Showing posts with label Legal. Show all posts
Showing posts with label Legal. Show all posts
Every business has to do with Contracts.
And, "Conclusion of a Contract" it is a very important human process, yet it is cumbersome. It requires division of labor because of specialization. Want to make it efficiently more even a little bit.

By the way, Japanese major companies demand 'Conclusion of NDA (Non-disclosure agreement)' in the beginning of a trade. However, what is written on the template is the mostly the duplication of "Unfair Competition Prevention Law" (1993). Sometimes matters about basic right as written in "Paris Convention for the Protection of Industrial Property" (1883) are added in the contract. Anyway, the company on the side of receiving the contract will be forced to 'barren work' of checking if "something strange have been written" or not.

We would want to design the business processes in mind that the Legal check includes also extremely unproductive matters like "conclusion of NDA".

# Japanese GDP might grow steadily if 'NDA templates' by all major companies had been changed to 'Let's comply with the Unfair Competition Prevention Law' only...

In the following Legal Checking Workflow, Task of [2. Approve Draft of Contract] by the Boss and [3. Approve Draft of Contract] by the Legal are able to be skipped.

[Contract flow]
Japanese software industry has been developed centered on "System Development by consignment". So called "SI business". And now, it is at ebb.

Naturally, if wealthy sponsors (patron) existed, those outsourcing businesses would survive as well as "Housing" or "Clothing". But on the other hand, in the this aspect of economic recession, the efficiency of business process (Workflow) will inevitable. In addition, we will also have to seek better quality of service.

Here we would like to exemplify a Workflow sample concerning the business outsourcing contract for SI company (prime contractor).


[Outsourcing flow]

"Renewing a Contract" job. It occurs in a variety of industries.
  • Real estate lease
  • Staffing agency
  • Consultancy
  • Internet domain
  • Adviser (lawyer, tax accountant,, patent attorney etc.)
  • Maintenance (software, servers, Elevator, etc.)

Generally, contract renewal procedure is initiated with announcement from the fiduciary side. However somehow, it is difficult to carry out that "announcement" without omission. Therefore, in the following workflow definition, trick to book an automatic transmission of " an e-mail announcement of contract renewal" have been set.


[Contract flow]

'Obtaining multiple quotations', it is quite a day-to-day work.
In particular, there is price competition between distributors such as electricity products and moving services . The ordering side, basically makes a contract to trader who gave quote less expensive.
On the other hand however, it is not so simple to compare companies such as consign System Development or Designing, by price. Because they have differences of "level of recognition on order side company situation", and also they have likes and dislikes.

Well honestly,,, I don't think this business template is ready to use, because situation of procurement is different between the companies. Yet, I sincerely would like you to establish a Workflow of "Competitive Quotations and Vendor Selection flow".
At least, it is tremendously significant to record progress from 'multiple Quotations' to 'vendor selection' and 'the final contract'. When you count to ten contracts recorded, you will see various 'problems'.

In the Workflow below, the procurement personnel who collects quotations from vendors, is different to evaluation personnel who selects a vendor by their quotations. You can call it a Workflow definition that prevent fraudulent transactions.

[Competitive Quotations and Vendor Selection flow]


The Workflow notation nowadays are easy to understand. (BPMN)
The most fascinating point is 'anyone can understand flow of works at first sight'. And it's also good that it is 'World's standard' De facto.

But in the other hand...
Employees who work on site can participate in the discussion, and exchange hot debate about 'Workflow to be'. As the result, Process owners will be in the situation that their adjusting ability to be asked. That's right, they can't be helped because it is what they are working for, but they can get Knowledge armament by reading "The Golden Rules of Business Process Modeling". Yes, BPMN is also an 'discussion tool'.

Now...
There is a request on Decision Making Flow, that an approver himself can add other approver before the approval. There are somebody to be asked to approve, even by the regulation (Business rule) does not require to do so. Behind-the-scenes work, or NEMAWASHI in Japanese... Well now, what you do?


[Decision Making Flow]

Oooh! Why can't I attach files onto the Workflow?

Such a Workflow is totally out of date! Workflows have being advanced day by day. Not only basic data such as 'String type', 'Numeric type', 'Date type', 'Time type', it is also available those data type such as,
  • 'Select type', which uses external list.
  • 'Select type', which choices are configured in the upstream.
  • 'Table type', which makes variety of data into a table.
  • 'Discussion type' which data is added with timestamps.

Also BPM: Business Process Management which is for improving business flow, variety of data type can be set in 'Data set' that flows on Workflow. At least Questetra BPM Suite can do it...

See; Modeling: Available Data Types (Questetra/tour/reference)

And now we'd like to consider required data sets in "Contract Processing".

[Contract Processing flow]


The Contract Processing, actually is a Workflow which contains unpredictable numbers of files. Agreement, specification documents, Notices, etc... Have no time for encasing those files in a ZIP file every time. In that point of view, 'File type' which can be attached any number of files is desirable.

And to record the process of negotiation and advice between Legal personnel and Sales personnel, we'd definitely want a "Discussion type" that is automatically records the outgoing comments and time stamp.

Incidentally, in this work flow definition, the conversation exchange between Legal personnel [2. Notes for negotiation/approval] and Sales personnel [3. Contract negotiations Report] goes back and forth. And also, the flow splits into [2a. Review and comment of the draft] by Sales Leader. To achieve these, advanced Workflow or sophisticated Business Process Management is required.

[Contract Processing flow [2. Notes for negotiation/approval] screen]

< Similar Models >

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In Japan, there are qualifications to act for "Legal Procedure"
  • Certified Tax Accountant for 'Tax office'
  • Shiho-shoshi Lawyer for 'Legal Affairs Bureau / Court'
  • Gyosei-shoshi Lawyer for 'Government office'
  • Patent Attorney for 'Patent Office'
That means for a company, must choose to ask those agencies, or to do by themselves on the "Legal Procedure". In either case, it has to be exactly recorded as a company Operation.

Introduce a Workflow and leave exact record of Operations. Not only leaving the deliverables of Capital proceedings, you'd better to try to share realtime progress of Legal Registration.

Here, we introduce a Workflow for "Capital Increase" (Capital proceedings). The final document which created at the end of the Workflow is "Application for Corporation Alteration Registration" for 'Bureau of Legal Affairs', but it is a long way to get there...

[Capital proceedings - Stockholders' Meeting]

Whistle-blower on "Anonymous Web Form"

Monday, September 19, 2011
Nobody would deny the thought of "Regulations document is important for corporate compliance". On the other hand, it is not realistic to all employees to get interested in the "Charter" or "Regulations" continuously.

1.To maintain a compliance system.
2.The essence: All the employee must comply "Constitution and laws".
3.The policy: "Mutual Surveillance system" should be built.
4.The method: Install "Accusation forum" which acknowledged throughout company.

This way of thinking is right. Establishing a postbox inside company will do. But thinking on "stress on posting" and "troublesome on collecting", it would be better done online. There will be no "Lost" or "Hushed up".

<Tasks>
1. Post, 2. Check Post, 3. Survey & Statement, 3a.Respond Question, 4. Bulletin Answer