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Insights from practitioners in Information Management

Issue 99 – Amalgamations, Mergers, Takeovers, Splits and Closures

Amalgamations, Mergers, Takeovers, Splits and Closures
Shirley R Cowcher

In this day and age of globalization and economic uncertainty those of us working in the information management (IM) fields, whether in the public or private sector, are likely to face having to deal with an amalgamation, merger, takeover or closure of either a division or department within the organisation we work or even the organisation as a whole.  And given this likelihood I’m just wondering whether we have ever done the “what if scenario….”

I’m a great believer in being prepared and whilst I know that we can all fall back on that old cliché of “No need to worry about something that may never happen” I also tend to keep in touch with the goings-on of the organization/s I am working with.  I endeavour to be a part of the committees associated with Information Technology, Information Governance and Risk Management, to name just a few, and if I hear something then I sit down and mind-map the scenario to identify where I, and my division, may be able to contribute to a positive outcome for all involved.

So if you have heard that there could be a sell-off or split of part of your organisation or a merger with another organisation have you started listing the impact that will have on the information held within the organisation and the tasks that will be required to ensure an easy transition?

Just some things you might like to think about:

Corporate Entity & Legislation

What will the new corporate entity be?  This may impact on how the information is managed in terms of whether the information and records must be clearly identified as belonging to a previously existing entity or whether they can be subsumed in the course of the change of entity structures.  For public agencies (Federal, State or Local government) there may be policy, directives and guidelines associated machinery-of-government changes that should be referred to and may require strict adherence.  There is lots of information at various government records websites providing some guidance.  The National Archives of Australia is a good starting point and whilst only relevant specifically to Australian federal government agencies the guidelines provide some thought provoking points for others that are being confronted with such a task http://www.naa.gov.au/records-management/agency/keep-destroy-transfer/following-admin-change/index.aspx.

As a private entity you may have to consider if there are any legislative requirements within corporations’ law that may dictate how information associated with merging entities are handled.  If an entity is changing jurisdiction there may be issues associated with the records being removed from particular jurisdictions.  For example, Ghana requires that a holder of a mineral right must hold records relating to that mineral right at an address in Ghana and at termination of a mineral right maps and plans and other records pertaining to the mineral right must be delivered to the Minister
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Technology & Business Systems
What software, hardware, firmware, telecommunications and cloud services are being used by the entities involved in the mergers/takeovers/amalgamations?  You’ll need to consider if they are compatible, what systems will be used, will the data and information be easily transferred from one system to another should it be necessary.  In addition, there may be a need to determine licensing changes.  If a new entity is the result of the merger then new contracts have to be established.  In addition, there are the normal business processes that may have nothing to do with technology.  How one organisation does things versus how another organisation does the same thing?  What processes will be amended, adopted or developed?  Will there be a complete new set of procedures or just slight changes to existing practices?

Storage & Transfer
Will there be a change of location for all involved or just some?  Is there sufficient office space for personnel and paper-based information? Are paper-based records stored in off-site storage with different providers?  How much space is needed? Will records be transferred between storage providers?  Do retention policies and schedules exist for the entities and, if so, is it intended to complete a sentencing action prior to transferring information? I’d recommend that you get on top of the office space issues as soon as you hear about the possible merger/takeover or change of location as it has been my experience that the architects and internal designers take on the role and in most cases the result is disastrous for the information management team.  I’ve seen paper-based records placed in corridors on open access shelving with little security.  I’ve also seen them placed in the basement with all the electrical and water piping sitting directly above them.  I’ve also seen the planning and design based on the organisation’s vision of being paperless – I don’t need to say what the outcome of that vision was.

Personnel Changes
You will also most likely be faced with changes in personnel.  Will there be redundancies?  Should a restructure of the IM function within the new entity occur will people have to apply for newly created positions?  Will additional human resources be needed whilst you are addressing all the tasks associated with the merger/takeover?

I know that I’ve provided you with more questions than answers and that was the aim.  Change is inevitable and we need to ensure that we are prepared to face and embrace it.  And amalgamations, mergers, takeovers, splits and closures are a part of the changing business structure just as mobile workforces and electronic records are.  Enjoy the challenges that face you and ensure that you are prepared to assist your organisation through the challenge.