alpcafé second round - alpine space · 2018. 3. 14. · the event were the presentation of the...

- 1 - C-TEMAlp is cofinanced by the European Regional Development Fund through the Interreg Alpine Space programme

AlpCafé second round

DT3.2.1 AlpCafè Report (second round)

AlpCafé organised by the Chamber of Commerce and Industry for Munich and Upper Bavaria and the Italian Chamber of

Commerce Munich-Stuttgart

13.7.2017, Munich

REPORT

Methodology ............................................................................................................................... 2

Participants and their roles ....................................................................................................... 3

Main topics emerged from the discussion ............................................................................... 4

Invitation ..................................................................................................................................... 6

List of signature ......................................................................................................................... 9

title of the document - 2 -

Methodology

Please describe shortly how/methodology you organised the AlpCafé The following questions could help you in the description: Have you organised preliminary meetings? Have you sent participants preliminary information? Is the event an “ad hoc” event or you organised in conjunction with other events (i.e. panels)? With which criteria did you organise the tables? Who were the facilitators? AlpCafé II took place on the 13th of July 2017 in the conference zone of the CCI for Munich and Upper Bavaria in Munich. The event was organised in continuity with AlpCafé I, which took place on the 15th of September 2016, and presented an interactive form, whose aim was the exchange of opinions and experiences on transnational business transfer among the participants. The purposes of the event were the presentation of the C-TEMAlp project and its range of services to the public of entrepreneurs and experts and the promotion of an exchange among them. Representatives from Bavarian companies interested in the subject and a selection of skilled experts and consultants in various fields (lawyers, corporate, financial and tax consultants) were invited to the event. Invitations and agendas were initially sent by email after the identification of the target group. Subsequently, the participants were contacted by telephone to confirm the invitation and interest to the event. As a result, applications for AlpCafé II were submitted. According to this, lists and name tags (with first name, surname, and name of the company or institution) were created. Eventually, 47 experts and representatives of Bavarian companies, of the Ministry of Economy, of the Chamber of Commerce and CCIs attended the event altogether. The event took place in the afternoon, from 13 pm to 18 pm. The program consisted of the following parts:

1- 13.30 pm Enrolment and coffee 2- 14 pm Welcome address and presentation of the project 3- 14.20 pm 1st Panel: opportunities and pitfalls of the transnational business transfer 4- 15 pm 2nd Panel: financing opportunities for the transnational business transfer 5- 15.50 pm 3rd Panel: Business Transfer and innovation; how to make a company more

attractive 6- 16 pm 4th Panel: practical examples of transnational business transfer 7- 16.30 pm One-on-one conversation with experts

The conference was moderated by Alexander Lau, deputy managing director of the international economic affairs and head of the Unit Europe of the CCI for Munich and Upper Bavaria.


Participants and their roles

Please describe shortly who attended this AlpCafé and the roles played in your region/area The name of the organisation and two lines describing the competence is enough.

ORGANISATION

ROLE

CCI for Munich and Upper Bavaria (IHK)

Local Chamber of Commerce and Industry.

C-TEMAlp partner

Bavarian Ministry of Economic Affairs and Media,

Energy and Technology

Local Ministry of Economic Affairs

Italian Chamber of Commerce Munich-Stuttgart

Italian local Chamber of Commerce

omegaconsulting GmbH

Consultant for all topics around company succession,

M&A and personnel

CERANSKI legal

Law firm for commercial, business and corporate law

Mader Stadler Fischer Part GmbB

Accounting office combining accounting, tax, legal

and general consulting services

Sparkasse Rosenheim – Bad Aibling

Local credit institution

Bayern Innovativ GmbH

Association for Innovation, Technology and

Knowledge Transfer in Bavaria

CBA Studio Legale e Tributario

Tax and law firm for Germany and Italy

ABA Invest in Austria

Advising companies that want to settle in Austria (information of site-related issues and potential

investors)


Main topics emerged from the discussion

Please sum up the main topics emerged from the table discussion Please try to clearly report the issues emerged, taking into account the main aims of this AlpCafé session (stakeholders involvement) and the project topic (services for business transfer) 1st Panel: Opportunities and pitfalls of the transnational business transfer 2nd Panel: Financing opportunities for the transnational business transfer

3rd Panel: Business Transfer and innovation; how to make a company more attractive 4 th Panel : Practical examples of transnational business transfer 1st Panel main topics of discussion : • Transnational business transfers are not only a risk but also a significant opportunity. In

particular, a significant profit potential both for buyers and for sellers and an enhanced exchange of innovation and technology are at stake.

• Both cultural and technical aspects must be taken into account to make the company fit for business transfer. It is important that the following aspects are kept in consideration, regardless of the country, in the deal between the potential buyer and seller: the observation of both qualitative and quantitative aspects; the best possible clarification of all the financial details; an open and honest communication among partners.

• It is important that tax consultants of both parties work side by side on the matter of taxation. It may be useful that both parties share a common view of the acquisition and the corresponding challenge. Moreover, it is equally important to take into account all the possible pitfalls long before the acquisition to avoid any inconvenience (for example transfer price, loss carry-forwards, official handovers, turnover taxes, taxation of the new managing director working abroad, retirement age). Examples of legal pitfalls are the fact that there is no obligation for notarisation due to property transfer in Spain, in comparison with the German situation, and the different measures for the transmission of customer details within the EU-countries.

• Time plays an important role in business transfer: it is advisable to plan an acquisition carefully beforehand and to pursue all steps meticulously after finding a suitable buyer (starting with the choice between Share Deal and Asset Deal). The supervision of competent consultants is particularly important in this regard. The right consultants are significant to maximize the opportunities and minimize the risks by transnational business transfer, as emphasised by the ABA Invest in Austria director.

2nd Panel main topics of discussion : • Financing opportunities for transnational business transfer in Germany • Here also highlighted as keys to success : efficient planning and execution • LfA Förderbank Bayern, BayGB and KfW offer public support through financing programs for

business transfer and help investors with the risks of a takeover. Nevertheless, the contact with the customers takes place through the local bank, which remains the key contact for the company.


• As company support for business transfer, the bank undertakes the following steps:

o Strategic orientation of the company (margin leadership, related costs, calculation of return on equity as a measure of success)

o Balance analysis in order to prove the bank dependence of the company (financial debts in relation to debt capacity)

o Cash Flow-analysis (calculation of the free cash flow of the company which can be used by the bank for capital services) and calculation of its debt capacity (risk limits for urgent and relevant financial liabilities, which are paid by sustainable cash flows)

o Financial structure o Business evaluation

• There is also the possibility, in the case of a transnational business transfer, to benefit from a financing program from another EU-country. Such promotions are rather standardized and parallel programs are active in many countries. Austria, in particular, stands out in the Alpine region because of the few regulators, which make the banks more flexible and active.

3rd Panel main topics of discussion : • In terms of business transfer and innovation, the statement was made by the representative from

Bayern Innovation GmbH, which offers, as part of the Enterprise Eu rope Network program, specific services to increase the innovation capacity of the companies through international offers of cooperation.

• This includes IMProve, a Europe-wide established tool for the analysis of SME innova tion management. This not only enables an assessment of the competitiveness of the company, in comparison with other companies throughout Europe, but also a precise identification of strengths and weaknesses and the processing of an action plan for an efficient innovation management (both for products and services).

4th Panel main topics of discussion : • Two other experts took part in the event: A specialised lawyer in both German and Italian laws

and a representative of ABA Invest in Austria. • Firstly, a brief explanation of the differences between share deal and asset deal was provided:

while in the first case the entire share of the company is transferred to the buyer and all contracts and liabilities are not affected, in the second case only certain economic goods are transmitted together with the contracts and liabilities if previously agreed.

• The Austrian business agency provides support for the internationalization in Austria with the aim of using regional advantages and making the companies more competitive through expansion. In particular, Bavarian companies show an above-average interest in Austria: in 2016, 3.734 out of 8.861 German companies in Austria came from Bavaria.

• Opportunities for German companies in Austria: o A higher resistance to crises due to the diversification of the market o Creations of new jobs and investments also in Germany thanks to the expansion o The development of Austrian markets with high purchasing power o Eastern and Western expansions into emerging regions through the Austrian function as

central hub o Compensations of bottlenecks in the country of origin o Research and development o Regional headquarters

• Challenges mainly arise from the differences between the German and the Austrian economic systems but can be avoided with the help of consultants and experts.


Invitation


List of signatures

alpcafé second round - alpine space · 2018. 3. 14. · the event were the presentation of the...

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