JOINT VENTURES MERGERS AND ACQUISITIONS
INTERNAL ORGANIZATIONAL HEALTH CHECKS
Your FINANCIAL DUE DILIGENCE is Left-Brain
Your PEOPLE DUE DILIGENCE is Right-Brain
If you are only doing a Financial Due Diligence and ignoring the PEOPLE SIDE OF THE DEAL, you are doing your Due Diligence
WITH HALF A BRAIN
You need to DETECT PEOPLE PROBLEMS BEFORE YOU INVEST
This presentation surveys one of the longest enduring debates in investment management: active vs. passive management. Expliciting and managing expectations from pension fund trustees and investment is the sensible route to take.
7 hiring practices not to do in 2019 to shareMaxim Kind
A quick overview of the economy, labor markets, and key practices to avoid within 2019 economic space. They key to understand the market dynamics is to incorporate the macro view of the economy into your decision making.
JOINT VENTURES MERGERS AND ACQUISITIONS
INTERNAL ORGANIZATIONAL HEALTH CHECKS
Your FINANCIAL DUE DILIGENCE is Left-Brain
Your PEOPLE DUE DILIGENCE is Right-Brain
If you are only doing a Financial Due Diligence and ignoring the PEOPLE SIDE OF THE DEAL, you are doing your Due Diligence
WITH HALF A BRAIN
You need to DETECT PEOPLE PROBLEMS BEFORE YOU INVEST
This presentation surveys one of the longest enduring debates in investment management: active vs. passive management. Expliciting and managing expectations from pension fund trustees and investment is the sensible route to take.
7 hiring practices not to do in 2019 to shareMaxim Kind
A quick overview of the economy, labor markets, and key practices to avoid within 2019 economic space. They key to understand the market dynamics is to incorporate the macro view of the economy into your decision making.
Covering workplace gender equality, innovative start-ups and how to get ahead, here are a collection of articles on women, leadership and the workplace
Shareholders Are Dissatisfied with CEO Compensation and Disclosure--Proxies Are Too Long, Difficult to Read.
Only 38 percent of institutional investors believe that corporate disclosure about executive compensation is clear and easy to understand. “Shareholders want to know that the size, structure, and performance targets used in executive compensation contracts are appropriate,” says Professor David F. Larcker of the Stanford Graduate School of Business. “Our research shows that, across the board, they are dissatisfied with the quality and clarity of the information they receive about compensation in the corporate proxy. Even the largest, most sophisticated investors are unhappy.”
“With new pressure from activist investors and annual ‘Say on Pay’ (SOP) votes, it is more important than ever that companies explain to their shareholder base why the compensation packages they offer are appropriate in size and structure,” says Aaron Boyd, director of Governance Research at Equilar. “Investors are noticing the wide range in quality and clarity among various companies’ proxies. They want companies to communicate and explain, rather than simply disclose,” adds Ron Schneider, director of Corporate Governance Services at RR Donnelley Financial Services. “This represents a significant opportunity for many companies to improve the clarity of their proxies.”
In the fall of 2014, RR Donnelley, Equilar, and the Rock Center for Corporate Governance at Stanford University surveyed 64 asset managers and owners with a combined $17 trillion in assets to understand how institutional investors use the information in corporate proxies.
NGO Connection Day keynote: Dan McCormickLisa Malone
Dan McCormick is a consultant who focuses on conducting mergers of nonprofit organizations to create stronger organizations that are more effective in their mission.
You talked—and we listened! Last year, participants at the 2014 National Associate of Corporate Directors (NACD) Board Leadership Conference identified a list of the most uncomfortable topics for board directors. These key topics led to an article entitled Boardroom Black Holes and Taboos, an eye-opening collection of places that directors fear to tread. But is avoiding these topics really the best way to govern your board?
http://www.conferenceboard.ca/e-library/abstract.aspx?did=7075
The operating context for boards and the companies they serve is increasingly complex. Highly effective boards can't allow themselves to ignore difficult topics, or let the status quo get in the way of effective governance. Directors must also have the grace and discretion to address some topics in a way that will not risk poisoning the dynamic and discussions at the board table.
Join the article’s author Gary W. Patterson, as he summarizes the key findings and explores the areas where boards have the most difficulty. Gary explores the key black holes and taboos facing boards today, and provides suggestions for how directors can overcome some of the most challenging discussions. Attendees will receive tangible take-aways to help Chairs, Directors and senior executives that work with the board identify potential areas of concern, and how to best approach these areas so that your team is ready to tackle any issue, no matter how uncomfortable.
Webinar Highlights
In this 60 minute recorded webinar, Gary examines:
•The original 20 black holes and taboos suggested by NACD participants,
•Further analysis on the most prevalent issues,
•The need to prioritize and address common issues raised, and
•How this external process can support your boardroom desire for good governance impact and outcomes.
http://www.conferenceboard.ca/e-library/abstract.aspx?did=7075
About Gary
Gary W. Patterson, the FiscalDoctor®, helps find million-dollar blind spots: before they find you—to build sustainable profitable growth. He has worked with the Fortune 500 and methodically helped two companies reach the coveted INC 500 list. He was the global IT and supply chain re-engineering project head for HH Robertson (UK), selected a premiere site by JD Edwards. Gary is a Stanford MBA/KPMG Big 4 CPA; author of four books in the areas of business growth, strategy and risk; and recognized thought leader by “Financial Times” ExecSense presentations service.
The original article is also available to download at http://www.fiscaldoctor.com/?p=1678
Wild Card Management: How to Predict and Leverage a Disruptive Future | Jim ...UCICove
Uncertainty is the most significant source of both challenge and opportunity confronting About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
By David F. Larcker, Brendan Sheehan, and Brian Tayan
September 1, 2016, Stanford Corporate Governance Initiative, and Stanford Rock Center for Corporate Governance
There are several key traits that Canada’s Best Managed Companies share, enabling them to excel in the marketplace. How do you build a Best Managed company? Read further to learn the strategies that private companies have adopted to thrive in today’s changing conditions.
This Data Spotlight provides data and statistics on the attributes of the CEOs and CEO succession events at publicly traded companies in the United States. This data supplements the issues introduced in the Quick Guide “CEO Succession Planning.”
Covering workplace gender equality, innovative start-ups and how to get ahead, here are a collection of articles on women, leadership and the workplace
Shareholders Are Dissatisfied with CEO Compensation and Disclosure--Proxies Are Too Long, Difficult to Read.
Only 38 percent of institutional investors believe that corporate disclosure about executive compensation is clear and easy to understand. “Shareholders want to know that the size, structure, and performance targets used in executive compensation contracts are appropriate,” says Professor David F. Larcker of the Stanford Graduate School of Business. “Our research shows that, across the board, they are dissatisfied with the quality and clarity of the information they receive about compensation in the corporate proxy. Even the largest, most sophisticated investors are unhappy.”
“With new pressure from activist investors and annual ‘Say on Pay’ (SOP) votes, it is more important than ever that companies explain to their shareholder base why the compensation packages they offer are appropriate in size and structure,” says Aaron Boyd, director of Governance Research at Equilar. “Investors are noticing the wide range in quality and clarity among various companies’ proxies. They want companies to communicate and explain, rather than simply disclose,” adds Ron Schneider, director of Corporate Governance Services at RR Donnelley Financial Services. “This represents a significant opportunity for many companies to improve the clarity of their proxies.”
In the fall of 2014, RR Donnelley, Equilar, and the Rock Center for Corporate Governance at Stanford University surveyed 64 asset managers and owners with a combined $17 trillion in assets to understand how institutional investors use the information in corporate proxies.
NGO Connection Day keynote: Dan McCormickLisa Malone
Dan McCormick is a consultant who focuses on conducting mergers of nonprofit organizations to create stronger organizations that are more effective in their mission.
You talked—and we listened! Last year, participants at the 2014 National Associate of Corporate Directors (NACD) Board Leadership Conference identified a list of the most uncomfortable topics for board directors. These key topics led to an article entitled Boardroom Black Holes and Taboos, an eye-opening collection of places that directors fear to tread. But is avoiding these topics really the best way to govern your board?
http://www.conferenceboard.ca/e-library/abstract.aspx?did=7075
The operating context for boards and the companies they serve is increasingly complex. Highly effective boards can't allow themselves to ignore difficult topics, or let the status quo get in the way of effective governance. Directors must also have the grace and discretion to address some topics in a way that will not risk poisoning the dynamic and discussions at the board table.
Join the article’s author Gary W. Patterson, as he summarizes the key findings and explores the areas where boards have the most difficulty. Gary explores the key black holes and taboos facing boards today, and provides suggestions for how directors can overcome some of the most challenging discussions. Attendees will receive tangible take-aways to help Chairs, Directors and senior executives that work with the board identify potential areas of concern, and how to best approach these areas so that your team is ready to tackle any issue, no matter how uncomfortable.
Webinar Highlights
In this 60 minute recorded webinar, Gary examines:
•The original 20 black holes and taboos suggested by NACD participants,
•Further analysis on the most prevalent issues,
•The need to prioritize and address common issues raised, and
•How this external process can support your boardroom desire for good governance impact and outcomes.
http://www.conferenceboard.ca/e-library/abstract.aspx?did=7075
About Gary
Gary W. Patterson, the FiscalDoctor®, helps find million-dollar blind spots: before they find you—to build sustainable profitable growth. He has worked with the Fortune 500 and methodically helped two companies reach the coveted INC 500 list. He was the global IT and supply chain re-engineering project head for HH Robertson (UK), selected a premiere site by JD Edwards. Gary is a Stanford MBA/KPMG Big 4 CPA; author of four books in the areas of business growth, strategy and risk; and recognized thought leader by “Financial Times” ExecSense presentations service.
The original article is also available to download at http://www.fiscaldoctor.com/?p=1678
Wild Card Management: How to Predict and Leverage a Disruptive Future | Jim ...UCICove
Uncertainty is the most significant source of both challenge and opportunity confronting About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
By David F. Larcker, Brendan Sheehan, and Brian Tayan
September 1, 2016, Stanford Corporate Governance Initiative, and Stanford Rock Center for Corporate Governance
There are several key traits that Canada’s Best Managed Companies share, enabling them to excel in the marketplace. How do you build a Best Managed company? Read further to learn the strategies that private companies have adopted to thrive in today’s changing conditions.
This Data Spotlight provides data and statistics on the attributes of the CEOs and CEO succession events at publicly traded companies in the United States. This data supplements the issues introduced in the Quick Guide “CEO Succession Planning.”
Comunidade limpa da EM Dr Napoleão Rodrigues LaureanoNapoleaoguaruja
O projeto está sendo desenvolvido desde o inicio de 2013 na EM Dr Napoleão Rodrigues Laureano em Guarujá com a Finalidade de Manter a limpeza no entorno da escola.
Using Behavioral Economics to Unlock Workforce Engagement James Sillery
In an interview, an executive said the following, "Today, the greatest challenge that a company can face is a lack of engagement… and not to be aware of the situation". But on average, the majority of employees in any given company are, to some degree, disengaged. This presentation, given at the TCHRA Spring Conference, looks at the underlying causes and presents practical solutions.
ROI on Strategic Talent Management: What a Business Should Expect from Their ...christa_dhimo
Talent Management is a competitive advantage, yet so many companies still base their HR metrics on "present state" instead of turning it into business data and "future state" related to strategy and advancing the business. ROI indicators should by definition promote the FUTURE return on your investment by promoting sound business-related programs to predict and influence that future state. Those rules apply to ALL strategic elements in business, yet so few apply it to Human Resource programs. This is a culmination of powerful data while presenting the story of how Strategic Talent Management can impact a business.
The current economic crisis will impact home and retirement account values for years to come, but where it may have the biggest impact is in corporate reputations, where even the most respected brands in the financial services world have seen trust for their leadership and institutions drop to all time lows.
January 23rd, 2012
What Is CEO Talent Worth?
By Professor, David F. Larcker and Brian Tayan, Researcher, Corporate Governance Research Program, Stanford Graduate School of Business
January 24, 2012
The topic of executive compensation elicits strong emotions among corporate stakeholders and practitioners. On the one hand are those who believe that chief executive officers in the United States are overpaid. On the other hand are those who believe that CEOs are simply paid the going fair-market rate.
Much less effort, however, is put into determining whether total compensation is commensurate with the value of services rendered.
We examine the issue and explain how such a calculation might be performed. We ask:
* How much value creation should be attributable to the efforts of the CEO?
* What percentage of this value should be fairly offered as compensation?
* Can the board actually perform this calculation? If not, how does it make rational decisions about pay levels?
Read the attached Closer Look and let us know what you think!
Issue | McKinsey Quarterly 2013 Number 4
@McKQuarterly
Strategy to beat the odds
Examines how to make wise strategic choices, mobilize the C-suite to take advantage of big data, use social technologies to engage employees and transform organizations, and build vibrant communities with help from companies.
Three value conversations - Seattle Executive Insights session with Tim Riest...Corporate Visions
You can do everything right as a company…design, develop and launch killer products, refashion your go-to-market strategy to seize growth opportunities, and acquire other companies to drive inorganic growth. But there’s a gap between all of these great strategies and your prospects and customers actually agreeing to buy from you. Your salespeople, with their lips moving, are attempting to bridge that gap. Unfortunately, most are failing. According to sales managers surveyed by SiriusDecisions, your salespeople’s inability to articulate value is the #1 reason they’re missing their quota…and you’re missing your growth targets. Learn how companies like ADP, Cisco, GE, Motorola, UPS and DuPont are creating compelling stories and enabling their salespeople to deliver them in a remarkable, memorable way.
Changing the World of Work: Why Social is Broken and How to Fix ItDigital Clarity Group
Presentation deck from May 2014 Get Clarity webinar. In the webinar (available here:http://www.digitalclaritygroup.com/why-social-is-broken-and-how-to-fix-it/#recording) analyst Tim Walter provides an exclusive look at how social interactions are changing the not-so-distant future of work.
Despite great enthusiasm and some positive results, enterprise social tools and practices have failed to make a significant impact in terms of implementations, adoption, regular use, or business results.
In fact, enterprise social will continue to falter as long as the focus is on the tools and practices (i.e. the "build it and they will come" fallacy), or the benefits for the employees (i.e. the "it's all about the people" fallacy).
After watching the webinar video, you'll learn how to course correct for enterprise social that works. Tim explains how and why the social business can flourish when it is used to address a fundamental shift in business conditions -- namely, the empowerment of consumers and the consequent need for all firms to master customer experience management (CEM).
4. Yet top acquirers still regularly make $1B mistakes… (some recent examples)
($700,000,000)($8,000,000,000) ($700,000,000)
($100,000,000) ($6,200,000,000)
5. “…beliefs in one’s superiority have
significant consequences… misguided
acquisitions have been explained by a
“hubris hypothesis”: the executives of
the acquiring firm are simply less
competent than they think they are.”
Nobel laureate Professor Daniel Kahneman:
Thinking, Fast and Slow, 2011 (p.258)
M&A failure is rooted in misaligned interest and hubris…
Correlation between company
size and executive pay
incentivizes CEOs to expand
their companies regardless of
financial consequences.
Stanford GSB professor Jeffrey Pfeffer:
Power, 2010 (pp.93-4)
6. The solution is in turning CEOs from ‘all knowing’ to Social Architects…
McKinsey Quarterly 2012:
“Senior executives who launch [social strategy]
initiatives are essentially… embracing the
underlying principles—transparency, radical
inclusion, egalitarianism, and peer review—of
the Web-based social technologies that make
it possible to open up direction setting.
Taking these principles to their logical
conclusion suggests a shift in the strategic-
leadership role of the CEO and other
members of the C-suite: from “all-knowing
decision makers,” who are expected to know
everything and tell others what to do, to
“social architects,” who spend a lot of time
thinking about how to create the processes
and incentives that unearth the best thinking
and unleash the full potential of all who work
at a company.”
7. Summary
• M&A is complex, many parties
involved
• Parties’ interests aren’t aligned
• Most M&A fails
• Failure built on behavioral issues
• The way to fix M&A is also behavioral
• Social M&A is going from strategy and
deal flow to implementation
• We at Merjerz are leading the
way, join us at www.merjerz.com
Editor's Notes
Presentation about why mergers and acquisitions (M&A) fail, and what we can do to improve M&A, and make them succeed. Ultimately, we think the root causes of M&A failure are ‘behavioral’, and the solutions are ‘social’. For more information, see the Merjerz Blog at www.merjerz.com.