strategic management - restructuring

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Assoc. Prof. Dr. Mohd Fuad Mohd [email protected] 6629

    16th. March 2013

    Strategic Management

    RESTRUCTURINGRESTRUCTURING

    1

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Organization restructuring happens when thereporting hierarchy of a company changes.

    RESTRUCTURINGRESTRUCTURING

    2

    HELPS A COMPANY PREPARE FOR THEFUTURE!

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Organizational leaders often find it necessary tochange how their units operate for reasons like:changing unit priorities

    UNDERSTAND

    Plan for Change

    3

    enhancing organizational effectivenessaddressing budget reductions

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Organization RestructuringOrganization Restructuring

    4

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Organization Restructuring & ChangeOrganization Restructuring & ChangeManagementManagement

    1. Background

    2. Scope and Process : Organization Diagnosis

    3. Output : Organization Diagnosis

    5

    4. Task Determination (Current)

    5. Future Tasks and Direction

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Decreased Org.

    Efficiency dueto rapid growth

    (particularly in

    terms of org.

    size)

    Organizational SituationOrganizational Situation

    1. Background1. Background

    6

    Need for

    Change

    Lowered

    Managerial

    Capacity of Mid.

    Mgmt. due to

    considerableincrease in

    headcount

    Lack of

    within the org.

    Lack of

    Customer-

    centered

    Mindset of

    Employees due

    to increased

    bureaucracy

    within the org.

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Employees Initial Attitude of the ProjectEmployees Initial Attitude of the Project

    Sensitiveness Junior

    and

    Senior

    Leader

    1. Background (Contd)1. Background (Contd)

    7

    Defensiveness

    Expectation

    All

    Employees

    All

    Employees

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Overcoming problems concerned,

    1) in-depth organization diagnosis was conducted

    2) change management tools were utilized to

    1. Background (Contd)1. Background (Contd)

    8

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Determination of Issues Diagnosis & Task DevelopmentAction Planning

    to Strengthen Org. Capability

    Focus

    Phase I Phase II Phase III

    Organization Diagnosis Scope and ProcessOrganization Diagnosis Scope and Process

    2. Scope and Process :2. Scope and Process : OrganizationOrganization DiagnosisDiagnosis

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    Interview(Junior)

    Main

    Issues

    Determined

    FocusGroup

    Interview(Senior)

    FocusGroup

    Interview(Leader)

    Exec.Interview

    EOS Result

    Review

    Tasks

    Identified

    External/ Internal

    Environment

    Review

    Task

    Development

    Top Mgt.

    Workshop

    to determine

    tasks

    Action Plan

    Solution

    Development

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Change Management ToolsChange Management Tools

    Develop Business Case to attract employees attention

    Identify and analyze Key Stakeholder

    2. Scope and Process : Org. Diagnosis (Contd)2. Scope and Process : Org. Diagnosis (Contd)

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    Assess Communication Channel

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    PriorityTasks Urgency Short-Term

    Effectiveness

    Manpower Structure

    Org. Structure Re-design

    Remarks

    EasyImplementa-

    tion

    StrategicImportance

    Each task has to be ranked based on their strategic importance, easy implementation, urgency

    and short-term effectiveness (Amway Korea example)

    3. Output : Org. Diagnosis3. Output : Org. Diagnosis

    Redefining and Sharingof Vision & Strategy

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    Performance MgmtSystem Re-design

    Job Analysis

    -

    Leadership Development

    CommunicationEffectiveness Planning

    Succession Planning

    Korean Title PromotionPolicy Re-design

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Org. StructureRe-design

    SuccessionPlanning

    LeadershipDevelopment

    Performance MgmtSystem Re-design

    Infrastructure for Change Mgmt

    3. Output : Org. Diagnosis (Contd)3. Output : Org. Diagnosis (Contd)

    12

    Manpower Structure

    Re-design

    Job Analysis

    Implement Team-

    Based Org.

    Structure

    Korean Title

    Promotion Policy

    Re-design

    Redefining and

    Sharing of Vision &

    Strategy

    Effective

    Communication

    Planning

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Possible ChangesPossible Changes in Employees Attitude after the Projectin Employees Attitude after the Project

    3. Output : Org. Diagnosis (Contd)3. Output : Org. Diagnosis (Contd)

    Positive attitude of project intention among team leadersincreased

    Employees trust of the top management increased

    13

    Employees expectation of the project increased

    But, lets wait and see attitude still exists especiallyamong the juniors

    There are still some managers who are not prepared tobuythe project objectives, hence not willing to participatein current initiatives for change

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Key Findings

    HRM and HRD are separated; HRD is tied with GA

    (Usually HRM and HRD form one HR department;

    alternatively, each of the three functions operateindependently)

    Despite the increase in number of IBOs, sales

    function has remained unchanged.

    Local Sourcing serves as an independent unit, with

    an executive as the department head.

    Amway Korea

    Management PR & Govt

    4. Current Task4. Current Task

    14

    Implications & Solutions

    Review HRDs roles and relocate as necessary.

    Review the capacity of sales function in line with

    the increase in both revenue and number of IBOs.

    Review Local Sourcings position in the org., and

    investigate potential linkage with other function(s).Due to the rapid growth of the org. there exists

    possibility of moral hazard, which may lead to need

    for internal audit function.

    Review span of control : Sales & MKT,

    Management Service

    Biz. Relations

    Marketing

    Special Event

    Tech. Reg/QA

    RM & GDS

    Distribution

    Logistics Planning

    CSD

    RDC

    Treasury

    HRM

    Local Sourcing

    Service Affair

    PR & Govt Affair

    Legal Affairs

    BCR & BSM

    Import & Export

    Purchasing

    Local Sourcing

    Treasury

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Change Management

    Succession Planning based on the New Org. Structure

    Performance Management- Identify future leadership competency

    Establish Training & Development Plan based on succession planning

    -

    5. Future Tasks and Direction5. Future Tasks and Direction

    15

    - Performance Management & Coaching Skills Training- Executive Development Program

    - Customized in-house MBA program

    Others

    - Introduce Cafeteria Benefit Program

    - Talent Management and Retention

    - Develop Total Compensation Strategy

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Strategic Management

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    businessIt is actually aIt is actually aIt is actually aIt is actually a

    MERGERS & ACQUISITIONSMERGERS & ACQUISITIONS

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    combination

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Merger

    A transaction where two firms agree to integrate theiroperations on a relatively co-equal basis because they have

    resources and capabilities that together may create a strongercompetitive advantage.

    The combining of two or more companies, generally by

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    acquiring company in exchange for the surrender of theirstock

    Example: Company A+ Company B= Company C.

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Acquisition

    A transaction where one firms buys another firm with theintent of more effectively using a core competence by makingthe acquired firm a subsidiary within its portfolio of business

    It also known as a takeover or a buyout

    20

    It is t e uying o one company y anot er.

    In acquisition two companies are combine together to form anew company altogether.

    Example: Company A+ Company B= Company A.

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    MERGER ACQUISITION

    DIFFERENCE BETWEEN MERGER AND

    ACQUISITION:

    i. Merging of two organization in

    to one.

    ii. It is the mutual decision.

    iii. Merger is expensive than

    i. Buying one organization byanother.

    ii. It can be friendly takeover orhostile takeover.

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    .

    iv. Through merger shareholderscan increase their net worth.

    v. It is time consuming and thecompany has to maintain so

    much legal issues.vi. Dilution of ownership occurs in

    merger.

    iii. cquisition is ess expensivethan merger.

    iv. Buyers cannot raise their enoughcapital.

    v. It is faster and easiertransaction.

    vi. The acquirer does notexperience the dilution ofownership.

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    When two or more companiescombines into one company

    ma mer e with existin co

    MergerMerger

    22

    Merger

    form new company

    in India merger is called

    Amalgamation

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    MergerMergerMerger

    Objectives

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    Faster GrowthImproving ProfitabilityManagerial EffectivenessGaining Market PowerLeadership

    Cost Reduction

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Acquisition

    An Acquisition may be an act of acquiring

    effective control by one company over assets

    24

    or management o anot er company w t outany combination of companies..

    Companies may remain independent, separate

    But there may be change in control ofCompanies..

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Acquisition & Takeover

    When Ac uisition is unfriendl or hostile

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    It may be called Takeover

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Are there an alternatives to Mer ers or ac uisitions?

    MERGERS & ACQUISITIONSMERGERS & ACQUISITIONS

    26

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Merger

    Alternatives

    Joint VentureStrategic Alliance

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    m na ng ne c en

    OperationsProductivity ImprovementHiring CapableManagers

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Limit Competition

    Market PowerDiversificationGrowthEconom of Scale

    MOTIVES & BENEFITS OFM & A

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    Access to Foreign MarketResourcesDisplace existing ManagementCircumvent Govt Regulations

    AggressivenessDiversifying RiskProfitability

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    FACULTY OF BUSINESS

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    Accelerated Growth

    Expanding Existing Markets

    MOTIVES & BENEFITS OFM & A

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    Expand InternallyExpand ExternallyDeveloping Operating FacilitiesPrice Paid for Merger

    AC O S SS

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Enhanced Profitability

    Economies of Scale

    MOTIVES & BENEFITS OFM & A

    30

    perat ng conom esSynergy

    FACULTY OF BUSINESS

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Steps in AnalysisOf Mergers & Acquisitions Planning

    Search &Screening

    Financial

    31

    Evaluation

    Mode ofMerger

    Negotiation

    PostMerger

    FACULTY OF BUSINESS

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Why is Important Problem With Merger

    MERGER:WHY & WHY NOT

    i. Increase Market Share.

    ii. Economies of scale

    iii. Profit for Research and

    i. Clash of corporate cultures

    ii. Increased business complexity

    iii. Employees may be resistant to

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    development.

    iv. Benefits on account of taxshields like carried forwardlosses or unclaimeddepreciation.

    v. Reduction of competition.

    change

    FACULTY OF BUSINESS

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Why is Important Problem With Acuiqisition

    ACQUISITION:WHY & WHY NOT

    i. Increased market share.

    ii. Increased speed to market

    iii. Lower risk comparing to

    i. Inadequate valuation oftarget.

    ii. Inability to achieve synergy.

    33

    develop new products.iv. Increased diversification

    v. Avoid excessive competition

    iii. Finance by taking huge debt.

    FACULTY OF BUSINESS

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Impact of Mergers and Acquisitions

    Competition

    Management

    Public

    34

    ImpactEmployees Shareholders

    FACULTY OF BUSINESS

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    Nurturing professionals with high moral and ethical values

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    FACULTY OF BUSINESS

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    FACULTY OF BUSINESS

    Nurturing professionals with high moral and ethical values

    Why Mergers and Acquisitions Fail?

    Cultural Difference

    Flawed Intention

    No guiding principles

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    No ground rules

    No detailed investigating

    Poor stake holder outreach

    FACULTY OF BUSINESS

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    How to Prevent the Failure

    Continuous communication employees, stakeholders, customers,

    suppliers and government leaders.

    Transparencyin managers operations

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    must be ready to greet a new or modified culture.

    Talent management by the management

    FACULTY OF BUSINESS

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    M&A DEALS

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    FACULTY OF BUSINESS

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    1. Tata Steel-Corus: $12.2 billion January 30, 2007

    Largest Indian take-over

    After the deal TATAS

    became the 5th largest

    STEEL co.

    100 % stake in CORUS

    paying Rs 428/- per share

    Image: B Mutharaman, Tata Steel MD; Ratan

    Tata, Tata chairman; J Leng, Corus chair;

    and P Varin, Corus CEO.

    FACULTY OF BUSINESS

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    2. Vodafone-Hutchison Essar: $11.1 billion

    TELECOM sector

    11th February 2007 2nd largest takeover

    67 % stake holdingin hutch

    Image: The then CEO of Vodafone

    Arun Sarin visits Hutchison

    Telecommunications head office in

    Mumbai.

    FACULTY OF BUSINESS

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    3. Hindalco-Novelis: $6 billionJune 2008

    Aluminium and

    copper sector Hindalco Acquired

    Hindalco entered theFortune-500 listing of

    world's largest

    companies by salesrevenues

    Image: Kumar Mangalam Birla

    (center), chairman of Aditya Birla

    Group.

    FACULTY OF BUSINESS

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    4. Ranbaxy-Daiichi Sankyo: $4.5 b Pharmaceuticals sector

    June 2008

    Acquisition deal largest-ever deal in the

    Indian pharma industry

    Daiichi Sankyo acquiredthe majority stake ofmore than 50 % inRanbaxy for Rs 15,000crore

    15th biggest drugmakerImage: Malvinder Singh (left), ex-CEOof Ranbaxy, and Takashi Shoda,

    president and CEO of Daiichi Sankyo.

    FACULTY OF BUSINESS

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    5. ONGC-Imperial Energy:$2.8billion

    January 2009

    Acquisition deal

    Imperial energy is abiggest chinese co.

    ONGC aid 880 er

    share to theshareholders of imperialenergy

    ONGC wanted to tapthe siberian market

    Image: Imperial Oil

    CEO Bruce March.

    FACULTY OF BUSINESS

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