Archive for February, 2009

Divestitures, Bankruptcies and Mergers, Oh My! Who Do You Trust With Your Money?

Robin S. Davis, CFP® asked:


Over the last few months, most people were not sure whether their investments would still be with one of the large brokerage houses, or sold at auction to the highest bidder.  With Merrill Lynch, Morgan Stanley, Lehman Brothers, AIG, Bank of America, Barclay Bank and Washington Mutual in the headlines, following on the heals of the purchase of AG Edwards by Wachovia and Legg Mason by Citigroup, the question is “where IS your money?”  In light of the current divestitures, bankruptcies, mergers and acquisitions, there has never been a more important time for affluent investors, who own corporations that provide jobs to others, give large amounts of their savings to charities, and take care of family members who need their help, to take stock (pun intended) of who your financial advisor is now representing with his/her financial advice.  If the top household names in the industry can’t manage their own finances, how can they manage yours? 

 

You may be perfectly fine working with Citicorp, Bank of America or Wachovia Bank in the future, or you may prefer to put your future in the hands of an independent financial professional.   I recommend researching your options but there is one obstacle you need to be aware of.  This mass exodus of wirehouses will be a magnet for unscrupulous and unethical, independent financial “salesmen” to target the clients for their own gain, especially the wealthiest ones.  Does this mean there are no competent, ethical, and efficient independent financial professionals out there?  Absolutely not.  However, since 9 out of 10 financial “advisors” are really financial “salesmen”, you need to know how to tell the difference.  Many surveys prove that the number one fear of the wealthy is a reversal of fortune, or losing their wealth.  Their two biggest concerns are reducing the impact of taxes on their income and their estate, and, providing for their heirs. 

 

Therefore, it would be valuable to seek the help of a financial professional who can illustrate their past performance and investment strategies used with other clients like yourself.  It would also be wise to find a financial advisor who is experienced in making recommendations regarding saving income taxes, as well as the various strategies allowed by the IRS to reduce or eliminate estate taxes and increase charitable giving.  The best scenario may be working with a financial planner who is associated with an Estate Planning Attorney who specializes in this area of law, and a Certified Public Accountant or other tax specialist. 

 

Looking for a management team that specializes in life-cycle planning and wealth solutions for the affluent can be a difficult process.  Most financial planners do not specialize in advising the affluent as this requires intense knowledge about taxes and estate planning. 

 

If you are in the market for a new financial professional, you will want to keep a few thoughts in mind.  You will want to work with someone who has a professional office with a professional staff and modern technology as opposed to someone who comes to your home.  You will want them to be experienced with a wide range of products and services offered in the financial industry, and, have a pricing strategy that is consistent with the value they bring to your situation.

 

But most important, you want to know how many times a year they will be meeting with you.  You want to meet with your advisor at least 3 or 4 times a year to review your progress and compare your performance to other strategies and market indices.  This is necessary as your situation and/or the markets will change periodically and your financial plan may need to change as well.  One of these appointments each year should be to review your estate plan for any changes in the distribution of your assets to heirs, which may require changes in beneficiary designations. 

 

The second most important benefit you want from your financial professional is recommendations that do not charge large penalties for many years for early withdrawal.  You want to make sure you can walk-away from an investment, or an advisor, that does not meet your expectations without costing one arm and two legs.

 

In summary, if the advisor is not afraid to face you several times a year with the recommendations they’ve made, and if you are not locked into any products or accounts with hefty penalties for early withdrawal, the advisor and their team are pretty confident with their recommendations.

 

Having the right team of advisors working for you to give you peace of mind, knowing you have the appropriate professionals leading you in the right direction? Priceless! 



YADIRA

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Auto Outlook – GM and Chrysler Offering Union Buyouts – Bloomberg

Bloomberg asked:


Reaction with Independent Auto Analyst Erich Merkle (Final Word)

LINSEY

Merger of a Company – an Introduction

rohit kumar asked:


 

Mergers can be defined to mean unification of two players into a single entity. It  is not defined under any . Under section 2(1B) of the income tax act, 1961  amalgamation is defined as mixing up or uniting together. It is a process where one company (both being existing companies and carrying on business). Provided that following conditions are met with:

1.    All properties are transferred to the amalgamated company.

2.    All liabilities are transferred to the amalgamated company.

3.    Shareholders holding at least 3/4th in the value of shares of the amalgamating company become shareholders of the amalgamated company.         

Definition of amalgamation is generally taken as definition of merger in legal parlance.

 Acquisitions are situations where one player buys out the other to combine the bought entity with itself. It may be in form of a purchase, where one business buys another or a management buyout, where the management buys the business from its owners

 

Reasons of mergers and acquisition :

·         access the market through an established brand

·         to get a market share

·          to eliminate competition

·          to reduce tax liabilities

·          to acquire competence  to set off accumulated losses of one entity against the profits of other entity.

There are three different kinds of mergers:

1.       Horizontal mergers: – a merger is said to be horizontal if it involves the merger of two or more companies which are producing or rendering the same product or services  or product and/or services which competes directly with each other.

2.       Vertical mergers :- a merger is vertical where backward integration is possible. In case one or more companies are the suppliers of some of the basic inputs for the final product to be manufactured by a company, than the latter company mergers with the former company or companies so that it is assured of supplies and is able to control the quality of production  of the supplies and also effect economies and improve the profitability of the final product.

3.       Conglomerate mergers:- a conglomerate merger is one where two or more companies with different businesses merge to diversify the products marketed. The companies may not be related to each other horizontally.

Procedure for  the merger :

1.       Adequate provisions must be there in Memorandum  of Association and Articles of association  of both acquirer and acquiree  companies.

2.       Approval under section 23 of MRTP Act, 1969 is not required. However, compliance of section 29 of FERA 1973 is required in case of transfer of shares involving foreign nationals or NRIs.

3.       Acquirer company has to prepare a scheme of amalgamation under section 393 of Companies Act , 1956. The draft scheme has to be agreed  to by offeree company and submitted to High Court.

4.       Both companies Board of Directors should approves the scheme and authorize the directors to make an application to the High Court under section 391 of  Companies Act, 1956.

5.       The proposed merger should be informed to the regional stock exchange where registered office of listed companies involved in the merger are located and to all other stock exchanges where shares of this companies are listed .

6.       A press  release should be made by both the companies of their decision.

7.       The acquiring company has to apply to financial institution and bank who have advanced fund to their projects for their approval.

8.       Both the companies have to make an application under section 391 0f Companies Acyt, 1956 and Company (court) Rules,1956 for an order by judge’s summons convening the meeting of members of two companies to approve the scheme(under rule 67). The copy of the order is to be filed with the Registrar of the companies.

9.       Notice of the meeting in prescribed form no.36( as per rule 73) are to be printed and advertised in the newspaper 21 days before the date of the meeting.

10.   Separate meeting of the equity shareholders, preference shareholders and creditors for their approval are to be held. The reports are to be submitted to the High Court within seven days of holding the meetings.

11.   The acquirer company has to submit an application to the prescribed authority in case benefits of section 72 A of Income Tax Act, 1961 are to be availed.

12.   The petition and affidavit have to be submitted to High Court for conformation.

13.   The copy of order is  to be filed with the Registrar of companies within 30 days of passing of orders by the court.

 



SUNDAY

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San Jose Mercury Layoffs feat. Karen de Sa

scratchcapoeira asked:


reaction to the buyout is going to be. Because it’s not a nose reduction this is an expense reduction,” said Mercury News Publisher Mac Tully. Noses — being employees. In fact, the Media News Group is planning to reduce its workforce in every one of the 16 Bay Area newspapers it owns. About 1100 employees total have been asked to take a buyout. If you read one of these major Bay Area papers, then you’re going to see changes. “It’s really disturbing and we believe that newspapers play …

SHARIKA

Chrysler to offer more workers buyouts, retirement

employmentcrossing asked:


www.EmploymentCrossing.com Chrysler is making another round of early retirement and buyout offers. The offers are going out to those who are laid off indefinitely due to the declining sales. About 2000 workers are being approached in the Detroit area. The offers are similar to past packages but have a new education option. They are formulated to establish a peaceful departure for their dedicated factory workers while offering them options for the future. Also included are health benefits …

JEROMY

Your World At 10: Anil Agarwal on Commodities, Disinvestment, Future Buyouts

cnbctv18 asked:


Vedanta’s Anil Agarwal says he will pay the govt up to Rs 8000 cr for its residual stake in BALCO & Hindustan Zinc

MARYJANE

What’s the best website to find out about brand new acquisitions of different companies?

Desertaosis914 asked:


I’m trying to figure out how to get in on companies’ whose stocks are about to go up as a result of their acquisition. Thanks!

ALECIA

Am I too ugly to be successful?

lillies_tulips_roses asked:


Looks have a good bearing on success in today’s world.
I want to become a top corporate attorney specializing in either intellectual property (copyright) or mergers and acquisitions.

Are my parents just wasting money on my $50,000 a year undergraduate education? Or should i just kill myself now?

http://www.flickr.com/photos/28891892@N06/

EDDIE

Company Acquisitions-MoneyTV with Donald Baillargeon

MoneyTV01 asked:


On MoneyTV with Donald Baillargeon, NXHD CEO discusses recent acquisition activity.

MIRA

Could the Microsoft/Yahoo merger become another debacle like AOL/Time Warner?

Nacho Libre asked:


Here’s a list of other corporate disasters that might add to the discussion.

http://www.hrworld.com/features/33-biggest-corporate-implosions-042808/

Which one do you think was the worst corporate nightmare and are there any other major corporations that you think could be next?

GIDGET