Review the article "Successful Restructuring" by Worthington that describes a successful change initiative and review the article "Holding Companies and Corporate Restructuring" written by International Financial Law that describes a failed change initiative and provide an explanation for the following:
(a) Explain in detail the successful change initiative in the article "Successful Restructuring", and
(b) Explain in detail the failed change initiative in the article "Holding Companies and Corporate Restructuring, and
(c) Using comparison and contrast, explain in detail the implementation theories used for the change initiatives discussed in the two articles, and
(d) Explain in detail what could have been done to make the failed initiative a success.
Although, for the most part, studies show that restructuring improves the performance of a corporation, the results vary with the chosen option. The HoldCo model remains a useful and commercially viable restructuring option as evidenced by the recent adoptions in the Nigerian banking industry. Its effectiveness is, however, not limited to a particular sector of the Nigerian economy. Chisom Udechukwu Word count: 680 ( (c) Euromoney Institutional Investor PLC Dec 2012)Holding companies and corporate restructuring International Financial Law Review; London [Dec 2012fJan 2013): nfa Full text Abstract.\" Deta ils Abstract Corporate restructuring is typically divided into two main categories differentiated in terlns of expansion or divestment technique Srivastava and Mushtaq argue in the Asian Journal of Technology& Management Research (Vol 01 . Issue 01. JaneJun 201 l)that expansion techniques include mergers. takeovers. franchising. intellectual property rights acquisitions and holding company arrangements. whereas divestment techniques encompass sell offs. de-mergers. slump sales. management buy-outs. arrangements on sale and compromise. They argue for a third class of restructuring which includes share repurchasing, management buy in. reverse merger and equity carveeout. Full Text Chisom Udechukwuln the face of rapid globalisation. the fundamental objective of corporate restructuring is to reposition an organisation against the high tide of business failure and maximise shareholder value Some obvious reasons for corporate restructuring include the need for greater competitiveness, increased profitability. diversification andfor compliance with regulatory or statutory provisions. Corporate restructuring is typically divided into two main categories differentiated in terms of expansion or divestment technique Srivastava and Mushtaq argue in the Asian Journal of Technology& Management Research (Vol. 0] - Issue 0], Jan-Jun 201])that expansion techniques include mergers. takeovers. franchising. intellectual property rights acquisitions and holding company arrangements, whereas divestment techniques encompass sell offs. de-mergers, slump sales. management buy-outs, arrangements on sale and compromise. They argue for a third class of restructuring which includes share repurchasing, management buy in. reverse merger and equity carve-out. In recent times. the holding company (HoldCo) model appears to be the preferred mode for reorganising businesses in Nigeria. Under this structure, the HoldCo acquires a controlling interest in a number of subsidiary companies (or sub-cos), and in turn operates either as a pure HoldCo that holds investments in the subcos or as an operating HoldCo that, in addition to holding investments in these subcos, carries on its own business. The reorganisation of commercial banks in Nigeria pursuant to the 2010 Directive of the Central Bank of Nigeria to divest from non banking activities further brings to light the workings of the HoldCo structure in Nigeria. The reorganisation was effected through a scheme of arrangement in which equity stakes in subsidiaries of the banks. as well as equity stakes in the banks were transferred to newly incorporated HoldCos. This restructuring model was adopted by Stanbic IBTC, First Bank Group, and a host of other banks in Nigeria. It is important to mention, however, that an alternative structure was advised by the Central Bank in which the existing bank would change its status to a HoldCo, while a subsequent company is incorporated to assume its assets, liabilities and responsibilities. A company wishing to form a HoldCo must file an application with the Corporate Affairs Commission, supported by evidence of at least two subsidiaries. The application must also be supported by an updated annual returns of the subsidiaries and a statement that the HoldCo will acquire the majority of shares in the subsidiaries. In addition, the company must adopt a scheme of arrangement under section 539 of the Companies and Allied Matters Act which would enable the transfer ofthe shares. assets and liabilities of the subsidiaries in exchange for shares in the HoldCo. The Inland Revenue Service permits HoldCos with at least 80% of the subco's voting stock to file consolidated returns with their subcos. Dividends received by the HoldCos in these circumstances are exempt from taxation. However, where the HoldCo owns more than 20% but less than 80% of the subco, the HoldCo can deduct 80% of the dividends received towards its taxation. while HoldCos with less than 20% of voting stock in subcos are eligible to deduct seven percent of the dividends received. This partial double taxation somewhat offsets the benefits a HoldCo with limited ownership retain, but the question whether the tax penalty is sufficient to offset other possible advantages is a matter that must be decided in individual situations. Nevertheless, it is pertinent to note that the HoldCo model of corporate restructuring offers a number of benefits. including the convenience of management and control of subcos through its nominees who are directors of the subcos. The HoldCo model equally ensures a reduced risk exposure that secures the assets of the HoldCo and its subcos against claims of creditors of the other due to the doctrine of separate legal entity. Restructuring an organization is a difficult, time-consum- Ophthalmoscope. Diagnostic "PEA. Otoscope & Case. Reg $481 Type 3 Year Warranty SALE $339.95 B ing process that can have disastrous results-or result in a #602N 30" Black, D/Blue, #97210 Above unit with Gray, Green, Yellow, Lt. Blue, Best Quality A highly effective organization. By thoroughly developing the Nasal Illuminator. Reg. $514 Magenta, Pink, Red, Teal, White or Lavender Sphygmomanometers plan, communicating it, involving employees and commit- SALE $359.95 Extra eartips & Tested for accuracy & reliability #97200C same as 97200 diaphragms included. 9 oz. (A) #7050N Tycos Aneroid ting time, energy and effort to its implementation, an agency w/Convertible handle. 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Johnson General Hospital new department or program will expe . Post Anesthesia Care - Lyndon B. Johnson General Hospital rience a net gain, but if the difference Sound Interesting? If so, we will offer you a competitive compensation, benefits package, between the net gain and the net deficit relocation bonus, and personal rewards that will last a lifetime. Please send your resume is not substantial, the restructuring was or call collect for immediate consideration to: probably not worth the effort. Nurse Recruitment Restructuring an agency is a time of HARRIS COUNTY HOSPITAL DISTRICT great stress and anxiety for employees. 2525 Holly Hall . Houston, Texas 77054 In evaluating the potential conse- (713) 793-3435 (Collect) quences of a change, every situation An Equal Opportunity Employer that might be interpreted by employees Making A Difference. One Person At A Time. as discrimination, harassment, job in- timidation or a hostile work environ- ment must be evaluated carefully. 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For over D Inova Health Systems half a century, HCHD has been working towards a single goal: to provide better healthcare to the residents of Houston, day after day. Currently we are seeking Washington, D.C. dedicated, energetic and committed professionals to help us continue with the commitment. We have openings available at BEN TAUB GENERAL HOSPITAL, Ri estructuring can result in a stream- a 558-bed acute care and teaching facility located in the Texas Medical Center lined, highly effective organization and LYNDON B. JOHNSON GENERAL HOSPITAL, a 324-bed acute care and teaching facility located in northeast Houston. or in the decline or demise of the agency. Even small changes can have a IF YOU POSSESS THE QUALIFICATIONS WE ARE SEEKING, WE'D LIKE TO TALK TO YOU! far-reaching impact on customers, sup- NURSE MANAGERS pliers and employees. 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