“My leash is so short my legs don’t even touch the ground.” We’ve recently been talking to JV CEOs about their formal levels of delegated authority and the lack of freedom they feel exists to effectively run the business. What drives their freedom to operate? It’s whether and how the shareholders indirectly and informally wrap themselves around those formal authorities. Consider the CEO of a mining JV who inherited high levels of delegated authorities. After taking the job, he discovered he needed Board approval on any “high-risk” investment, Board involvement was required at each study-phase gate, and the Board relied on shareholder-staffed independent project review teams (IPRs) to review capital projects. Contrast this with the CEO of a $20 billion agricultural and food processing JV. The CEO has low levels of formal authority – including no opex or capex budget over-run allowance. But she is not saddled with many informal or hidden constraints. The JV Board meets just three times a year, includes the CEOs of both parent companies, three independent directors, and has a limited number of committees, which are composed purely of Board members. That’s what freedom to operate looks like in a JV. When JV Shareholders, Boards, and CEOs only focus on formal delegated authorities, they miss at least half the story. The web of informal, indirect, or partially concealed constraints has the potential to materially limit how much authority is handed to management. To be clear: We believe that formal delegations still matter, and not all constraints are bad. Rather, we’re saying that JV Shareholders, Boards, and CEOs need to see the holistic picture of management delegations. This allows decision makers to set all the dials at levels consistent with the needs of the business. If you’d like to have a chat or learn more about our JV governance benchmarks, give me a shout. 

A.P. Moller Holding to acquire Concentric AB for $838m. A.P. Moller Holding, a business conglomerate, agreed to acquire Concentric AB, a manufacturer of hydraulic products and diesel engine pumps, for $838m. “Concentric is a global leader in pump, fan, and thermal management solutions for the commercial vehicle market, and is uniquely positioned to actively support its customers through the energy transition. Furthermore, Concentric’s innovative solutions are well positioned for expansion into new and adjacent markets such as energy storage and datacentres. To pursue these growth opportunities, the Company faces significant investments in the organisation and product development, initiatives that will require both capital and patience from all stakeholders," Jan Nielsen, A.P. Moller Holding CIO. Concentric AB (led by Anders Nielsen, Martin Kunz and Marcus Whitehouse) is advised by EY, SEB and Advokatfirman Lindahl. A.P. Moller Holding (led by Robert Maersk Uggla, Jan Nielsen and Martin Larsen) is advised by Citi, Danske Bank, Sverige Filial, White & Case LLP and Fogel & Partners. https://lnkd.in/gqimCV6v #MergersAcquisitionsDivestitures #Pump #Hydraulics

🚨 **Non-Appointment of Key Managerial Personnel: Penalty Imposed on M/S Mahatamil Mining and Thermal Energy Limited** The Ministry of Corporate Affairs (MCA) has imposed a substantial penalty of ₹75.18 lakh on M/S Mahatamil Mining and Thermal Energy Limited for non-compliance with the mandatory appointment of Key Managerial Personnel (KMP) under the Companies Act, 2013. **Key Facts of the Case:** - During the examination of the records of the Company it has been observed that the Company has not appointed whole time key managerial personnel as required under Section 203(1) of the Companies Act 2013 r/w rule 8A of Companies (Appointment and Remuneration) rules, 2014 for the following timelines: a. Company Secretary from 17.12.2014 to 28.01.2015 and 05.01.2018 to 10.12.2023 b. Whole time Director/ Managing Director/ CEO 02.10.2014 to 31.07.2015 and 13.03.2018 to 23.01.2020 c. Chief Financial officer from 02.10.2014 to 28.01.2015, 01.07.2018 to 11.03.2021 and 11.05.2023 to till date **Order Highlights:** - The order emphasises the importance of adhering to corporate governance norms and the need statutory requirements. - The penalty serves as a reminder for all companies to maintain compliance with the provisions of the Companies Act to avoid similar consequences. This case underscores the critical need for strict adherence to statutory regulations concerning corporate governance and the appointment of KMP. Ensure your company stays compliant to avoid such penalties. #compliance #penaltyimposed #mca #companysecretary #mcaupdates #lawcompliance

While most Indonesian corporates are healthy, corporate distress is increasing in the country, and many companies need to significantly deleverage and turn around their operational performance. Distress is present across industry sectors with varying degrees of concern. Over the last 2 years it has grown most strongly in Metal and Mining (Non Coal), Consumer Goods, Chemicals & Materials and Retail sectors. Alvarez & Marsal Southeast Asia and Australia (SEAA) team has recently released a report titled, “Indonesia Distress Alert” that captures the performance of the Indonesian corporate landscape over the last 4 years. To read the full report, please see link: https://okt.to/b9ZoXN #Amon #AlvarezandMarsalSEAA #IndonesiaCorporates #DistressedCompanies #Restructuring Utsav Garg, Alessandro Gazzini, Manas Tamotia, Pankaj Saluja, Ronald Thompson, Joshua Taylor, Charles Evans, Nachiket Shahu Deshmukh, Eggy Putera,

𝐁𝐨𝐬𝐤𝐚𝐥𝐢𝐬 𝐭𝐨 𝐅𝐮𝐥𝐥𝐲 𝐀𝐜𝐪𝐮𝐢𝐫𝐞 𝐒𝐦𝐢𝐭 𝐋𝐚𝐦𝐧𝐚𝐥𝐜𝐨 Royal Boskalis B.V. (Boskalis) has signed an agreement to acquire the remaining 50% shares in Smit Lamnalco, thereby taking full ownership of the company. Smit Lamnalco, known for providing terminal services, reported an annual revenue of approximately USD 275 million and an EBITDA of USD 100 million in 2023. The transaction is subject to customary conditions, including regulatory approval. Boskalis had announced in 2021 that it was reviewing its position as a shareholder in the strategic joint venture Smit Lamnalco. Since 1964, Boskalis has held a 50% stake in the company, with the remaining shares owned by The Rezayat Group. Smit Lamnalco offers marine services for oil and gas terminals, LNG terminals, SPM terminals, floating production units, harbor towage, and mining logistics. The company operates a fleet of over 225 vessels and employs nearly 3,000 staff globally. The Smit Lamnalco brand was established in 2012 through the merger of Lamnalco and SMIT Terminals. The merger followed Lamnalco’s acquisition of SMIT’s terminals and AHTS transport businesses from Boskalis in 2011, creating a major offshore marine services provider.

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Reuters reports "German chemicals firm Covestro is giving ADNOC access to its books and stepping up talks based on an improved 11.7 billion euro ($12.5 billion) takeover offer, after more than a year of courtship by the Emirati energy company. Covestro, which makes plastics and chemicals for construction and engineering, said on Monday it believed the two sides could "generally reach a common understanding regarding core aspects of a possible transaction including support for Covestro's further growth strategy". Discussions, which had previously been described as open-ended, will now be "concrete negotiations", with Covestro providing due diligence information, after ADNOC, short for Abu Dhabi National Oil Co, made a 62 euros per share offer, it said. That was up from 60 euros previously, according to what people familiar with the talks had told Reuters. Covestro said talks would proceed "in a timely manner" and there was no certainty of an agreement. Its shares were up 6.4% to 54.46 euros at 1115 GMT. A spokesperson for ADNOC welcomed Covestro's decision: "We look forward to jointly working with Covestro to swiftly progress due diligence for this important transaction," adding that this was ADNOC's final offer. It has taken the two sides more than a year to get to this stage. ADNOC's initial informal offer to Covestro was reported in June 2023, but it wasn't until September last year that the German company entered into open-ended formal discussions. The length of the discussions would suggest that many of the issues are likely to be well advanced, Jefferies analyst said in a note. Covestro has postponed its capital markets day scheduled for June 27 "in light of the recent developments" until further notice, the company said. ADNOC has been pursuing a series of European targets. It has also been in talks with Austria's OMV to create a chemicals giant with combined annual sales of more than $20 billion. In December, it agreed to buy European chemical producer OCI's stake in ammonia and urea producer Fertiglobe for $3.6 billion. Reuters reported in April that it had for a while considered buying Britain's BP. ($1 = 0.9327 euros) (Reporting by Ludwig Burger, Emma-Victoria Farr, Patricia Weiss, Yousef Saba, Ron BoussoEditing by Friederike Heine and Mark Potter)" https://lnkd.in/gU4wU9fB

Moove Lubricants Postpones IPO Amid Market Uncertainty https://lnkd.in/diN2MBvP Moove Lubricants Holdings stands as a pivotal entity within the lubricants industry. The recent delay of its initial public offering (IPO) has drawn significant attention, highlighting broader trends in the financial landscape. This article delves into the implications of this delay, exploring its effects on Moove and investor sentiment. Overview of Moove Lubricants Holdings Moove Lubricants Holdings plays a crucial role in the lubricants industry as a subsidiary of the prominent Brazilian conglomerate, Cosan SA. Founded with the mission to deliver high-quality lubricants, Moove has positioned itself competitively in the market. The company's history is rich with innovation and a focus on sustainability, aligning with Cosan’s broader objectives. As part of a larger group, Moove benefits from robust strategies and resources that enhance its operations and market presence. Understanding Initial Public Offerings So, what exactly is an initial public offering, or IPO? In simple terms, it's when a company decides to offer its shares to the public for the first time to raise capital. IPOs are crucial for companies like Moove Lubricants Holdings because they allow businesses to attract investment and support growth initiatives. By going public, companies can also enhance their profile and credibility in the market, which can attract even more investors. The Delay of the Moove Lubricants Holdings IPO Recently, Moove Lubricants Holdings made headlines with the announcement of a delay regarding its IPO. This news raised eyebrows in the investment community, as many were eager to see how the company would fare in the stock market. Several factors contributed to this decision, including market conditions and internal strategic considerations. The delay not only affects Moove but also has implications for investor sentiment overall, as it can spark uncertainty in the market regarding the company’s future growth. The Impact of Cosan SA on Moove Lubricants Cosan SA influences Moove Lubricants Holdings in various ways. As the parent company, Cosan's strategic decisions shape Moove's operational framework and market approach. This corporate synergy means that any changes in Cosan's strategy can ripple through to Moove, impacting its investment strategies and stock market performance. Investors often keep a close eye on how Cosan's actions might affect Moove, making it a critical aspect to consider when analyzing the company's prospects. Reasons for IPO Delays in the Lubricants Industry Delays in IPOs are not uncommon, especially in the lubricants sector. Key reasons typically include: - Unfavorable market conditions: Volatility in the market can cause companies to wait for a better time to go public. - Pricing strategy challenges: Companies need to set the right price for their shares, which can be tou...

Some advantages of working for a family owned company As I spend more time at Friedhelm Loh Group, my learning curve about the difference between corporate firms and family owned companies continues to evolve. Some time ago, the CIO told me in passing that he would have an interesting process mining expert join IT who could potentially transfer to my team later on. Next thing I know is that two weeks ago, my day starts with a message from that very guy Julian Biswanger informing me he has arrived and can we please discuss what his initial focus areas should be… Ok. I flag this to my CFO boss, who happens to be meeting with the “triumvirate of power” a few days later: Prof. Loh and the CIO. Basically, senior leadership has agreed that GBS´ role in digitalization is important, and there is a decision to transfer this headcount to my team (which means a reduction for IT). You may be thinking why is this a big deal, but for me, it is a new (and great) experience: instead of such an entrepreneurial approach, I am used to nasty budget discussions and people solely defining their personal importance by number of staff in their empire. Honestly, this one feels like an unexpected Christmas present!

Value, Value, Value! The result of close alignment to strategic goals & great teamwork!