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Integrating management
accounting systems in mergers                              research
                                                           executive
  and acquisitions: the role of                            summaries
    management accountants
                                                           Volume 6 | Issue 5




 Agyenim Boateng			         Roberta Bampton
 University of Nottingham		Leeds Metropolitan University




 ISSN 1744-7038 (online)
 ISSN 1744-702X (print)
Research executive summaries series                  Integrating management accounting systems in mergers and 	
					                                                acquisition: the role of management accountants




    Key findings:
    •	 Management Accounting System (MAS) integration goes through four phases, namely, pre-integration,
       integration planning, implementation options, review and evaluation.
    •	 Management accountants tend to focus mainly on task aspect of MAS integration.
    •	 Regardless of industry and implementation strategy, similar activities are performed at pre-integration and
       planning stages.
    •	 Activities performed at implementation stage is contingent on the size of the firm and implementation option
       adopted.



The authors would like to thank the sponsors of this            Therefore, the actions that are taken to manage the task
project and the CIMA reviewers for providing useful             involved in management accounting integration are a key
comments on an earlier draft of the research executive          to successful performance.
summary.
                                                                The high rate of M&A failures, the dearth of research and
Overview of project                                             the lack of explanation of the role of the management
                                                                accountants in M&A integration process raises some
Mergers have become part of the business landscape and          important questions for senior financial managers
a popular strategic choice for companies’ growth and            charged with the responsibility of integrating the various
expansion. To quote Jemison and Sitkin (1986; p. 107),          functions and tasks inherent in the MAS integration
‘the use of acquisitions to redirect and reshape corporate      process. This study attempts to rectify this position
strategy has never been greater.’ Yet despite the popularity    by examining and mapping out the role played by
and strategic importance of mergers and acquisitions,           management accountants in the integration process of
several major consulting, advisory services firms and           MAS in mergers and acquisitions with a view to providing
academics have reported that about 60–80% of all                a guide for practicing accountants and senior managers
mergers are financial failures when measured in terms
of their ability to deliver profit increases or wealth gains    Objectives
(KPMG, 1999; Mergerstat, 2000; PricewaterhouseCoopers,
2000; Henry, 2002). Mergers and acquisitions (M&A)              The main purpose of this research is to examine and
are clearly beset by numerous problems and the issue of         map out the role of management accountants in the
mergers and acquisitions’ failure is central to research in     integration process of MAS in mergers and acquisitions.
M&A studies.                                                    The study focuses on the role played by management
                                                                accountants prior to, during and after the M&A of the
Systematic research evidence indicates that one of the          two companies involved. Specifically, this study attempts
reasons attributed to mergers and acquisitions’ failure         to answer the following research questions:
to create value for shareholders is lack of effective and
successful integration of the two companies. Researchers        •	 What is the role played by management accountants
have addressed the issue of post-acquisition integration           in the M&A integration process?
process from human resources, cultural and corporate            •	 What are the main factors influencing the MAS
points of view. However, in the context of management              integration process?
accounting integration, we know very little about what
management accountants do when two companies                    The role of management accountants in MAS
are merged. A MAS which encompasses accounting                  integration in M&A
systems designed to provide information for use by
                                                                Using in-depth interviews with eight companies,
managers within an organisation, is regarded as the most
                                                                the study finds that the integration of management
important formal source of information for all aspects
                                                                accounting systems goes through four sequential
of business planning and control. Moreover, it is argued
                                                                stages with a number of activities being performed by
that acquisition success is, to some extent, contingent
                                                                management accountants. Our framework for MAS
on the effective management of the integration process.



                                                                                           Research executive summary | 2
Research executive summaries series                       Integrating management accounting systems in mergers and 	
					                                                     acquisition: the role of management accountants



integration suggests a three staged process which                          •	 The choice of integration option to achieve speed
encompasses the following:                                                    of integration, hold on to or retain customers and
                                                                              key staff members, provide relevant and reliable
•	 Pre-integration stage is designed to foster                                information for performance evaluation and the
   co-operation, trust and understanding of the acquired                      achievement of synergies.
   MAS to help plan the integration.
                                                                           •	 Review and evaluation is designed to learn from and
•	 Integration planning stage aims to develop a blue                          rectify problems arising out of implementation.
   print and decide the integration option to follow.
                                                                           Figure 1 captures the activities which are performed and
                                                                           goals of each of the four phases are discussed below.


Figure 1: framework for MAS integration in M&A



       Phase 1                      Phase 2                                          Phase 3                                  Phase 4
     Pre-integration               Integration                                     Implementation                             Review and
                                    planning                                           options                                Evaluation




  Activities:                 Activities:
  Examination of:             • Prepare plans
  • Training needs            • Identify best practices
    MA manuals and
    reports
                                in both firms
                              • Coordinate integration
                                                                 1                       2                        3
  • Budget for staff          • Integration time table      Immediate             Gradual                  Keep acquired     • Review option
    development               • Integration                 wholesale             absorption:              and acquirer        choice
  • Conduct face-to-face        team/committee              absorption:           • Two systems            system            • Learn lessons
    meetings, interviews      • Clearly defined roles       • Close down            operate initially      independently       and feedback
    with key staff              and responsibilities          existing            • Gradually phase
  • Articulate shared         • Rotate staff                  system                out acquired or
    purpose                                                                         acquiring system




  Goals:                      Goals:                        Operate newly         • One integrated         Trained staff
  • To foster corporation     • Set integration goals       installed MAS           system                 operate
  and collaboration           • Decide on integrating       system -              • Gradually              acquired or
  • Build trust                 option                      trained staff           installed -            existing system
  • Understand acquired       • Train staff                                         trained staff to
  system                      • Validate information                                run the system
  • Gain valuable               memorandum
  knowledge from key          • Use/apply valuable
  employees                     knowledge in decision
  • Allay fears and anxiety     making
  • Build confidence




                                                                                      Goals:
      Identify areas                               Action plan              • Speed of integration
     for integration                                                        • Adequacy of the new system




                                                                                                           Research executive summary | 3
Research executive summaries series                  Integrating management accounting systems in mergers and 	
					                                                acquisition: the role of management accountants



Phase 1: pre-integration                                        These activities are carried out to foster co-operation
                                                                and build trust, and to facilitate understanding of the
The first phase pre-integration stage involves the
                                                                acquired MAS. More importantly, this phase helps to
acquirer preparing the ground for the integration to take
                                                                draw a list of priority areas to take immediate control of,
place. This involves information gathering with a view to
                                                                to ensure continuous flow of information for customer
develop trust through various means of communication.
                                                                retention, facilitate the identification of training needs,
It is important to point out that it is in this stage where
                                                                preserve quality of data and areas to integrate, increase
employees of the acquired and acquirer will have to
                                                                shareholder confidence, ensure costs are controlled and
work with each other in order to obtain information
                                                                integration synergies are capable of being measured and
to accomplish the goal of successful integration. As
                                                                achieved during the integration.
a result, communication is intense and done mostly
on a face‑to‑face basis where feasible, and in some
                                                                Phase 2: integration planning
cases through telephone and emails. This point was
emphasised by a number of respondents. A respondent             The second phase aims at creating a plan for integration.
indicated that ‘at the early stages of the integration          This phase is very important as it outlines the integration
process, communication cannot be done remotely                  process. It may be argued that every merger deal is
on the telephone, and it is a lot easier if people spend        unique and may involve different sets of problems,
some time with the person who hands it over to you.’            however, it should be recognised that the performance
This is supported by the respondent who said ‘trying            of certain common activities will result in a higher level
to get people from the acquired company on board by             of synergy and promote the eventual success of the
communicating carefully actually helps.’ Communication          integration. Prominent among the activities performed at
with key management accounting staff, and continuous            this stage are:
communication with all employees and unions to clarify
                                                                •	 selection of integration/installation team
issues such as possible redundancies, at the early stage
is therefore central to the achievement of the effective        •	 validation of information memorandum
integration and reduction of employees’ resistance.             •	 set integration goals
The extent of the acquired accounting employees’
                                                                •	 prepare the blueprint for integration with time table
participation at this stage has a tremendous influence on
the integration outcome hence it is important that the          •	 prepare the training plan with checklist
acquirer’s management accounting team acknowledges              •	 clearly define the roles and responsibilities of the
the importance of the acquired accounting employees’               installation team
role and handles it through continuous and face-to-face
                                                                •	 establish the reporting lines
interaction. During this phase, the following activities are
carried by the management accounting staff.                     •	 decide on the integration options to be used for
                                                                   implementation.
The acquirer management accounting staff undertakes
regular on-site visits to:                                      Phase 3: implementation and choice
                                                                At this stage, the integration strategy has to be decided
•	 conduct face-to face meetings, interviews with key
                                                                and how the MAS is going to be integrated with structure
   members of accounting staff
                                                                and control systems. We found that three integration
•	 examination of MAS manual and reports                        strategies/options are used by management accountants
•	 distribute and collect an information request form           and they are:
   (also called information memorandum) from
                                                                1.	 immediate absorption
   management accountants giving details about the
   acquired company MAS                                         2.	 gradual integration
•	 articulate shared purpose through regular meetings           3.	 two management accounting systems operate
   with the management accounting staff                             independently.
•	 jobs rotation – where key members of staff in both           The key activities normally performed at this phase are
   target and acquired firms exchange jobs and/or               co-ordination, standardisation, absorption of the acquired
   work together to familiarise themselves with the             management accounting system and closing down the
   management accounting systems in both companies.             acquired MAS system.



                                                                                            Research executive summary | 4
Research executive summaries series                  Integrating management accounting systems in mergers and 	
					                                                acquisition: the role of management accountants



Option 1: immediate absorption                                  improvement of MAS, staff and customer retention,
                                                                speed of integration and realisation of operational
The primary aim of this approach is to consolidate              synergies.
completely the MAS of both firms through assimilating
the target firm MAS into that of the acquiring firm. Here       Factors influencing the choice of MAS
the acquired MAS is replaced with the acquirer system.          integration option
As this method of integration involves a significant
degree of change in the target firm, it is important to         Regarding the factors influencing the choice of
prepare a preliminary plan for key integration issues,          implementation option (namely, immediate absorption;
transitional structures, techniques for continuous              gradual integration of the acquired companies; or the
communication, co-ordination and preparation of a               two systems operating independently) to be adopted,
time table for the closure of the acquired management           we find that two sets of factors influence the choice
accounting department and its eventual movement                 of integration approach: firm-specific factors and
to the acquirer’s system. The change is carried out in a        performance-evaluation factors.
relatively quick manner to reduce the level of disruption
resulting from the delay in the integration of MAS. It          Firm-specific factors
is pertinent to point out that the communication tool           Firm-specific factors relate to the unique characteristics
employed is predominantly face-to-face and more                 of the acquired firm and the extent to which they differ
intense in nature.                                              from the acquirer system. These include:
Option 2: gradual integration                                   •	 size of the acquired
This option involves the following activities: training         •	 complexity of the management accounting system
of staff/development, co-ordination, standardisation            •	 familiarity of the acquiring firm with the target firm
of documents and consolidation and regular review.
                                                                •	 reporting requirements
In addition, many of the activities involved in the
immediate absorption will also be undertaken. This              •	 the adequacy of the acquired system
option is relatively slow and may take about 6-18               •	 compatibility of IT systems.
months to complete depending upon the size of the
firm and the complexity of the management accounting            The firm-specific factors impact both on the
system. This is the most popular option for the                 effectiveness of performance evaluation and the
organisations surveyed in this research.                        management accounting system integration. For
                                                                example, the complexity of the production system
Option 3: two systems operating independently                   influences the extent to which the MAS can be simplified
                                                                and consequently the choice of management accounting
This option involves operating each system
                                                                implementation option to be adopted.
independently after acquisition. This approach is
necessitated by a high need for operational autonomy
                                                                Performance-evaluation factors
with the acquirer and target systems being kept at
arm’s length. The most important activity here is staff         This is driven by factors which facilitate good evaluation
development, in particular, the use of job rotation to help     and performance. These include:
accounting staff of the two companies to understand
                                                                •	 to facilitate comparability
both systems and improve quality of information needed
for decision making.                                            •	 to simplify MAS to ensure adequate and timely
                                                                   production of information
Phase 4: review and evaluation                                  •	 perceived level of resistance by the acquired staff
Following the implementation of one of the options is           •	 future information needs and
the review and evaluation of outcomes. Here lessons
                                                                •	 level of co-ordination and communication required.
are learned and fed back into the process for future
management accounting integration.                              It is pertinent to note that the list of factors identified
                                                                in our theoretical framework cannot be considered
From this process, the success of post-acquisition
                                                                exhaustive since we were unable to identify and include
integration process is measured. These include
                                                                all factors.



                                                                                            Research executive summary | 5
Research executive summaries series                   Integrating management accounting systems in mergers and 	
					                                                 acquisition: the role of management accountants



Factors influencing the post-acquisition                         Notwithstanding the common activities we documented
integration process                                              and normally performed by all management accountants,
                                                                 it is pertinent also to point out that we also find that
We found that size is the single most important factor.          each acquisition tends to be unique and different with
One of our respondents pointed out that ‘whether to              many contextually divergent issues influencing the
replace the acquired system immediately or integrate on a        integration approach to be adopted or used.
gradual basis is ‘very dependent on the size of acquisition.’
Supporting this view, another interviewee said ‘it is
very much dependent on the size and the similarity of            Another important conclusion to be drawn from
the systems to be integrated.’ This point was further            this study is the importance of communication. We
reinforced by the other respondents.                             identified communication as a major tool for reducing
                                                                 the uncertainty among the people involved. Gathering
Summary                                                          important information about the target MAS is a
The study has examined the role played by management             key to stabilising volatile situations and reduce the
accountants in MAS integration process of mergers                dysfunctional effects likely to undermine the integration
and acquisitions. This study represents one of the first         process.
attempts to provide a framework for MAS integration
and therefore makes a significant contribution to an
                                                                 Lessons learned and suggestions for
under-researched area of management accounting.                  management accountants
                                                                 An examination of the framework for integration process
The study finds that the role of management
                                                                 we have put forward in this study indicates that the
accountants in the MAS integration is focused on task
                                                                 integration of MAS in mergers and acquisition involve
aspects of the MAS integration process with relatively
                                                                 both task and human resources integration activities
little attention on human aspects of integration. The
                                                                 with a number of common activities being performed by
emphasis of task integration process by the management
                                                                 management accountants during the integration process.
accountants is not surprising in that the activity
                                                                 The implication of this for management accountants is
segmentation during acquisitions creates a process in
                                                                 that, certain common activities are important for the
which managers focus on the job they have been given
                                                                 successful integration of MAS in M&As. We suggest
rather than on the whole (Birkinshaw et al., 2000) hence
                                                                 that managers should pay attention to these activities,
management accountants may focus on task to get the
                                                                 particularly, those relating to the first and second phases
job done.
                                                                 of the integration process.
The study also finds that all the acquirers (regardless
                                                                 Another important implication of the finding is that
of the industry size and implementation strategy to be
                                                                 management accountants of the companies examined
used) follow the similar activities outlined in the first
                                                                 place more emphasis on the task aspects of MAS
two stages of MAS integration framework i.e. pre-
                                                                 integration process in mergers and acquisitions with
integration and integration planning. However, at the
                                                                 relatively little attention on the human aspects of
implementation phase, the activities to be performed
                                                                 integration. Although, it is acknowledged that the
are contingent upon the implementation option
                                                                 concentration on task integration can lead to the
adopted. Companies adopting immediate absorption
                                                                 achievement of synergies but may also result in poor
tend to undertake minimal changes while companies
                                                                 employee motivation. Given that the integration of MAS
adopting gradual integration tend to perform a number
                                                                 involve people, who in some cases, are about to lose their
of activities ranging from co-ordination, standardisation
                                                                 jobs, lack of full and proper attention in this vital aspects
of documents and consolidation. In addition, this study
                                                                 of integration may result in uncooperative attitudes
finds that large acquirers are more likely to immediately
                                                                 towards the integration process with potential negative
absorb the management accounting system of relatively
                                                                 consequences. The important lesson to be learned here
smaller acquired system. This is not surprising given that
                                                                 is that, although task integration and human integration
integrating a relatively small firm tends to be easier.
                                                                 require separate and different management actions,
However, where the acquired system is unrelated, the
                                                                 efforts must be made by management accountants to
acquirer is more likely to retain the MAS and allow it to
                                                                 give equal attention to both task integration and human
operate independently.
                                                                 integration as they both constitute important elements




                                                                                             Research executive summary | 6
Research executive summaries series                 Integrating management accounting systems in mergers and 	
					                                               acquisition: the role of management accountants



for successful integration. For the process to generate          charged with the responsibility of dealing with human
maximum benefits both task and human integration                 aspects of the integration far beyond just taking actions
issues should be at the core of MAS integration process.         to get co-operation and information of the target
Specifically, we suggest that there should be personnel          employees.
among the management accounting integration team



References and further reading
1.	 Birkinshaw, J., Bresman, H. and Hakansen, I. (2000). Managing post acquisition integration process: How the Human
    Integration and Task Integration Process Interact to foster value creation, Journal of Management Studies, 37, 3, pp 395
    - 425.
2.	 Granlund, M. (2003). Management Accounting System Integration in Corporate Mergers: A case study, Accounting,
    Auditing and Accountability Journal, Volume 16, 2, pp 208 – 243.
3.	 Henry, D. (2002). Mergers: Why most big deals don’t pay off. Business Week (October, 14), pp 60-70.
4.	 Jemison, D and Sitkin, S.B (1986). Corporate Acquisitions: A process perspective, Academy of Management Review, Vol.
    11, pp 145-163.
5.	 Jones, C.S. (1985a). An Empirical Study of the Role of Management Accounting System following Takeover or Mergers,
    Accounting Organisation and Society, Volume 10 (3), pp 303 -328.
6.	 Jones, C.S. (1985b). An Empirical Study of the Evidence of Contingency theories of management accounting systems in
    conditions of rapid change, Accounting Organisation and Society, Volume 13 (3), pp 283 -310.
7.	 KPMG (1999). Unlocking Shareholder value, The Key to Success (Mergers and Acquisitions: A global research report),
    November.
8.	 Mergerstat (2000). Two tales can be told about the M&A market in 2000, PR Newswire (December 28).
9.	 PricewaterhouseCoopers (2000). PricewaterhouseCoopers forecast. While M&A outlook remains strong for 2001,
    acquirers look for more than size as they struggle with new economy growth model, Business Wire (December 18).

Researchers:
Dr Agyenim Boateng, University of Nottingham, China Campus, 199 Taikang East Road, University Park, Ningbo,
315100, PRC

Dr Roberta Bampton, School of Accounting & Financial Services, Leeds Business School, Rose Bowl 417, Calverley
Street, Leeds, LS1 3ED, UK



Project is sponsored by CIMA General Charitable Trust.




                                                                                            Research executive summary | 7
Chartered Institute of
Management Accountants

26 Chapter Street
London SW1P 4NP
United Kingdom
T. +44 (0)20 8849 2287
F. +44 (0)20 8848 2450
E. research@cimaglobal.com
www.cimaglobal.com

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Cid ressum integrating_management_accounting_systems_mergers_may10

  • 1. Integrating management accounting systems in mergers research executive and acquisitions: the role of summaries management accountants Volume 6 | Issue 5 Agyenim Boateng Roberta Bampton University of Nottingham Leeds Metropolitan University ISSN 1744-7038 (online) ISSN 1744-702X (print)
  • 2. Research executive summaries series Integrating management accounting systems in mergers and acquisition: the role of management accountants Key findings: • Management Accounting System (MAS) integration goes through four phases, namely, pre-integration, integration planning, implementation options, review and evaluation. • Management accountants tend to focus mainly on task aspect of MAS integration. • Regardless of industry and implementation strategy, similar activities are performed at pre-integration and planning stages. • Activities performed at implementation stage is contingent on the size of the firm and implementation option adopted. The authors would like to thank the sponsors of this Therefore, the actions that are taken to manage the task project and the CIMA reviewers for providing useful involved in management accounting integration are a key comments on an earlier draft of the research executive to successful performance. summary. The high rate of M&A failures, the dearth of research and Overview of project the lack of explanation of the role of the management accountants in M&A integration process raises some Mergers have become part of the business landscape and important questions for senior financial managers a popular strategic choice for companies’ growth and charged with the responsibility of integrating the various expansion. To quote Jemison and Sitkin (1986; p. 107), functions and tasks inherent in the MAS integration ‘the use of acquisitions to redirect and reshape corporate process. This study attempts to rectify this position strategy has never been greater.’ Yet despite the popularity by examining and mapping out the role played by and strategic importance of mergers and acquisitions, management accountants in the integration process of several major consulting, advisory services firms and MAS in mergers and acquisitions with a view to providing academics have reported that about 60–80% of all a guide for practicing accountants and senior managers mergers are financial failures when measured in terms of their ability to deliver profit increases or wealth gains Objectives (KPMG, 1999; Mergerstat, 2000; PricewaterhouseCoopers, 2000; Henry, 2002). Mergers and acquisitions (M&A) The main purpose of this research is to examine and are clearly beset by numerous problems and the issue of map out the role of management accountants in the mergers and acquisitions’ failure is central to research in integration process of MAS in mergers and acquisitions. M&A studies. The study focuses on the role played by management accountants prior to, during and after the M&A of the Systematic research evidence indicates that one of the two companies involved. Specifically, this study attempts reasons attributed to mergers and acquisitions’ failure to answer the following research questions: to create value for shareholders is lack of effective and successful integration of the two companies. Researchers • What is the role played by management accountants have addressed the issue of post-acquisition integration in the M&A integration process? process from human resources, cultural and corporate • What are the main factors influencing the MAS points of view. However, in the context of management integration process? accounting integration, we know very little about what management accountants do when two companies The role of management accountants in MAS are merged. A MAS which encompasses accounting integration in M&A systems designed to provide information for use by Using in-depth interviews with eight companies, managers within an organisation, is regarded as the most the study finds that the integration of management important formal source of information for all aspects accounting systems goes through four sequential of business planning and control. Moreover, it is argued stages with a number of activities being performed by that acquisition success is, to some extent, contingent management accountants. Our framework for MAS on the effective management of the integration process. Research executive summary | 2
  • 3. Research executive summaries series Integrating management accounting systems in mergers and acquisition: the role of management accountants integration suggests a three staged process which • The choice of integration option to achieve speed encompasses the following: of integration, hold on to or retain customers and key staff members, provide relevant and reliable • Pre-integration stage is designed to foster information for performance evaluation and the co-operation, trust and understanding of the acquired achievement of synergies. MAS to help plan the integration. • Review and evaluation is designed to learn from and • Integration planning stage aims to develop a blue rectify problems arising out of implementation. print and decide the integration option to follow. Figure 1 captures the activities which are performed and goals of each of the four phases are discussed below. Figure 1: framework for MAS integration in M&A Phase 1 Phase 2 Phase 3 Phase 4 Pre-integration Integration Implementation Review and planning options Evaluation Activities: Activities: Examination of: • Prepare plans • Training needs • Identify best practices MA manuals and reports in both firms • Coordinate integration 1 2 3 • Budget for staff • Integration time table Immediate Gradual Keep acquired • Review option development • Integration wholesale absorption: and acquirer choice • Conduct face-to-face team/committee absorption: • Two systems system • Learn lessons meetings, interviews • Clearly defined roles • Close down operate initially independently and feedback with key staff and responsibilities existing • Gradually phase • Articulate shared • Rotate staff system out acquired or purpose acquiring system Goals: Goals: Operate newly • One integrated Trained staff • To foster corporation • Set integration goals installed MAS system operate and collaboration • Decide on integrating system - • Gradually acquired or • Build trust option trained staff installed - existing system • Understand acquired • Train staff trained staff to system • Validate information run the system • Gain valuable memorandum knowledge from key • Use/apply valuable employees knowledge in decision • Allay fears and anxiety making • Build confidence Goals: Identify areas Action plan • Speed of integration for integration • Adequacy of the new system Research executive summary | 3
  • 4. Research executive summaries series Integrating management accounting systems in mergers and acquisition: the role of management accountants Phase 1: pre-integration These activities are carried out to foster co-operation and build trust, and to facilitate understanding of the The first phase pre-integration stage involves the acquired MAS. More importantly, this phase helps to acquirer preparing the ground for the integration to take draw a list of priority areas to take immediate control of, place. This involves information gathering with a view to to ensure continuous flow of information for customer develop trust through various means of communication. retention, facilitate the identification of training needs, It is important to point out that it is in this stage where preserve quality of data and areas to integrate, increase employees of the acquired and acquirer will have to shareholder confidence, ensure costs are controlled and work with each other in order to obtain information integration synergies are capable of being measured and to accomplish the goal of successful integration. As achieved during the integration. a result, communication is intense and done mostly on a face‑to‑face basis where feasible, and in some Phase 2: integration planning cases through telephone and emails. This point was emphasised by a number of respondents. A respondent The second phase aims at creating a plan for integration. indicated that ‘at the early stages of the integration This phase is very important as it outlines the integration process, communication cannot be done remotely process. It may be argued that every merger deal is on the telephone, and it is a lot easier if people spend unique and may involve different sets of problems, some time with the person who hands it over to you.’ however, it should be recognised that the performance This is supported by the respondent who said ‘trying of certain common activities will result in a higher level to get people from the acquired company on board by of synergy and promote the eventual success of the communicating carefully actually helps.’ Communication integration. Prominent among the activities performed at with key management accounting staff, and continuous this stage are: communication with all employees and unions to clarify • selection of integration/installation team issues such as possible redundancies, at the early stage is therefore central to the achievement of the effective • validation of information memorandum integration and reduction of employees’ resistance. • set integration goals The extent of the acquired accounting employees’ • prepare the blueprint for integration with time table participation at this stage has a tremendous influence on the integration outcome hence it is important that the • prepare the training plan with checklist acquirer’s management accounting team acknowledges • clearly define the roles and responsibilities of the the importance of the acquired accounting employees’ installation team role and handles it through continuous and face-to-face • establish the reporting lines interaction. During this phase, the following activities are carried by the management accounting staff. • decide on the integration options to be used for implementation. The acquirer management accounting staff undertakes regular on-site visits to: Phase 3: implementation and choice At this stage, the integration strategy has to be decided • conduct face-to face meetings, interviews with key and how the MAS is going to be integrated with structure members of accounting staff and control systems. We found that three integration • examination of MAS manual and reports strategies/options are used by management accountants • distribute and collect an information request form and they are: (also called information memorandum) from 1. immediate absorption management accountants giving details about the acquired company MAS 2. gradual integration • articulate shared purpose through regular meetings 3. two management accounting systems operate with the management accounting staff independently. • jobs rotation – where key members of staff in both The key activities normally performed at this phase are target and acquired firms exchange jobs and/or co-ordination, standardisation, absorption of the acquired work together to familiarise themselves with the management accounting system and closing down the management accounting systems in both companies. acquired MAS system. Research executive summary | 4
  • 5. Research executive summaries series Integrating management accounting systems in mergers and acquisition: the role of management accountants Option 1: immediate absorption improvement of MAS, staff and customer retention, speed of integration and realisation of operational The primary aim of this approach is to consolidate synergies. completely the MAS of both firms through assimilating the target firm MAS into that of the acquiring firm. Here Factors influencing the choice of MAS the acquired MAS is replaced with the acquirer system. integration option As this method of integration involves a significant degree of change in the target firm, it is important to Regarding the factors influencing the choice of prepare a preliminary plan for key integration issues, implementation option (namely, immediate absorption; transitional structures, techniques for continuous gradual integration of the acquired companies; or the communication, co-ordination and preparation of a two systems operating independently) to be adopted, time table for the closure of the acquired management we find that two sets of factors influence the choice accounting department and its eventual movement of integration approach: firm-specific factors and to the acquirer’s system. The change is carried out in a performance-evaluation factors. relatively quick manner to reduce the level of disruption resulting from the delay in the integration of MAS. It Firm-specific factors is pertinent to point out that the communication tool Firm-specific factors relate to the unique characteristics employed is predominantly face-to-face and more of the acquired firm and the extent to which they differ intense in nature. from the acquirer system. These include: Option 2: gradual integration • size of the acquired This option involves the following activities: training • complexity of the management accounting system of staff/development, co-ordination, standardisation • familiarity of the acquiring firm with the target firm of documents and consolidation and regular review. • reporting requirements In addition, many of the activities involved in the immediate absorption will also be undertaken. This • the adequacy of the acquired system option is relatively slow and may take about 6-18 • compatibility of IT systems. months to complete depending upon the size of the firm and the complexity of the management accounting The firm-specific factors impact both on the system. This is the most popular option for the effectiveness of performance evaluation and the organisations surveyed in this research. management accounting system integration. For example, the complexity of the production system Option 3: two systems operating independently influences the extent to which the MAS can be simplified and consequently the choice of management accounting This option involves operating each system implementation option to be adopted. independently after acquisition. This approach is necessitated by a high need for operational autonomy Performance-evaluation factors with the acquirer and target systems being kept at arm’s length. The most important activity here is staff This is driven by factors which facilitate good evaluation development, in particular, the use of job rotation to help and performance. These include: accounting staff of the two companies to understand • to facilitate comparability both systems and improve quality of information needed for decision making. • to simplify MAS to ensure adequate and timely production of information Phase 4: review and evaluation • perceived level of resistance by the acquired staff Following the implementation of one of the options is • future information needs and the review and evaluation of outcomes. Here lessons • level of co-ordination and communication required. are learned and fed back into the process for future management accounting integration. It is pertinent to note that the list of factors identified in our theoretical framework cannot be considered From this process, the success of post-acquisition exhaustive since we were unable to identify and include integration process is measured. These include all factors. Research executive summary | 5
  • 6. Research executive summaries series Integrating management accounting systems in mergers and acquisition: the role of management accountants Factors influencing the post-acquisition Notwithstanding the common activities we documented integration process and normally performed by all management accountants, it is pertinent also to point out that we also find that We found that size is the single most important factor. each acquisition tends to be unique and different with One of our respondents pointed out that ‘whether to many contextually divergent issues influencing the replace the acquired system immediately or integrate on a integration approach to be adopted or used. gradual basis is ‘very dependent on the size of acquisition.’ Supporting this view, another interviewee said ‘it is very much dependent on the size and the similarity of Another important conclusion to be drawn from the systems to be integrated.’ This point was further this study is the importance of communication. We reinforced by the other respondents. identified communication as a major tool for reducing the uncertainty among the people involved. Gathering Summary important information about the target MAS is a The study has examined the role played by management key to stabilising volatile situations and reduce the accountants in MAS integration process of mergers dysfunctional effects likely to undermine the integration and acquisitions. This study represents one of the first process. attempts to provide a framework for MAS integration and therefore makes a significant contribution to an Lessons learned and suggestions for under-researched area of management accounting. management accountants An examination of the framework for integration process The study finds that the role of management we have put forward in this study indicates that the accountants in the MAS integration is focused on task integration of MAS in mergers and acquisition involve aspects of the MAS integration process with relatively both task and human resources integration activities little attention on human aspects of integration. The with a number of common activities being performed by emphasis of task integration process by the management management accountants during the integration process. accountants is not surprising in that the activity The implication of this for management accountants is segmentation during acquisitions creates a process in that, certain common activities are important for the which managers focus on the job they have been given successful integration of MAS in M&As. We suggest rather than on the whole (Birkinshaw et al., 2000) hence that managers should pay attention to these activities, management accountants may focus on task to get the particularly, those relating to the first and second phases job done. of the integration process. The study also finds that all the acquirers (regardless Another important implication of the finding is that of the industry size and implementation strategy to be management accountants of the companies examined used) follow the similar activities outlined in the first place more emphasis on the task aspects of MAS two stages of MAS integration framework i.e. pre- integration process in mergers and acquisitions with integration and integration planning. However, at the relatively little attention on the human aspects of implementation phase, the activities to be performed integration. Although, it is acknowledged that the are contingent upon the implementation option concentration on task integration can lead to the adopted. Companies adopting immediate absorption achievement of synergies but may also result in poor tend to undertake minimal changes while companies employee motivation. Given that the integration of MAS adopting gradual integration tend to perform a number involve people, who in some cases, are about to lose their of activities ranging from co-ordination, standardisation jobs, lack of full and proper attention in this vital aspects of documents and consolidation. In addition, this study of integration may result in uncooperative attitudes finds that large acquirers are more likely to immediately towards the integration process with potential negative absorb the management accounting system of relatively consequences. The important lesson to be learned here smaller acquired system. This is not surprising given that is that, although task integration and human integration integrating a relatively small firm tends to be easier. require separate and different management actions, However, where the acquired system is unrelated, the efforts must be made by management accountants to acquirer is more likely to retain the MAS and allow it to give equal attention to both task integration and human operate independently. integration as they both constitute important elements Research executive summary | 6
  • 7. Research executive summaries series Integrating management accounting systems in mergers and acquisition: the role of management accountants for successful integration. For the process to generate charged with the responsibility of dealing with human maximum benefits both task and human integration aspects of the integration far beyond just taking actions issues should be at the core of MAS integration process. to get co-operation and information of the target Specifically, we suggest that there should be personnel employees. among the management accounting integration team References and further reading 1. Birkinshaw, J., Bresman, H. and Hakansen, I. (2000). Managing post acquisition integration process: How the Human Integration and Task Integration Process Interact to foster value creation, Journal of Management Studies, 37, 3, pp 395 - 425. 2. Granlund, M. (2003). Management Accounting System Integration in Corporate Mergers: A case study, Accounting, Auditing and Accountability Journal, Volume 16, 2, pp 208 – 243. 3. Henry, D. (2002). Mergers: Why most big deals don’t pay off. Business Week (October, 14), pp 60-70. 4. Jemison, D and Sitkin, S.B (1986). Corporate Acquisitions: A process perspective, Academy of Management Review, Vol. 11, pp 145-163. 5. Jones, C.S. (1985a). An Empirical Study of the Role of Management Accounting System following Takeover or Mergers, Accounting Organisation and Society, Volume 10 (3), pp 303 -328. 6. Jones, C.S. (1985b). An Empirical Study of the Evidence of Contingency theories of management accounting systems in conditions of rapid change, Accounting Organisation and Society, Volume 13 (3), pp 283 -310. 7. KPMG (1999). Unlocking Shareholder value, The Key to Success (Mergers and Acquisitions: A global research report), November. 8. Mergerstat (2000). Two tales can be told about the M&A market in 2000, PR Newswire (December 28). 9. PricewaterhouseCoopers (2000). PricewaterhouseCoopers forecast. While M&A outlook remains strong for 2001, acquirers look for more than size as they struggle with new economy growth model, Business Wire (December 18). Researchers: Dr Agyenim Boateng, University of Nottingham, China Campus, 199 Taikang East Road, University Park, Ningbo, 315100, PRC Dr Roberta Bampton, School of Accounting & Financial Services, Leeds Business School, Rose Bowl 417, Calverley Street, Leeds, LS1 3ED, UK Project is sponsored by CIMA General Charitable Trust. Research executive summary | 7
  • 8. Chartered Institute of Management Accountants 26 Chapter Street London SW1P 4NP United Kingdom T. +44 (0)20 8849 2287 F. +44 (0)20 8848 2450 E. research@cimaglobal.com www.cimaglobal.com