Joint-venture

Due Diligence for Global Deal Making is one of the most enlightening and comprehensive books of its kind. Editor and contributor Arthur Rosenbloom has identified a group of thoughtful, experienced due diligence practitioners who describe the process from seven different points of view. The process is covered both from an in-bound and an out-bound standpoint. Despite the diversity of perspectives, the book maintains a consistent style and voice and refrains from undue repetition.

Each of the seven substantive chapters looks at a business using a slightly different lens: strategic, operational, financial and accounting, legal, tax, organizational and, oddly but perhaps most interestingly, the Internet. Scattered through the chapter are cautionary tales of what can go wrong in the real world if the practitioner or the client cuts corners. At the end of each chapter is a series of charts and lists which sets forth the subjects of investigation, often with indications of where to find the information or how it is important to the evaluation of the target.

For anyone who has to conduct, supervise or coordinate due diligence, this overview is remarkably helpful. For the young attorney, accountant or business strategist, Due Diligence provides a veritable Bible for his or her own due diligence. But more importantly, the book informs the reader how the information gleaned fits into the overall process.

Rosenbloom's brief but enlightening look at the due diligence world post 9/11 is among the most compelling parts of the book. This section alone can be worth the price of the book. The possible effects of terrorism or war on a business, in concrete terms, or on the material adverse change or force majeure clauses of a contract are sobering and helpful.

Describing due diligence from seven points of view and then domestic and foreign aspects on top of that is a tall order. This informative book is a remarkable, and even entertaining accomplishment...

As with marriage, the success rate for global deal-making should give the wise investor pause. Most such mergers and acquisitions do not increase shareholder value. Even with the fallout from the burst bubble still landing all over the place, the juggernaut of globalization is such that international deals still manage to engender a lot of passion; it seems the grass is always greener on the other side of the border. Business leaders know that sometimes the riskiest move is the one they decide not to make, since a good strategic acquisition can ensure your company's survival. For these reasons, interest in cross-border transactions will probably remain strong, as industries consolidate and as global economic barriers collapse. However, deals that involve foreign accounting and legal practices can be absolutely perilous without expert professional guidance. This clearly written, thorough compilation can help you avoid making a bad decision and improve your odds of success. We from getAbstract strongly recommend it to anyone involved in (or considering getting involved in) global deal making.

Doing mergers and acquisitons that create value for shareholders is harder than ever. It is even more difficult to do this in a multi-national environment. The compelxities of tax, accounting, securities laws and the regulatory differences add enormous complexities to the already huge challenges of just getting the stragegy right and executing it!!

This handbook, Due Dilignece for Global Deal Making, dramatically increases the odds of doing a deal better. Many experts believe that deals are made or broken in the due diligence phase. That is is where you figure out how much to pay, and the valuation is totally dependent on what you find out and what questions you ask.

This book covers it all from strategic imperative to tax rules. It also has an excellent chapter on my own area of expertise, people and organizational fit. I found the section on beginning to evaluate the fit of the corporate cultures particularly helpful. We think the success of true mergers are highly influenced by the cultural fit.

I would highly recommend this book to anyone practicing in this area, regardless of their area of expertise, as it gives them context for all of the other important, areas.

The Joint Venture by Gilbert D. Visconti is the author's debut novel international intrigue. Italy struggles with international terrorism, and a pair of Boston attorneys become drawn into a deadly web of ruthless figures and desperate killers. A terrible puzzle must be solved, and quickly, before time runs out for the population at large in this exciting and action-packed read. The Joint Venture is an attention engaging and highly recommended read from first page to last, as well as documenting Gilbert Visconti as a writer of considerable literary skill and a master storyteller.

If you enjoy Ken Follett's character development and location descriptions and Tom Clancy's precision, you'll love Visconti's style. He blends the present day with a historical foundation and you'll enjoy every word. Trust me!

The two boys, Henry Ware, and Paul Cotter, set out to carry powder from one settlement to another. They are attacked by Indians, and Paul is captured and taken to an Indian village. One of the scouts disguises as an Indian and rescues Paul. The book ends with a great battle between the Indians and a wagon train of pioneers.

The book has some excellent articles, offering invaluable prescriptive insights for those of us mired in the world of interorganizational alliance relationships. While the book is flavored to address the needs of businesses, the insights imparted can easily be adapted for any alliance. Different authors from across the world have contributed to this book, thereby smoothly blending in international and cultural points-of-view. Worth reading.

What is an alliance? How are they Competitive Weapons? All this and more are covered in detail. Major questions such as who to ally with and who not to are covered. For the smaller company, beware of the white knight that needs your technology, offers large cash infusions, but on the condition that all loans are due if a single payment is late. Why? Read the book and find out. Subjects covered include when to form an alliance, criteria for allies and how to find them, project planning suggestions, goals and objectives, exit clauses, and other basics. Charts and checklists abound to help gauge chances of success or help ferret out causes of failure. The book is rich in the personal experience of the author in building, and executing successful alliances. Whether reading fast for a general overview, or slow for detailed information the book is well written, with charts, graphs, checklists, and detail of alliances. The Business Alliances Guide should be required reading for anyone contemplating alliances in any form.

I would like to know when this book will be reprinted, because I have a solicitation in the Library where I work as librarian. My client is a student of master course. He needs this book very mauch. Thanks, for your attention. Regina S.S. Tonini

Effective International Joint Venture Management by Dr. Ronald Charles Wolf, an American attorney resident decades in Lisbon, Portugal, has received joint acclaim from the academic world and from corporate entrepreneurs. It is a practical guide to all the essential steps required in the formation and management of an international joint venture. This explicit and lucid textbook is for all members of the international business community, lawyers, teachers and students. It is written in non-technical language but reviews thoroughly complex commercial, financial and legal topics. It is an indispensable guide for the international executives responsible for cross-border mergers and acquisitions and their advisors. Typical comments are:

"There has been a large amount written in the strategic management literature about when to set up an international joint venture (IJV), how to choose a partner, and how to manage the new venture. However, the legal aspects have not commanded great attention. Ronald Wolf remedies this oversight. His book is exhaustively detailed and deals in a very readable fashion with everything you need to know if you are contemplating an IJV. An invaluable addition to the library of the international businessman, and one not likely to gather dust," David Faulkner, Tutorial Fellow, Christ Church College, Oxford University.

"A truly useful guide to establishing and managing IJVs...[Wolf's book] has certainly enlarged the boundaries of my thinking on the subject and enriched the breadth of practical legal insights needed for executives and students," Associate Prof. Yadong, College of Business Administration, University of Hawaii.

"...[A] comprehensive guide to the complex business and legal issues of forming, governing, and even dissolving international joint ventures...Wolf offers pragmatic solutions in business-manager terms, which can be easily grasped and effectively executed...This book is recommended as an excellent step-by-step conceptual guide for those embarking on their first [international joint venture], as well as a solid reference on specific issues for the more experienced venturer," Patrick Tolbert, Executive Vice President, Chief Financial and Administrative Officer, LSG Sky Chefs, Inc.

"Effective International Joint Venture Management contains a wealth of practical information, highly pragmatic advice, and an easily followed road map. This book is an indispensable tool for the business executive who needs a concise guide to all matters affecting the formation and management of IJVs," Mark J. Bissell, President & CE0, Bissell, Inc.

The table of contents includes:

Introduction

1. The Commercial Aspects of the International Joint Venture 2.The International Joint Venture: Method 3.The Various Forms of the International Joint Venture Shelter 4.Capital Structure and Negotiations 5.Documentation, Ownership, and Management 6.The Shareholders' Agreement 7.Due Diligence Procedures: Commercial, Legal, and Financial 8.How To Protect Ownership Rights and Management Functions 9.Dispute Resolution and Termination 10.The Closing Process

This book represents an insider's perspective into the human side of joint ventures. Few, if any other books take this approach. The author provides a research focused, yet interesting account of the subtleties of what happens when different cultures meet within these hybrid companies.

This book is compiled with articles of the specialist in the field of negotiating. It concist of four parts; the first part is introduction to negotiation, the second part deals with the cultural aspects of international negotiating, the third part handles the negotiating processes itself and the last part gives examples of negotiating styles in different countries, like US, Japan, Europe etc.. In the articles you will find are lovely and sometimes amusing examples that illustrate the theories.

I have been involved in private equity, acquisitions, and joint ventures for the last several years, and bought this book to learn more about other types of deals, such as e-commerce partnerships, etc. Given the multiple five star ratings for this book, I expected quite a read. Unfortunately, although the book is fairly informative, I cannot say that it imparts anything that could not be gained by an attentive reading of the business press--just a chronology of various deals along with their rationale. I would say that this book would probably be quite useful for a novice or someone that doesn't keep up with their business magazine subscriptions.

Excellent framework for business development analysis from market overview to deal implementation. Terms for some sample deals are provided, but wish even more was written on deal structure specifics. The book covers turf not previously explored and advanced my professional thinking. Very useful.

If you 'do' strategy, if you 'do' planning, this is a must read for you. Time is, without a doubt, the most perishable asset on the planet. Where and with whom we spend our times now defines our social and workplace identities. The efficacy associated with our use of time charts our career trajectory. Spending time 'strategically' on 'strategic issues' is what executives are supposed to do. In almost two decades serving as trusted advisor to executives, I have never heard an executive say, 'We have no time for strategy." Having huddled around my fair share of top-of-the-house campfires, I find that as the libations taken at CXO watering holes loosen tongues and the executive elders start to tell stories, the most memorable narrative emerging revolves around a review of past decisions. I have heard, stated quietly and in confidence, "We focused on the wrong things. We made the wrong decision." The payback on time spent strategically was, in many instances, negative.

Is time spent strategically a bad thing? Is strategy dead? Was time spent on strategy wasted? Does strategic planning have no place in our time-crazed, execution-obsessed New Economy? In 1983, the uber-executive of our age- General Electric Chairman Jack Welch dismantled the company's once heralded planning department. We have empirical evidence that those spending the most on traditional forms of resource-centric 'strategy consulting' [the cerebrally challenged SWOT - Strengths, Weaknesses, Opportunities and Threats dance] performed the poorest in the market place. The biggest strategic planner of them all, the Soviet Union appears to have just about finished its pre-Millennial journey from totalitarianism to disintegration. Strategy is not dead, but it had certainly fallen out of favor. Few companies don't have strategic plans. Yet few devote the resources to them they used to. Most disturbing, is that efforts to fix the problem, often had the effect of making things worse - or at least making them bad in a different way. Crusades and reforms intended to reinvent, relaunch and reposition the practice strategy have failed.

Lewis Mumford divided history into epochs characterized by their power sources. Traditional strategy tended to emphasize a focused single line of attack, executed by a single economic enterprise- a clear statement of where, how, and when to compete. Noticeably lacking was the question of 'with whom?' The new power source in the New Economy is the ability to assemble the most resource-rich, market-savvy, technology-gifted, fleet-of-foot, known-and-trusted-by-the-consumer armada of partners. The way you do that is the subject of Digital Deals.

No book can promise infallibility. No book can guarantee that good decisions will be made. This book will help you spend the time you can allocate to strategic thinking more efficaciously. As such, this is not a coffee-table book. This is not a Great-Title-No-Content book. This is not a Good-article-unbelievable-they-stretched-it-into-a-book-book. This most definitely is not a I'll-buy-it-but-I-won't-read-it book. Digital Deals is the new, new thing in strategic thinking. Using the framework in Digital Deals to analyze the ur-protangonists of our evolving New Economy [Cisco, Intel, Microsoft, AOL, AT&T, Amazon] I experienced something akin to the joy that must have accompanied Galileo's use of the telescope to study the heavens or Robert Hooke's (1635-1703) use of the microscope to study bacteria. The tools contained in these pages will let you see new things. It will simplify what heretofore has been an incoherent jumble of pieces parts. This book has helped me understand the players, the deals and the deal rationales of the market I work in - digital security and privacy. As I read the book, I continued to ask myself whether the two Georges were adding words to the existing vocabulary of strategic planning or creating a new grammar into which the old words might be conjugated. There is no doubt that the process of market modeling described within these pages fundamentally changes the types of conversations we will be having as we try to plan our respective futures.

Although it is a little dry, this book is clearly one of the few business books that I have found worth reading. Clearly, the author understands how complex organizations can succeed. His perception of the business future is very interesting.

This book was key helping me to structure my ideas to develop an e-commerce business based on strategic alliances.

The author addresses the central issue of how to deal with the emergence of networks of companies acting as a single, powerful, enterprise. One of this book's key deliverables is the detailing of HOW to build a relationship enterprise (alliance formation methodology). Another central point is the shift from episodic alliances to long-term relationships. The author also examines the new role of leadership in an alliance, lacking traditional managerial control, as well as the new role of the CEO and directors. Additionally, Freidheim delves into both pessimistic and optimistic scenarios for a 21st Century of relationship enterprises. An intriguing exploration of strategy and leadership in the emerging networked global economy.