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International Business/Non Executive and Independent Directors.


Dear Prof Michael

Can both Non Executive and Independent Directors play an active
role during mergers and acquisitions ?.

Example :

Company A (Parent, Acquirer, Merger-er) , Company B (Secondary, Acquired, Merged).

Case 1 :

Company A and Company B both have Non Executive and Independent Directors.

Case 2 :

Company A has Non Executive and Independent Directors,
Company B do not have Non Executive and Independent Directors.

Case 3 :

Company A do not have Non Executive and Independent Directors, Company B have Non Executive and Independent Directors.

Awaiting your reply,

Thanks & Regards,
Prashant S Akerkar

The board of directors of a company will have the same role in M&A regardless of it's composition.  A director who is also executive management will, of course, have responsibilities in their role as executive management during the M&A process, but also responsibilities in their role on the board of directors.  Independent director will only have responsibilities related to their role on the board of directors, since they do not otherwise work for the company - they are simply paid to sit on the board.  Non-executive directors work for the company in some way, but are not executive management.  So, their responsibilities would include both board tasks, and whatever other tasks their other role at the organization requires.

To answer your question, Yes: it is possible for a board of directors to be composed of directors, non-executive directors, and independent directors.  In fact, it is generally thought that the best boards include directors from outside the company, as well as from varying levels from within the company.  Whatever the responsibilities of each member of the board has regularly, their board responsibilities are in-addition, not a replacement of their other responsibilities.  During M&A, then, all board members play an active role, regardless of their other roles.

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Michael Taillard


Available for questions about international finance, international economics, and some international management questions.


Consulting: American Red Cross; US Strategic Command; US Army International Transportation Logistics -- Lecturing: Bellevue University (Bellevue, NE) Huijia College (Beijing), OPII Schools (Omaha), Madonna University (Livonia), Schoolcraft College (Livonia), ZomBCon (Seattle), Zombiefest (Lincoln) -- Media Appearances: Dead Man Working (2012 Movie documentary), The Heartland News (Omaha local news outlet)

American Economics Association, Business Networks International, Midwest Writer's Guild, Zombie Research Society

Economics and Modern Warfare: The Invisible Fist of the Market (Palgrave Macmillan) -- 101 Things Everyone Should Know about Global Economics (Adams Media) -- Corporate Finance for Dummies (Wiley) -- Psychology and Modern Warfare (Palgrave Macmillan)

PhD (Financial Economics; honors) -- MBA (International Business Finance; honors) -- Grad School Certificate (International Business Management; honors) -- BS (International Business Economics; honors) -- AA (Business Administration; honors) -- Certificate (Chinese Language and Culture) -- Trade School (Transportation Logistics; honors)

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