Outsourced M&A Policy
A. Services in Outsourced M&A Policy
Enterprises, Inc. provides three services to companies, their CEO's, their Boards of
Directors, and their Corporate Development Officers (CDO’s) regarding Mergers
and Acquisitions Policy:
here for Sample Table of Contents
Policy: is developed for a specific company, using the process as it
currently works in that company, adding Corporate Development best practices1,
adapting and, where appropriate, integrating to the company’s
financial and other policies. Development of customized policy often
includes on-site interviews with key management and team members, debriefing
on past deal experience, and developing new methods to handle current or
anticipated problems. Hypotenuse Enterprises, Inc. draws on its
benchmarking expertise regarding Corporate Development best practices to
customize these policies to the client company, and assists the company to
build consensus among the key M&A team participants. Customized
production also includes standardizing the appearance of the M&A Policy
document, and even overseeing production (e.g. printing, publishing when
M&A Policy: is based on surveys of how best practices have changed
among the Fortune 3001 over a five year period, and on Hypotenuse’s work
experience in benchmarking Corporate Development practice, and writing
customized M&A policy. The standardized policy is provided on disc
so that the client company can further customize as needed with, for
example, names or exact titles of responsible employees, names of specific
committees or cross reference to the company’s internal documents.
Standardized M&A Policy is a “boiler plate” of best practices that
goes a long way in relieving the CDO of the need to benchmark dozens of
other dealmaking companies’ practices before writing policy.
Policy Review and Audit: two thirds of the Fortune 3001
lower percentage of the remaining Fortune 1000) have Mergers and
Acquisitions Policy in place. Hypotenuse Enterprises will review that
policy and make suggestions for better control, for streamlining
the deal process, and for incorporating evolving best practices into a policy
B. Reasons to Outsource Policy
The Board has a fiduciary
4 to assure proper controls are in
place for its mergers and acquisitions activities, and outsourced policy is
often the fastest, most effective way to obtain policy benchmarked against
current best practices. Moreover,
companies can often save enough on their Directors and Officers Liability
Insurance, with M&A
policy in place, to justify the cost of the outsourced policy.
can be a tedious, time-consuming process.
The principals of Hypotenuse Enterprises have been following Corporate Development Best
Practices since 1990. Outsourcing
M&A policy eliminates the need to benchmark dozens of companies for best
practices, saving time, expense and resources.
can be strained when a Corporate Development Officer (CDO) authors a
control policy which may affect the prerogatives of peers.
A neutral, third-party can defuse such reaction through the
statistics of the best practices benchmarking, by presenting recommended
policy in an appropriate manner, and by developing consensus in the
customized policy preparation process.
is often the most rewarding3 activity to the CDO personally, and to the company’s
growth program. To utilize the CDO’s time for policy-writing distracts from deal activity and
diminishes the growth contribution a CDO can make during the same time
period. Outsourcing assists the
CDO in continuing to keep ownership over the policy results while
disengaging from the day-to-day tedium of authoring policy and procedure.
The Corporate Development Practices
of the Fortune 300 by Hypotenuse Enterprises reports that 65% of the respondent
companies have M&A Policy in place, up from 53% five years ago. There is increasing recognition that corporate M&A Policy
(also called Corporate Development Policy) represents best practice in Corporate
Enterprises also assists its clients in developing intermediary policy,
procedures and deal criteria.
Development Best Practices Survey of the Fortune
1000, including five years of
changes, Hypotenuse Enterprises, Inc., 2002. $695.00
“M&A Policy: A Board
Responsibility”, Director’s Monthly, the official newsletter of the National
Association of Corporate Directors. Volume 22, No.7, July 1998 (p.4-6).
1998 Corporate Development Fortune 1000 Compensation
Survey, Hypotenuse Enterprises, Inc., covers CDO salaries, bonuses, stock
options and grants, perquisites $995.00.
“M&A Policy: A Board
Responsibility”, M&A Today, A News Letter for the Professional
Intermediary. Volume 6, Number 10, October 1997 (3-5)