Questions Diligence Series mergers and acquisitions – due account of human resources (HR)
Introduction:
Due diligence is the process of verifying the information and documentation to ensure a reasonable person "you get what you pay." When buying, selling or forming a joint venture is very important that the books and documents are checked and tested to ensure that the historical financial results are validated. If your company has a team of professionals with experience in multiple operations and a detailed list ofmonitoring is probably an exception to the rule, most companies because of these types of transactions rarely. Therefore, it is recommended that due diligence is a coordinated effort with the members of society and an external firm that has experience with the due diligence process.
Examples of questions to ask during the interview of key management personnel of the following checklist of due diligence.
QUESTIONS FOR VP OF HUMAN RESOURCES
HumanResources
How many people in society?
What is the breakdown between PT and FT employees?
There have been recent layoffs or new hires?
What are the obligations of departure?
What is the turnover? The employees happy? The company had any OSHA complaint? What types of insurance the company provides its employees? The company is self-insured? What is the stop loss per employee (per year)?
Is there anyone who is seriously ill?
What are the prizes?
There is life insurance for all employees (key man life insurance)? The company has D & O insurance? The company is self-insured for accidents?
If yes, what is the policy of stop loss for large claims in a year depending on the circumstances?
Who is the annual cost of the policy of stop loss /?
Who is the policy of stop loss / from?
Who is the administrator of third-party policy?
The company has L / C to support the exposure under the policy of self-insured? If so, how?
If the company for a dollar policy before or one with a reasonable deductible, what will be the annual premium? What is the company's workers' compensation loss history over the past 5 years? What is the loss of workers 'compensation' for the year? Premium declined as the company reduced its workforce? What were the claims of workers? What are the prizes? The company has a pension plan?
Is there a private plane?
As the plan is funded?
And 'this from a businessTerm plan employer? What is the potential liability if the company had to withdraw from the term plan employer?
What is the responsibility of pension funds The company now?
The lesson plan funded?
Perhaps cash available for operations?
The company recently changed the parameters for the calculation of pension funds?
The company has other post-employment obligations (health care for retirees)? What is the liability under?
The company has a 401K programcounterparty?
The company provides employee benefits?
There are other compensation beyond the payroll?
Are personal expenses through the PA or wages or both?
How often are paid employees (pay, hours)?
How much overtime pay attention to hourly employees?
When the commission paid?
What is the usual amount of pay?
There is a collective agreement in force?
If yes, when it expires?
When was the last time there was astrike?
What% of employees are unionized?
How to pay than the industry average?
The agreement to prevent the sale, merger, reorganization or any other measures necessary to establish the viability?
Conclusion
The due diligence process is very financially oriented, but legal professionals, tax, human resources, insurance and risk, sales and operations are involved in and responsible for different areas of process validation. Nottake lightly the process and not assume that the information provided is correct, without the consolidation and analysis to validate the accuracy.
It takes a cross-functional team of reasonable diligence, remember this is also part of the process of negotiating the final purchase price is usually set on the basis of due diligence information. Be sure to ask the right questions, and confirm!