficiency, and profitability by studying its financial
o return on equity – measures how much profit a statements
company generates for each dollar of - it is a cornerstone of fundamental equity
shareholder equity analysis
return on equity = net income/shareholders’ Types of ratio analysis
equity x 100%
o liquidity ratios
o earnings per share – measures the amount of o solvency ratios
o profitability ratios
profit generated for each share of stock o coverage ratios
earnings per share = net income/number of o market prospect ratios
shares outstanding
3. Objective: That the company is following o Verify that there is sufficient testing of
systems and data during a conversion of
operating policies and procedures computer systems to a replacement system.
o Determine labor productivity. 5. Objective: That the company is following an
o Investigate and determine the cause of approved set of ethical guidelines
transactional errors.
o Follow up on reported ethics cases and
o Review the appropriateness of expenses for new determine the extent to which formal ethics
construction. training programs would have avoided the
situations.
o Review the fixed-asset purchasing goals after-
the-fact to see if goals were met. o Verify from training records that each employee
has received at least the minimum number of
ethics training hours per year.
o Review the obsolescence of existing equipment.
Verify the appropriateness of pay levels based
on experience and education. o Verify that the training materials used to teach
ethics to employees contain information that
matches and supports the principles described in
o Verify from a sample of expense reports that the company's official ethics policy.
only those approved types of travel expenses
are being reimbursed.
6. Objective: That the department creates an annual
o Verify that bank reconciliations are regularly audit plan that addresses all of these objectives
performed and reviewed.
o Verify that a broad range of managers are
o Verify that financial statements are published consulted regarding the contents of the annual
within specified due dates. audit plan.
o Verify that machine run rates are within o Verify that the annual audit plan contains some
expected levels. reviews for all of the previous audit objectives
related to control over assets, ethics,
operations, financial accuracy, and operations.
o Verify that product quality levels match
minimum standards.
o Verify that the key control problems pointed out
by the external auditors are being addressed by
o Verify that production scrap rates are within the annual audit plan.
expected levels.
o Verify that shipments are made on scheduled 7. Objective: That the department provides written
ship dates. reports of its findings to those levels of
o Verify the accuracy and timeliness of all key management needing the information in order to
transactions. correct faulty systems
4. Objective: That computer systems are accurately o Verify that feedback is solicited from auditees
regarding the findings and recommendations
processing data made in audit reports.
o Verify from a sample of transactions that the o Verify the degree to which recommendations
computer system is correctly calculating have been implemented, subsequent to the
accounting transactions release of audit reports.
chapter 4: recruiting, training, and charge between one-quarter and one-third of a
hired person's first year's salary as their fee.
supervision
recruiting sources
o Recruiting Cost - tends to have a low level of Factors to consider when recruiting
importance if the recruiting task must be
completed at once and a higher one if there is a o Integrity. The accounting department has some
long timeline involved. Also, the lower-cost control or influence over the disposition of
approaches tend to involve extra time by the assets, the reporting of financial information,
controller to screen recruits, whereas more and the use of controls. If a person lacks
expensive approaches, such as using a search integrity, a controller may find that assets go
firm, tend to require less screening time, astray, financial information is incorrectly
because this task is completed by the reported, or controls are not enforced. The
intermediary resulting havoc occurs because accounting
personnel were not concerned about doing the
o Recruiting quality - The quality of the person right thing
hired tends to go up if there is a time interval
for the recruiting process. o Process knowledge. The accounting function is
similar to manufacturing in that it involves highly
o Recruiting time - As noted in the first two predictable process flows that must be carefully
factors, the time allowed to conduct a recruiting organized in order to reach peak levels of
campaign will usually result in higher costs if efficiency.
there is little time available, because a controller
must resort to expensive sources. Also, there is o Communication skills. An invaluable attribute is
a chance that the quality of candidate recruited excellent communication skills. In order to
will be lower if the recruiting period is short, succeed, a candidate should be able to actively
because there is only enough time to meet with participate in meetings with other employees,
and evaluate a limited pool of candidates clearly summarize and present information, and
create understandable written reports.
o Audit and Consulting Firms - It is common for a
controller to hire from the ranks of the auditing o Drive. Though a candidate may have an
and consulting firms that work for the company. overwhelmingly impressive set of credentials,
This approach is very inexpensive, because the strong interpersonal skills, great integrity, and
controller probably already knows the best fine background experience, none of these
performers within these firms and just calls factors will be of much use if the person lacks
them to see if they are interested in a position. the drive to complete work in a timely manner
and take the initiative in undertaking new
o Campus Recruiting - good recruiting source for projects.
lower-level positions is the college campus.
However, it is difficult to determine the quality o Technical capability. An accounting recruit must
of the people hired, because they have never have the basic accounting knowledge that can be
worked before. imparted only through a regular course of
training. which can include a bachelor's or MBA
o Employees. One of the best sources of recruits degree.
is current employees. This approach works best
when a company offers recruiting bonuses to o Teamwork skills. An applicant must be able to
employees. function with the rest of the group. It is easier
to identify characteristics that will inhibit
o Former employees. A controller should go to integration rather than those that will guarantee
great lengths to maintain contact with quality it.
employees who have left the company.
o Turnover likelihood. Because it is a time-
o Internet postings. Using the Internet can involve consuming and expensive process to hire a
either posting a job or reviewing posted professional, it follows that the people who are
resumes. Either alternative is inexpensive but hired should have a high probability of staying
requires screening inordinate number of with the company.
potential recruits
o Newspaper advertisements. This approach
involves placing ads in newspapers to attract
candidates.
o Professional publications. This involves
advertising in a professional publication to which
an accounting person subscribes, such as the
Journal of Accountancy
o Search firms. This is the most expensive
recruiting approach, for search firms typically
Importance of Reduced Turnover personal lives that might otherwise interfere
with company business.
By keeping the staff turnover rate as low as
possible, a controller can avoid many problems that o Recognize employee efforts. Some employees
result in gross inefficiencies, poor customer service, make exceptional efforts on behalf of the
high error rates, and increased costs. These companies where they work, yet receive no
problems are: recognition for these efforts. After going to
extra lengths to help the company, these
o Increased costs. Not only must a controller pay employees should receive some special
for recruiting costs to replace someone (e.g., recognition, which makes them want to stay with
newspaper advertisements, search firm fees, the company-not because they are making more
and travel expenses), but there are the added money or have a fancy title, but because they
and less clearly defined costs of training new feel appreciated.
employees and correcting the inevitable
mistakes that they will make as they learn their o Review employees frequently. Employees want
jobs. to know where they stand in terms of
performance, potential advancement, and the
o Increased inefficiency. The typical new hire, impression given to coworkers.
unless vastly experienced, will not reach the
efficiency levels of the person being replaced
for at least six months.
o Increased time by the controller. The recruiting
process is a very time-consuming one, and the
time a controller puts into it takes away from
other tasks, such as preparing and evaluating
financial statements, undertaking new cost-
reduction projects, or analyzing various
accounting-related proposals from around the
company.
o Loss of specialized knowledge. Every company
has a unique set of processes. When a company
loses an employee, it also loses that person's
knowledge of the processes
o Risk of an inappropriate hire. Bringing in a new
person carries with it the risk that the person
hired is so inappropriate for the position that
termination is the only answer, and then of
finding that the new employee has sued the
company for wrongful termination.