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Title Author Subject Page No, 1 The Balanced Scorecard As A Performance Measurement Dr Vinod K Ramani Accountancy 1 2. 2 Corporate Mergers and Acquisitions Legal Accounting Mira J Bhanderi Accountancy 3 4. and Strategic Issues, 3 Morphometric analysis of the Sisi river basin North East Dr Uttam Goswami Applied 5 6. India and some geo environmental implications Geology. 4 Careful Evaluation of CARE s Performance Dr Bheemanagouda Commerce 7 8. 5 Advertisements on Passenger Cars An Innovative Idea Dr Sangapa Rampure Commerce 9 10. for Outdoor Advertising, 6 Knowledge Management And Knowledge Process Dr Santos Singh Bais Commerce 11 13. Outsourcing, 7 A Study on Micro Small and Medium Enterprises Using Dr S P Mathiraj Mr Commerce 14 16. Sms Marketing as a Tool Anil B Malali, 8 Economic Value Added Dr Kishor V Bhesaniya Commerce 17 20.
9 CHALLENGES IN COMMERCE DUE TO Mr T Kalimuthu Dr R Commerce 21 23. GLOBALIZATION Ganapathi, 10 Estimating Reliability of Component Based Software Using Mr Harish Rathod Mr Computer 24 26. Artificial Neural Network Mahesh Parmar Miss Science. Rekha Teraiya, 11 Foreign Direct Investment Fdi Special Economic Zones M Marimuthu Economics 27 29. Sezs And Economic Developments In India An Empirical. 12 Environmental Impact On Agriculture WTO And Indian Dr Shivasharanappa Economics 30 31. Economic Reforms Dhaba, 13 Study of regional rural water supply scheme Kutch Niketa Patel Economics 32 34. 14 An Overview of Indian economy of Unemployment in Dr Dilip Arjune Dr Economics 35 37. Depression Pawar Ashok S, 15 Kendriya Aarthsankalp 2011 12 and 2012 13 ke Tulnatmak Dr Pawar Ashok S Economics 38 42. Adhayan Dr Sunita J Rathod,Shri Budhwant R G, 16 ADEPTS Innovative Self Evaluation Technique for Dr Pawar Ashok S Economics 43 44.
Teachers Dr Vishal Tayade Dr,Sunita Rathod, 17 Bharatiya thet parikiy gunvantkiye dhoran Dr Pawar Ashok S Economics 45 48. 18 European Euro Sankat and Vyaparchakrache Jagtik Dr Pawar Ashok S Economics 49 52. Parinam Dr Sunita J Rathod,Umare Vilas Devchand, 19 Higher Education in India An Appraisal Dr Sukhwinder Singh Education 53 56. 20 An Investigation on test Anxiety In L2 Learners S Gandhimathi Dr R Education 57 58. 21 Organizational Commitment and Self esteem of Mr Moslem Cherabin Education 59 61. Faculty Members of Secondary Level Teacher Training Dr Praveena K B. Programme in Mysore, 22 Comparative Analysis on Various Coded Cooperaative Pallavi Ingle Electronics and 62 64. Networks Communication, 23 Effect of Plasma Arc Cutting Speed voltage On the A A Darji S P Patel Engineering 65 67. Unevenness of Hardox 400 Material J V Desai, 24 Design and Simulation of High Speed Low power Gireeja Amin Engineering 68 70.
Preamplifier Based CMOS Comparator, 25 Analysis of box culvert considering soil structure M G Kalyanshetti Engineering 71 74. interaction S V Malkhare, 26 Soil erosion Advance Techniques of Soil Conservation Manish Gujarati Engineering 75 77. Prof H M Gandhi, 27 Cotton Crop Performance and Economics under Drip Jignesh A Shah Engineering 78 80. Irrigation at Various Water Application Levels, 28 Cotton Crop Response to Thermal Regimes under Surface Jignesh A Shah Engineering 81 82. Irrigation at Stress Free Water Application Level, 29 Simulation of Line and Phase Voltages of Inverter Using Prachi M Palpankar Engineering 83 85.
Switching Function Concept A Y Fadnis, 30 Microgrid A Planning Based on Renewable Sources In Shweta L Tiwari Engineering 86 89. Amravati District Dr R M Moharil, 31 Phenomenological Modeling of Four Stroke Compression V M Makwana Engineering 90 94. Ignition Engine Processes, 32 Designing Aspects of Cryogenic Attachment For Uv Visible Yagnesh B Chauhan Engineering 95 98. Spectrophotomer Hardik B Patel,J M Patel Dr, 33 Comparison Of Conventional 60 70 grade of Bitumen with Zala Kartik S Engineering 99 100. CRMB60 for Roads Mandowara Nirajkumar,P Prof C B Mishra.
Dr F S Umrigar, 34 Modelling And Analysis of Faults In Wind Based Doubly K Keerthi Deepika Engineering 101 104. Fed Induction Generator A Srinivasa Rao, 35 Multipoint Hand Gesture Recognition Using Robotic Arm Nishant Madhukar Engineering 105 107. Control Labhane Prashant,Harsh Meghan, 36 Assessment of Sediment Distribution Hiral Shah N N Engineering 108 111. Borad R K Jain, 37 Review and Analysis of Drought Monitoring and Patel Jaydeepkumar J Engineering 112 114. Management Prof G V Dihora, 38 Flow Forecasting of Tapi River At Mandvi Station By ANN Gajjar Kamleshkumar Engineering 115 118.
Hasmukhbhai,Prof H M Gandhi, 39 Implementation of Digital Watermarking by Combined Raval Keta J Mrs Engineering 119 121. Transform Domain Algorithm for Copyright Authentication Sameena Zafar. using Matlab, 40 Use of Rubber Dam In Tapi River Front Development At Sagar D Patel Engineering 122 124. Surat City Kiran R Shah,PROF R B Khasiya, 41 Mahatma Gandhi s Ultimate to the Globalization Dr Ashok Shankarrao Engineering 125 129. 42 Determination of Reservoir Operating Rules for A Single J C Solanki Engineering 130 132. Reservoir A case study March 2012 B K P Sthar C,Prof A T Motiai. 43 Flow Equation For Elliptical Weir Jigar H Gamit Engineering 133 135. 44 Reducing the Effect of Flood through River Training Work Suthar Kandarp Engineering 136 138. on Shedhi River at Khumarvada Village of Kheda District kumar P Solanki. Gujarat Jitendrasinh C, 45 Case Studies in Community Initiated Rainwater Harvesting Dr Mahalaxmi Krishnan Environment 139 140.
46 Impact of Human Activities on Mangroves Ecosystem Arvind A Dhond Environment 141 143. 47 Equator Principles an Innovative Tool for Environmental Ashok R Bantwa Finance 144 146. and Social Sustainability, 48 Investor Activism The Icahn Effect Ch Chaitanya Finance 147 149. 49 Dividend policy A fundamental signal Krunal K Bhuva Finance 150 151. Dr Vijay Vyas, 50 Infrastructure Creation And Utilisation In Railways Mrs K Revathi General 152 154. Dr R Ganapathi Management, 51 Impact of Environmental Parameters on the Worker s Work Tulika Srivastava Home Science 155 156. Capacity Involved in Organized Poultry Farm Dr Aditi Vats. 52 Impact of Electronic Communication Media on Consumers Sandhya Rani Home Science 157 159. Dr Chhaya Shukla, 53 A Study On Employee s Performance Appraisal With S Ragothaman Human 160 162. Reference To Mitsubishi Heavy Industry Tools Limited D Yuvaraj S Sridhar Resource. Management, 54 Roles of the Expatriate Kapil Dev Upadhyay Human 163 164.
Dr Prof Vijay Kumar Resource,Soni Management, 55 English in Multicultural Society of Asia Bhaveshkumar Rana Literature 165 167. 56 Need to Reform General English Syllabus at UG Level Dr Wajahat Hussain Literature 168 169. in the Affiliate Colleges of the University of Jammu An. Experimental Study, 57 A Study On Employee Retention for Sustaining the Dr C Swarnalatha Management 170 172. Talented Employees in Health Care Industry in a Private TS Prasanna. Multi Speciality Organization, 58 Present Status Of Women Self Hep Groups In Tamilnadu M Gurusamy Management 173 175. P Uma Maheswari,C Sangeetha, 59 Volatility In Indian Stock Markets Mr Santanu Kumar Management 176 180. 60 Women Entrepreneurs Role Development and Siddharth Raval Yupal Management 181 182. Contribution in Indian Economy Shukla, 61 Talent Management A Bird Eye View Kalaspathi Management 183 184.
Vishwakarma, 62 Efficient Positioning For Sustained Leadership Ms Asha Anotny Management 185 188. Ms S Anbu Selvi, 63 An Imperical Study on Women s Approach Towards Equity Ritesh Hasmukhlal Management 189 193. Market Amarsela, 64 A Study on the Role of Securities Exchange Board of India V Arockia Jerold Management 194 197. SEBI Towards Insider Trading Practices in Indian Capital. 65 Profitability Of Commercial Banks With Special Reference Ms R Gokilavani Management 198 200. To Indian Overseas Bank Dr R Ganapathi, 66 Brand Preference For Mineral Water With Reference To Dr R Ganapathi Management 201 205. Pollachi G Murali Manokari, 67 ISO 9000 Impact of Quality Systems on Business Manisha Paliwal Management 206 207.
Performance, 68 Perceived Satisfaction of Mobile Prepaid Users and Dr J M Badiyani Management 208 209. demographic factors, 69 STUDY ON NPAs IN SBI WITH REFERENCE TO Ms R Gokilavani Management 210 213. COIMBATORE Dr R Ganapathi, 70 Consumer Protection Issues and Impediments In Rural Mrs K Revathi Management 214 216. Areas Dr R Ganapathi, 71 Service Quality and Customer Satisfaction in Mr Akshay Arora Management 217 219. Telecommunication Companies Ms Sujitha R, 72 To Study The Organizational Stress It s Causes Effects Mr Vimal P Jagad Management 220 222.
And Remedies of Private Banks At Bhavnagar Region Mr Mukesh C Ajmera. 73 Case Study on Utilisation of ATM With Reference To R Gokilavani Management 223 226. Erode Town Dr R Ganapathi, 74 Case Study Method An Ideal Tool of Learning Mr T Kalimuthu Management 227 229. Dr R Ganapathi, 75 Ethics Marketing A Deep Connection Ashish Nathwani Marketing 230 232. 76 The Emerging Role of HR in India Axaybharti N Goswami Marketing 233 234. 77 Marketing Of Diamond Jewellery In Coimbatore An Dr R Ganapathi G Marketing 235 237. Opinion Survey Murali Manokari, 78 A Study On Customer Satisfaction Towards Cable TV K Navarathinam Marketing 238 240. Services With Special Reference To Thirumangalam S Anbu selvi. Madurai District, 79 Changing Consumer Behavior towards IPL Nirav R Vyas Marketing 241 242. Dr Vijay Vyas, 80 Q Level Subnearring Of Q Intuitionistic L Fuzzy M M Shanmugapriya Mathematics 243 246.
Subnearrings K Arjunan, 81 Effect of Selected Yogic Aerobic Exercises and Combined Dr Shivarama Reddy Physical 247 250. Yogic and Aerobic Practices on Resting Pulse Rate M Dr Manjappa P Education. 82 Analysis of Long Jump Performance T Christopher Nallarasu Physical 251 252. Dr V Mahadevan Education, 83 Panchayats and Women Self Help Groups A Study With Dr Pralhad Chengte Political 253 254. Special Reference to Gulbarga District of Karnataka Science. 84 The Frustration among T B Patients A Psychological study Dr Kishor N Mehta Psychology 255 256. 85 Voice Activation Detection Algorithm for Estimating the Kanu Patel Science 257 269. Noise From Human Speech Signal Sameena Zafar, 86 An Analysis of Changing Socio Cultural Practices Among Dr M Sreedevi Xavier Sociology 260 262. The Lambadas Of Andhra Pradesh, 87 Sociology of Art A Theoretical Exploration Dr Poonam Gandhi Sociology 263 265. Moirangthem, 88 Dalit Nari Sthan Paristithi avam Samsya Dr H L Chavda Sociology 266 269.
89 Ansuchit jatiyan me lagan sansthan bhal achal jilla Dr H L Chavda Sociology 270 272. ahmedabad gujarat rajya ke vanshis sandarbhme, 90 Techniques of Steganography and Steganalysis Bhavsar Jaimin H Technology 273 276. Imran Khan, 91 Contributions of Tourism An Analysis Dr Bheemanagouda Tourism 277 278. Volume 1 Issue 4 April 2012 ISSN 2250 1991,Research Paper Accountancy. Corporate Mergers and Acquisitions Legal,Accounting and Strategic Issues. Mira J Bhanderi, Assistant Professor Smt S V Malaviya School Of Management Gondal Road Rajkot.
Mergers and Acquisitions have been widely used in developed economies as a growth strategy and is now increasingly getting. accepted by Indian businesses as a critical tool of business strategy Businesses are acquired to gain strengths expand. customer base cut competition or enter into a new market or product segment The basic argument that M As increase. shareholders value through exploitation of synergies is based on the assumption that the combined organization can be. operated in a way that generates greater value than would be the sum of the value generated by the stand alone companies. Introduction electronic goods manufacturing company and electronic. The core goal of the any corporate is to maximize its wealth goods marketing company merged with each other this will. and shareholder s value This objective can be achieved in include this type This kind of merger may take the form. ternally either through the process of introducing new prod of forward or backward merger If a company combines with. ucts or by enlarging the capacity of the existing products On the supplier of material it is known as backward merger and. the other hand the growth process can be facilitated external vice versa that is if it combines with the customer it is called. ly by acquisitions takeovers mergers and so on There are forward merger iii Conglomerate merger is a combination of. strengths and weaknesses of both the processes of achieving corporate firms engaged in unmatched and unrelated lines of. goals This study seeks to examine the legal and accounting business activity Diversification of risk constitutes the ration. issues in general and business strategy issues in merger and ale for such kind of mergers The mergers of L T and Voltas. acquisition proposal of BSNL and MTNL Ltd is the model of conglomerate companies. Mergers Acquisitions and Takeovers Meaning and Legal Framework and SEBI s Role. Types The beginning to amalgamation may be made through com. Mergers Acquisitions and Takeovers etc are terms that are mon agreements between the transferor and the transferee. commonly used interchangeably but often differ by situation but plain agreement does not provide a legal cover to the. Merger generally refers to unification of two equal players into transaction unless it carries the sanction of company court. one unit while Acquisition refers to one competitor buying out for which the procedure laid down under section 391 of the. another to combine the bought entity with itself A takeover Companies Act Procedure for merger and amalgamation is. may be defined as obtaining of control over management of a different from takeover Formers are regulated under the pro. company by another A company may have effective control visions of the Companies Act 1956 whereas takeovers are. over another company by holding minority ownership As per regulated under the SEBI Substantial Acquisition of Shares. Accounting Standard 14 which is for the purpose of amalga and Takeovers Regulations. mations and mergers the exhaustive classification of these. terms is provided as A THE COMPANIES ACT 1956, The following is the outline of legal procedures for merger or. Transfer of all the assets and liabilities from the transferor acquisition laid down in the said Act. to the transferee Two or more companies can only be amalgamated if. Acceptance of shareholding in the transferee company memorandum of association of such companies is per. by at least 90 of the shareholders of the transferor by mitted to do so In the absence of this permission of the. exchange of equity shares shareholders board of directors and the Company Law. Intention to carry on the transferor s business after amal Board should be taken before affecting the merger. gamation and, Non adjustment in the value of assets and liabilities other Both the companies should inform the stock exchanges. than to ensure uniform accounting policies where they are listed about the merger. Notwithstanding terminological differences mergers can be The board of directors BOD of the individual companies. usefully distinguished in to three kinds i Horizontal Merg should approve the draft proposal of mergers. er takes place when two or more corporate firms dealing in. comparable lines of activity combine together due to variety A copy of draft proposal approved by the BOD of both the. of reasons such as reduction in competition putting an end companies should be submitted to high court High Court. to price cutting and to get the advantages of economies of would convene a meeting of shareholders and creditors. scale in production research and development and market to approve the mergers but the notice of such meeting. ing and management Oriental Bank of Commerce and Glo should be sent to them at least 21 days in advance. bal Trust Bank merger is an example of this type while BSNL. and MTNL if merged shall also come under this category ii The individual companies should hold the meeting and at. Vertical Merger is a grouping of two or more corporate firms least 75 of shareholders and creditors should approve. involved in different stages of production or distribution When the scheme. PARIPEX INDIAN JOURNAL OF RESEARCH X 3,Volume 1 Issue 4 April 2012 ISSN 2250 1991. After the approval of shareholders and creditors on the of acquiring company after the acquisition of the target com. petitions of the companies the high court will pass order pany are adjusted for the purchase price paid to the target. to sanction the merger scheme company The purchase price can be considered in shares. debentures or cash or a combination of all these items as. The true copies of high court s order will be submitted to per agreement The assets and liabilities after merger are. the Registrar of Companies revalued to know the monetary value of such assets and li. abilities at the time of merger If the acquirer pays a price. Transfer of assets and liabilities of acquired company will which exceeds the fair market value of assets and liabilities. take place as per approved scheme and the excess amount will be shown as goodwill in the acquir. ing company s books On the other hand if the fair market. As per scheme the acquiring company will exchange value of assets and liabilities is less than the purchase price. share or debentures or cash for the shares and deben paid then this difference will be recorded in liabilities side as. tures of the acquired company capital reserve,B SEBI GUIDELINES Strategic Issues BSNL AND MTNL. Securities Exchange Board of India SEBI has provided Mergers and Acquisitions have been widely used in devel. guidelines for takeover only The prominent features of the oped economies as a growth strategy and is now increas. guidelines are ingly getting accepted by Indian businesses as a critical tool. of business strategy The strategic issues may include In. i When an individual or a company acquires five per cent stantaneous growth increased market share acquisition of a. or more of the voting capital of a company then Target competence access to funds and tax benefits. Company and the concern stock exchange shall be noti. fied immediately A core group set up by the department of Telecommunica. tion DOT on the restructuring of public sector telecom. ii There is a limit in acquiring shares of another company companies has recommended the merger between BSNL. without making any offer to other shareholders that is ten and MTNL The core group which submitted its report to the. per cent of the voting capital secretary of DOT has said that the merger of the two enti. ties is necessary in view of the new competitive environment. iii If the holding of the acquiring company exceeds ten per in the telecom sector in the country The merged entity will. cent a public offer to purchase a minimum of twenty per become the largest company in both in wire line and mobile. cent of the shares shall be made to the remaining share operations The committee has explored the pros and cons of. holders by a public announcement the four feasible options for mergers of the two public sector. entities i BSNL merger into MTNL ii MTNL into BSNL iii. iv If offer is made to the shareholders the minimum offer acquisition of BSNL by MTNL and iv acquisition of MTNL. price shall not be less than the average of the weekly high by BSNL It has suggested that the BSNL merger into MTNL. and low of the closing prices during the last six months would involve a lot of stamp duty costs and may violate SEBI. before the date of announcement of such offer norms envisaging a minimum public float for the listed compa. ny The other option is MTNL may be merged into BSNL the. v The offer should disclose the detailed terms of the of relisting of the company would be required The other option. fer identity of the offerer details of the offerer s existing is acquisition of BSNL by MTNL This would be acceptable to. holdings in the offeree company etc and this information the MTNL shareholder but trade unions may resist this move. should be made available to all the shareholders at the MTNL is a listing a company in India and New York Stock. same time and in the same mode Exchange The final option is acquisition of MTNL by BSNL. if this happens the listing company s shareholders especially. The main objective of the Companies Act and the SEBI the minority shareholders will not be benefited Now that it. guidelines for takeovers are to ensure full disclosure about is almost certain that the two would not be disinvested in the. the mergers and takeovers and to protect the interests of the near future a merger is the best available option The original. shareholder especially the small shareholders proposal was to disinvest MTNL Later the idea of a merger. was put forward,Accounting Issues, Mergers and Acquisitions involve complex accounting behav Conclusion.
ior There are two major accounting treatments which are There are two ways to grow a business one is through organic. available in case of mergers and acquisitions Firstly Pool growth and other one is through inorganic growth While tak. ing of interest method of accounting under this method the ing the organic growth path the company incrementally grows. financial statements that is the balance sheet and the profit its people customers infrastructure resources and thus rev. and loss account of merged corporates are combined without enues and finally profits while inorganic growth would pro. recording the effects of merger in the financial statements vide instantaneous growth enabling the company to skip a. This indicates those assets liabilities and other items of the few steps on the growth ladder Mergers and Acquisitions is. acquiring and the acquired corporates are simply added at an inorganic growth strategy There are legal boundaries on. the book values without any adjustments for mergers There mergers and acquisitions in India under Companies Act 1956. fore there is no revaluation of assets or creation of goodwill and SEBI Accounting Standard has also play a crucial role in. or capital reserve at the time of mergers Second method is determining the purchase price and its accounting treatment. Purchase method under this method the assets and liabilities. 4 X PARIPEX INDIAN JOURNAL OF RESEARCH,Volume 1 Issue 4 April 2012 ISSN 2250 1991.


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