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Analysis On Merger And Acquisition Efficiency Influenced By Management Behavior In Enterprise

Posted on:2009-08-16Degree:MasterType:Thesis
Country:ChinaCandidate:S HanFull Text:PDF
GTID:2189360242982415Subject:Finance
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Recently, offer purchase is an important form of M&A in the open transactional listed company. Massive companies either play"shark"assembler part, or become the"black bear"object. However, although modern joint stock has more higher degree of dispersion and supervisor shareholding phenomena increasingly prevalence, the different M&A outcomes caused by supervisor preference lead us to anew survey the impact of the supervisor's special behavior at M&A, especially in the offer purchase.A typical feature of modern enterprise system is the separation of the ownership and management right, but the inconsistency between the agent and the principal leads the agency by agreement problem at M&A, the owners and the supervisors always possess different value orientation and behavior objective. Therefore, there may be somehow collisions at many aspects, especially at the motive and preference at M&A.The reason that supervisor renders service is to obtain the earnings. According to different features, earnings can be divided into outstanding achievement and net masterdom earnings. The former is the agency earning closely related to supervisor's operating performance, whereas the latter is the earning obtained as soon as supervisors get the dealership. The supervisor's M&A preference mainly depend on earning structure, if net masterdom earnings occupy the higher gravity in whole yielding, supervisor inclines to M&A, contrarily, they are cautious about M&A.At M&A, the motive of supervisor is to satisfy the benefit demand, dispenser management ability, maintain enterprise existence, evade operating risk as well as to avoid combined by others. At M&A, supervisor may interpret the significance to owner according to their own preference, in order to control the owner's terminal decision by distorting the information. First of all, exaggerating the future income can increase the number of supporter, so that supervisor could achieve their intent. Secondly, supervisor can rebuke that the counterpart exaggerates the future income, or their payments are too low, to persuade the owner deny the M&A proposal. In this way, supervisors can protect their masterdom.At M&A, the buyer's supervisor should unfold the strategy through evaluating environment and operation capacity, selecting object company, unfolding dutiful survey, as well as formulating M&A scheme. In order to resist hostility purchase, the object company's supervisor should pay attention to workaday precaution, and adopt pertinent counter policy when the M&A occurs, including the defence policy such as amending articles of association,"poison pellet"plan, golden parachute and employee stock ownership plan, as well as the positive policy such as stock counterpurchase, white knight, Pac-man defense, pearl on the crown and so on.M&A constructs spacious platform of value-creating, but can not create value. However, conformity can ensure the two amalgamated company's resource adapt development strategy, thereby reaching the virtual resource deployment, creating value and enhancing company's competitive power. At conformity, buyer's supervisor usually has two basic behavior, complete participate and commonly participate behavior. Object company's supervisor also has two basic attitude, collaboration and noncooperation. Direct noncooperation hardly presences, because this kind of behavior can directly result in the discharge, unless they are the key resources, in this case, incentive system can solve the problem. At conformity, company should translate noncooperation attitude into positive attitude, to ensure the effect. We advocate setting up the conformity supervision team, whose responsibility is to definitude team's labour division, establish soundness conformity plan, wholly control and push on the progress, as well as to fusion the corporate culture.Supervisor behavior preference directly depends the M&A's outcome, company should pay more attention to it. We suggest deeply studying and solving the agency by agreement problem, and through establishing scientific interior inspirit and constraint, sophisticated dealership market, sound law and exterior surveillance mechanism, to optimize supervisor's behavior at M&A, enhance capital efficiency, in order to increase our national modern enterprise's M&A efficiency.
Keywords/Search Tags:Acquisition
PDF Full Text Request
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