Cómo gestionar el riesgo en las multinacionales

Many companies look to grow their business through mergers or acquisitions of companies outside their own country and while this brings many opportunities it can also bring risks. But with sound advice such risks are worthwhile, and the right deal can bring significant value to the parent company.

For any ambitious business acquiring or merging with a company overseas is an ideal way to increase profits and access new markets. But doing deals outside your home jurisdiction can bring many hurdles at each step of the process – even in countries that appear closely aligned. If a deal is to be concluded successfully and add value in the future, then it is crucial that all potential risks are understood and mitigated against prior to its conclusion. Understanding risk can also help to ensure that the integration process is as smooth as possible after the deal has been completed.

For a cross-border deal, regulatory issues often pose the biggest risks. Whether the regulations relate to the country or the sector of the acquired entity, they can cause significant headaches throughout the deal process. Comprehensive due diligence at an early stage of the deal is crucial for mitigating risks – so choosing an adviser with knowledge of the country or sector (or both) of the target business, along with a network of local professional contacts, can help to ensure there are no unwelcome regulatory surprises.

Tax is another risk that must be factored into a cross-border deal as each country has its own tax rules that can differ markedly. Again, engaging advisers who have experience in the country and/or industry can be vital in helping acquirers to understand local tax rules and avoid any pitfalls to ensure compliance.

Similarly, legal requirements can also vary markedly between jurisdictions and can pose significant risks to a deal. Legal aspects need to be understood at an early stage – even when investigating an opportunity – to ascertain if a deal can proceed.

Politics and instability in the target company’s jurisdiction can pose another risk, although some regions are more unstable than others, such as Latin America and the Middle East. While some political or economic events can happen with little or no warning, comprehensive due diligence should be able to gauge the risk of instability increasing in the future. If this is the case, strategies can be put in place to mitigate the effects of any volatility. If the risk is deemed too great, the deal can be shelved entirely. Of course, mergers and acquisitions are also about the people involved, and issues with management should not be underestimated.

Clarity of purpose and clear communication is crucial, so understanding any cultural challenges from the outset can pre-empt any management issues and help retain key personnel once the deal has been completed to ensure a smooth transition. Here, an advisor with experience in the country of the target is important, but just as crucial is their negotiating skills.

Once a deal has been completed, there will still be a myriad of issues to overcome when integrating the acquired business that are likely to be different to those in the pre-deal phase including cultural differences, incompatible technologies and the challenge of operating in different languages or time zones.

Due diligence can flag some of these issues prior to the completion of the deal and devising a post-deal integration plan, including defined targets for performance improvement, can help to ensure the deal is successful.

All these factors – and more – present risks to any deal, but with comprehensive planning and the right advice at the right time from experienced professionals, the deal can realise the value that was hoped for when it was first plotted. In the following global guide each legal advisor talks candidly about how multinationals need to understand how to manage risk in different jurisdictions to ensure they comply with the range of regulations – and to ensure business success.

Asesores colaboradores

  • John Wolfs
    Cannabis Advisory , Commercial Law and Commercial Litigation in Netherlands

    John Wolfs

    goldJohn is a gold member
    MOTY 2016John was Member of the Year winner in 2016
    Managing Director, Wolfs Advocaten
  • Nicholas V. Chen
    Mergers & Acquisitions in China and Mergers & Acquisitions in Taiwan

    Nicholas V. Chen

    goldNicholas V. is a gold member
    MOTY 2014Nicholas V. was Member of the Year winner in 2014
    Partner, Pamir Law Group
  • Ross Koffel
    Commercial Law , Corporate Law , Family Law and Trusts & Estates in Australia

    Ross Koffel

    goldRoss is a gold member
    finalist 2019Ross was Member of the Year finalist in 2019
    finalist 2015Ross was Member of the Year finalist in 2015
    Executive Chairman, Koffels Solicitors & Barristers
  • Noreen Weiss
    Banking & Finance in New York and Crypto and Digital Asset Advisory in New York

    Noreen Weiss

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    MOTY 2018Noreen was Member of the Year winner in 2018
  • Bruce Loren
    Construction Law and Real Estate in Florida

    Bruce Loren

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    finalist 2019Bruce was Member of the Year finalist in 2019
    Partner, Loren & Kean Law
  • Mercedes Clavell
    Commercial Law and Real Estate in Spain

    Mercedes Clavell

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    Of Counsel, Arco Abogados
  • Roger Canals
    Commercial Litigation in Spain

    Roger Canals

    silverRoger is a silver member
    Partner, Arco Abogados
  • Ramanand Mundkur
    Mergers & Acquisitions in India

    Ramanand Mundkur

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    Managing Partner, Mundkur Law Partners
  • Tuomo Kauttu
    Commercial Law and Corporate Law in Finland

    Tuomo Kauttu

    bronzeTuomo is a bronze member
    Partner, Aliant Finland
  • Robert Lewandowski
    Corporate Law in Poland

    Robert Lewandowski

    bronzeRobert is a bronze member
  • Eric Weil
    White Collar Crime in France

    Eric Weil

    bronzeEric is a bronze member
    Partner, WEIL & ASSOCIÉS
  • Michael S. Roberts
    Corporate Law and Mergers & Acquisitions in Illinois

    Michael S. Roberts

    bronzeMichael S. is a bronze member
    Partner, Taft
  • Pablo González Tapia
    Commercial Litigation in Dominican Republic

    Pablo González Tapia

    bronzePablo is a bronze member
    Founding Partner, GONZÁLEZ TAPIA ABOGADOS
  • Cristina Lucía Sánchez Vebber
    Mergers & Acquisitions in Mexico

    Cristina Lucía Sánchez Vebber

    bronzeCristina is a bronze member
    Founder & Partner, Sánchez Vebber, S.C.
  • Dominic Wai
    White Collar Crime in Hong Kong

    Dominic Wai

    bronzeDominic is a bronze member
    Partner, ONC Lawyers
  • Nicholas S. Hammond
    Corporate Law in Romania

    Nicholas S. Hammond

    bronzeNicholas S. is a bronze member
  • Adriana Posada
    Commercial Law in Colombia

    Adriana Posada

    bronzeAdriana is a bronze member
    Partner – Director, A & C Legal
  • Markus Steinmetz
    Life Sciences in Germany

    Markus Steinmetz

    bronzeMarkus is a bronze member
    Partner, ENDEMANN.SCHMIDT
  • Mohamed Agamy
    Commercial Litigation , Energy Law and Maritime Law in Egypt

    Mohamed Agamy

    bronzeMohamed is a bronze member
    Managing Partner, Links & Gains Law Firm