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Research On Managing Integration In M&A

Posted on:2003-05-24Degree:DoctorType:Dissertation
Country:ChinaCandidate:Z J WuFull Text:PDF
GTID:1116360065450684Subject:Industrial Economics
Abstract/Summary:PDF Full Text Request
Merger and acquisition (M&A) is a high-risk and high-return business. Many companies hope to transfer the industry crisis, avoid the investment risk, solve the trouble of debts, decrease the cost of labor and expand the company's scale by M&A. Though the M&A wave surges, the success rate is not high, compared to exciting amount of transaction cases of M&A. Neglecting the merger and postmerger integration is the most important reason for the failure of M&A. For a company that will carry out a M&A strategy, developing the ability for managing integration is more important than accumulation of capitals. Without excellent capability of managing integration, companies being crazy about M&A will expend huge cost but no returns. This paper gives a definition of managing integration. The term managing integration refers to a process---according to the basic principles of management science---of allocating varied resources rationally and scientifically through integrating strategy, plan, organization, command, control and coordination in order to insure the business efficiency and business performance of the company. Moreover, managing integration also refers to the art of combining two or more company-not just on paper, but in reality-after they have come under common ownership. This article builds a framework of postmerger managing integration: 1) strategy integration; 2) organizational and institutional integration; 3) human resource integration; 4) corporate culture integration; 5) financial integration. This article composes of seven chapters:Chapter 1, theories and trends of M&A, introduces different definitions, the types of M&A and different western M&A theories, such as efficiency theory, information and signal theory, principle-agent issues and managerialism theory, market power theory, tax consideration theory, government interference theory and market failure theory etc. Some revelations are put forward after introducing the trend of M&A of the foreign companies. This chapter looks back at the history of companies M&A in our country and analyzes problems existent in the process of M&A in our country, including problems of property rights, government interference, state-owned assets' running off and intermediaries. The emphasis of this chapter is put on explaining the general features and problems of listed companies' M&A in our country. Most listed companies restructure by M&A around "maintaining the qualification of being a listed corporate, maintaining the qualification of rationing shares, attaining the qualification of being a listed corporate". The major way is transferring state-owned shares and shares held by legal person by agreement. A lot of problems exist in the process of M&A, such as affiliated trade between listed companies and its big shareholder, transferring by agreement is not in line with the principle of fairness, new big shareholder's falsehood investment, incomplete disclosure of information and falsehood restructuring. In order to solve these problems, this article provides some measures: standardizing listed company's action of buying and displacing assets, implementing "three depart" strictly, choosing a satisfied big shareholder and encouraging strategic M&A, probing the credit standing strictly and examining hypothecated loan of the new big shareholder, improving the system of disclosure of information, changing the pattern of major shareholders dominating company, promoting the listed companies governance structure and protecting the lawful rights and interests of small and middle investors. Chapter 2, managing integration theory and tactics, begins with looking back on the history of the management theory's development and then provides my theory of managing integration. Management theory has experienced classical management theory, behavioral science, management theory jungle, corporate culture and corporate reengineering. This history shows that management is one of the most important productivities. The article analyses the necessity of managing integr...
Keywords/Search Tags:mergers and acquisitions, managing integration, strategic integration, human resources integration, culture integration, financial integration
PDF Full Text Request
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