Investigations are crucial aspects in cross-border transactions. At Horizons, we have conducted numerous investigations for multinational mergers and acquisitions. Our comprehensive investigations delve deep into the target companies and target the cultural aspects which contribute to many issues, we then evaluate them according to the risk level. In this manner, the investigation aids decision-makers to either move forward or not with transactions.
Equally, culturally sensitive negotiation is crucial to collating accurate documents and conducting a thorough investigation. Using a team with language skills allows us to work with the target company's personnel and hone into details.
As a result, the team can deliver objective investigations to permit investors to decipher the next steps of the transaction and without bias and subjective agendas.
Typically, our investigations include either a Red Flag report or a due diligence report. There are several aspects included in both reports and highlighted in the below picture 1.
Case Study 1: Corporate Structure (government education institution)
In a recent Red Flag report for a government education institution engaging in an international partnership with a Chinese education centre, our corporate legal team was faced with the challenge of obtaining several licenses for review. So, we built rapport with the senior management to understand why such license were not provided. Rather than escalating tensions and conflicts with the relevant department, we initialed friendly meditation to uncover that the mandatory licenses required for entities operating in the education centre had expired. The Chinese education had been cautioned several times by the authorities to renew the license and would be blacklisted.
Without an understanding that culturally harmonious communication is essential to access material, we would have lost the confidence and trust of the target company.
Case 2: Human Resources (global automotive group)
We conducted comprehensive a due diligence for a global automotive group on their Chinese subsidiary. Whilst the investigation was initially meet with hostility from the target company. Our investigations team quickly and efficiently communicated that such investigation benefits the whole company by updating company policy in line with recent regulations, and more specifically assisting employees to understand their legitimate rights.
We identified that the internal employee policy was the global employee policy and did not adhere to the Chinese labour law. Furthermore, the policy violated several mandatory provisions for workers which could result in severe civil penalties for the company.
Generally, a soft approach to hostility is more welcomed in China than aggression. In this instance, we tapped into working for common goals to dissolve negative attitudes and obtain important information.
Case 3: Assets (International medical device group)
Our Intellectual Property ("IP") team was retained by an international medical device group to conduct a Red Flag Report on their IP assets in China. After a systematic investigation into the intellectual property assets, the intellectual property rights team uncovered that the Chinese subsidiary did not utilise the standard licensing agreements with third parties which caused copyright damages and product copies.
In this case, we conducted an onsite investigation to ensure that accurate information was collated. Since the Company did retain digital records, we needed to secure an onsite visit to access the documents. The team worked extensively to communicate that an onsite was a vital to the investigation, and there were no other options.
Under certain circumstances, a strict approach is required to ensure communication is clear and no deviation is permitted.
Uncovering such negligence requires our team to manage sensitive and professional relations with the target company and its' senior management. Rather than glossing over checklist documents, the Horizons team build rapport with the target company to gain access and intelligence. In this manner, the team can analytically inspect and efficiently diagnose red flags, without causing disruptions or cultural mishaps.'
In conclusion, Horizons' holistic approach to investigation delivers informative intelligence and assist decision-makers in deciphering an unfamiliar jurisdiction. We serve clients to safeguard the present and future with rigour, cost-sensitivity, and efficiency
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
