Managerial Reasoning in Takeover Battles

Managerial Reasoning in Takeover Battles
Author: Axel V. Werder
Publisher:
Total Pages: 0
Release: 2006
Genre:
ISBN:

Regarding the case of Sanofi-Synthélabo and Aventis, we scrutinize whether and how the reasonings put forward by the two companies differ. From an external governance perspective, managers must communicate convincingly in order to maintain or gain corporate control. If the shareholders do not trust managers to pursue a promising course of action they will engage in corporate governance and try to dismiss unsuccessful managers. In general the addressed shareholders must view the reasoning of the 'winner' of a takeover battle as superior because otherwise they would not have decided to tender their shares in the exchange offer. Yet more detailed reflections are necessary in order to find out how and to what extent the reasonings differ. We analyze the content and the cognitive quality of the arguments in Sanofi-Synthélabo's initial offer for Aventis's shares as well as in the information notice about the rejection of this offer by Aventis. Measuring the thoroughness of these arguments highlights their convincing power and gives hints to weak points which should have deserved additional attention in preparing the respective strategies and communications. Therefore these analyses are important for both managers and shareholders. Whereas the former can learn which additional aspects should be evaluated and communicated in order to present a thorough decision preparation, the latter can use the measurement instrument in order to assess whether the presented reasoning seems to be sufficiently sound or further arguments should be requested before the stockholders agree to tender their shares. Since in the present case Aventis's representatives eventually dismissed their rejection and recommended the merger, we finally scrutinize whether and to what extent the arguments against the merger stated in Aventis's rejection of the initial offer are indeed overruled by the revised offer.

International Corporate Governance

International Corporate Governance
Author: Chris A. Mallin
Publisher: Edward Elgar Publishing
Total Pages: 332
Release: 2006-01-01
Genre: Business & Economics
ISBN: 1845429990

This compilation serves a particularly useful purpose by presenting a full range of fascinating case studies. The editor thus enables each reader to assimilate the particulars in his own parlance, thus avoiding the almost insoluble problem of international corporate governance namely that each country uses the same words, but with utterly different meanings. Obviously, this problem has inhibited constructive conversation. After digesting these case studies, one is encouraged to derive certain generalized conclusions, among which are no matter what the terminology, the integrity of publicly traded securities depends on transparency and enforceable accountability of manager to owner. Robert Monks, Lens Governance Advisors, US This collection of thoroughly researched and well-written case studies of the governance of companies in nine countries demonstrates how far away we are from convergence in corporate governance systems. Differences in ownership structures, board composition, financial markets, accounting standards, takeover defences, legal systems, societal and corporate cultures, and even political involvement, are highlighted in this splendid collection. The book demonstrates the importance of the few core concepts that are emerging in the field, such as greater transparency, independence in non-executive directors, and the need for more effective governance. The consideration of case studies is presently the best way to understand the reality of corporate governance around the world. This book offers valuable insights to students, teachers and practitioners of the subject. R.I. (Bob) Tricker, Honorary Professor, University of Hong Kong and Founder Editor, Corporate Governance an international review Corporate governance has become a global phenomenon. This book highlights, through various case studies, how corporate governance has evolved in a number of countries around the world. The international cast of contributors, from varying professional backgrounds including academics, lawyers and company directors, focus on different regions around the globe, reflecting various ownership structures, legal systems, and political and cultural aspirations. Some of the case studies used include: Standard Life; Telecom Italia; and Eskom. Academics, directors and practitioners will find this book valuable for its insights into corporate governance developments in different legal environments and different business forms. It will also be immensely useful to postgraduate and undergraduate students for the up-to-date case studies on corporate governance, which will add depth and real world meaning to their studies.

Corporate Argumentation in Takeover Bids

Corporate Argumentation in Takeover Bids
Author: Rudi Palmieri
Publisher: John Benjamins Publishing Company
Total Pages: 288
Release: 2014-11-15
Genre: Language Arts & Disciplines
ISBN: 9027269467

This volume systematically investigates the role of argumentation in takeover bids. The announcement of these financial proposals triggers an argumentative situation, in which both the economic desirability and the social acceptability of the deal become argumentative issues for different classes of stakeholders (shareholders, employees, customers, etc.). The study focuses on the strategic maneuvers that corporate directors deploy in order to persuade their audiences while complying with precise regulatory requirements, designed to allow shareholders to make reasonable decisions. A conceptual reframing of takeovers as an argumentative context brings to light the different argumentative situations of friendly and hostile bids. The argumentative strategies that corporate directors adopt in the two situations are identified and analyzed on the basis of a corpus of takeover documents referring to offers launched in the UK market between 2006 and 2010. The argumentative reconstruction focuses in particular on the inferential configuration of arguments, which is accomplished by means of the Argumentum Model of Topics (AMT). This kind of analysis enables capturing the inherently argumentative processes through which information becomes a relevant starting point for investment decisions.

Exploring Argumentative Contexts

Exploring Argumentative Contexts
Author: Frans H. van Eemeren
Publisher: John Benjamins Publishing
Total Pages: 420
Release: 2012-03-28
Genre: Philosophy
ISBN: 9027274827

In Exploring Argumentative Contexts Frans H. van Eemeren and Bart Garssen bring together a broad variety of essays examining argumentation as it occurs in seven communicative domains: the political context, the historical context, the legal context, the academic context, the medical context, the media context, and the financial context. These essays are written by an international group of argumentation scholars, consisting of Corina Andone, Sarah Bigi, Robert T. Craig, Justin Eckstein, Frans H. van Eemeren, Norman Fairclough, Eveline Feteris, Gerd Fritz, Bart Garssen, Kara Gilbert, Thomas Gloning, G. Thomas Goodnight, Dale A. Herbeck, Darrin Hicks, Thomas Hollihan, Jos Hornikx, Isabela Ieţcu-Fairclough, Gábor Kutrovátz, Maurizio Manzin, Davide Mazzi, Dima Mohammed, Rudi Palmieri, Angela G. Ray, Patricia Riley, Robert C. Rowland, Peter Schulz, Karen Tracy, and Gergana Zlatkova.

The Handbook of Financial Communication and Investor Relations

The Handbook of Financial Communication and Investor Relations
Author: Alexander V. Laskin
Publisher: John Wiley & Sons
Total Pages: 708
Release: 2017-09-14
Genre: Language Arts & Disciplines
ISBN: 1119240816

The first book to offer a global look at the state-of-the-art thinking and practice in investor relations and financial communication Featuring contributions from leading scholars and practitioners in financial communication and related fields—including public relations, corporate communications, finance, and accounting— this volume in the critically acclaimed “Handbooks in Communication and Media” seriesprovides readers with a comprehensive, up-to-date picture of investor relations and financial communications as they are practiced in North America and around the world. The Handbook of Financial Communication and Investor Relations provides an overview of the past, present, and future of investor relations and financial communications as a profession. It identifies the central issues of contemporary investor relations and financial communications practice, including financial information versus non-financial information, intangibles, risk, value, and growth. Authors address key topics of concern to contemporary practitioners, such as socially responsible investing, corporate governance, shareholder activism, ethics, and professionalism. In addition, the book arms readers with metrics and proven techniques for reliably measuring and evaluating the effectiveness of investor relations and financial communications. Bringing together the most up-to-date research on investor relations and financial communication and the insights and expertise of an all-star team of practitioners, The Handbook of Financial Communication and Investor Relations: Explores how the profession is practiced in various regions of the globe, including North America, South America, Europe, the Middle East, India, Australia, and other areas Provides a unique look at financial communication as it is practiced beyond the corporate world, including in families, the medical profession, government, and the not-for-profit sector Addresses “big-picture” strategies as well as specific tactics for financial communication during crises, the use of social media, dealing with shareholder activism, integrated reporting and CSR, and more This book makes an ideal reference resource for undergrads and graduate students, scholars, and practitioners studying or researching investor relations and financial communication across schools of communication, journalism, business, and management. It also offers professionals an up-to-date, uniquely holistic look at best practices in financial communication investor relations worldwide.

Communication and Leadership in the 21st Century

Communication and Leadership in the 21st Century
Author: Holger Sievert
Publisher: Verlag Bertelsmann Stiftung
Total Pages: 244
Release: 2010-07-30
Genre: Business & Economics
ISBN: 386793245X

For some people, Public Relations used to be "that former journalist type who deals with the media." However, the public perception of the profession has changed quite substantially. Communication has become a genuine modern management function. The integration of successful public relations is a crucial contribution to raising the level of professionalism in an organization. "Communication and Leadership in the 21st Century" is a review of theoretical and empirical research papers on this subject, intended for scholars, students, and professionals across these disciplines. The volume focuses in particular on four distinct, but interrelated areas of communication: Integrated Market & Corporate Communication, Communication Management & Media, Organizational Communication & Change and Leadership Communication & Strategies. With special emphasis on the German and European situation and two digressions to China, the authors provide different perspectives on the cross-cultural context of international communications and leadership. The book's four subject areas also characterize the key subjects of an innovative Executive MBA program which has been developed in cooperation with the Technische Universität München. The study program is part of the ¡communicate! Qualification Program, an initiative of the Bertelsmann Stiftung, the Heinz Nixdorf Stiftung and the Daimler Fund. The aim of ¡communicate! is to unite communication and leadership in the workplace, in training and in research.

Do Parachutes Discipline Managers? An Analysis of Takeover Battles

Do Parachutes Discipline Managers? An Analysis of Takeover Battles
Author: Oliver Fabel
Publisher:
Total Pages: 27
Release: 2012
Genre:
ISBN:

We analyze a Tullock-type takeover contest between two CEOs. To deter wasteful influence activities in shareholder optimum, the parachute compensates the (potentially) foregone earnings of the contestant whose incentives to invest in such activities are strongest. Therefore, the parachute is quot;golden,quot; but must be calculated net of all influence and separation costs. Notably, this solution arises in equilibrium with uncoordinated shareholder decisions. Further, equilibrium severance pay does not depend on structures or levels of pre-merger manager compensations. Shareholders are always indifferent between dismissing either of the two managers.

Managerial Overconfidence: Different Thinking through Different Education

Managerial Overconfidence: Different Thinking through Different Education
Author: Maximilian Margolin
Publisher: Anchor Academic Publishing (aap_verlag)
Total Pages: 82
Release: 2014-02-01
Genre: Business & Economics
ISBN: 3954896281

In literature, overconfidence has been blamed for economic bubbles and crises as well as for international conflicts and wars. While education has already been shown to impact one’s level of overconfidence previous research focused on the length and profoundness of education. This study, in contrast, examines the connection between overconfidence and the field in which a person has been educated. The issues covered are therefore how education and mind set are related, why a differentiation between “quantitative” and “qualitative” education makes sense in this context, and how different mind-sets influence an individual’s proneness to overconfidence. Drawing on the dual process concept of reasoning from psychology it is argued that the focus of one’s education may have an influence on individual levels of overconfidence through distinct ways of reasoning that are acquired and practiced during higher education. As support for this theory, data on the overconfidence of CEOs of the largest German companies is used and experiments for future research on this topic are suggested.