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Clearing Out Your Garage – Benefitting from Corporate Structure Simplification

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Clearing Out Your Garage – Benefitting from Corporate Structure Simplification

Eddie Bines, Director, Duff & Phelps

“Any intelligent fool can make things bigger and more complex. It takes a genius and a lot of courage to move in the opposite direction.” Whilst I’m sure Albert Einstein was referring to complex physics when he made this assertion, his words are true for business generally and more specifically, legal entity structures.

Many corporates (not just large multinationals) seem to excel in making things unnecessarily complex by setting up more legal entities than they know what to do with. Of course, it’s not always intended to make matters complicated. Often, they were formed for a specific operational or financial reason, or for tax structuring purposes. Alternatively, they were acquired through M&A activity.

Irrespective, it doesn’t take long for the group structure to grow and the corporate garage to get cluttered with bric-a-brac.

It’s not uncommon for an organisation to have hundreds of companies in its structure. Even when these companies no longer serve an obvious purpose, groups often retain them, leaving them “as-is” rather than toying with the status quo.

Keeping such entities can be costly, risky (for the corporate itself and directors personally) and can hamper the implementation of other strategic initiatives. Consequently, “clearing out the garage” is not something to continually postpone but tackle head-on in the near-term either on its own or as a component of a wider strategic transformation/reorganisation initiative.

Often, companies will initiate a defined Corporate Structure Simplification (“CSS”) project to tackle some of these issues. When implemented successfully, execution is well planned, quick and can provide speedy payback. By clearing out the garage, you’re not only eliminating unnecessary entities, but also managing risk and making a leaner, more agile organisation to take into the future.

So, what indicators should management look for when determining whether to progress CSS efforts? In our experience, there’s no specific criteria. If you can’t describe your own corporate structure internally, if it doesn’t match your organisational culture of transparency, if it takes up a whole wall in your office or if your employees are facing and raising day-to-day challenges caused by the complexity, those are some of the signs.

You’ll have senior executives acting as directors of companies they know nothing about, swathes of dormant companies or intermediate holding companies creating unnecessary tiers in the group structure or your finance team (and other functions) spending an inordinate amount of time supporting non-core entities.

The question then becomes whether you have the capacity and energy to clear out the garage. If you do, you’ll find lost family treasures and previously unidentified wasps’ nests in the process.

As the CFO/Financial Director, you want to avoid being challenged by the board or other senior management on the group structure and having to defend its complexities. Non-executive directors and newcomers to the senior management team may have a different perspective on what “good” looks like from working with other organisations. Furthermore, current and potential investors, finance providers, employees and other stakeholders will all value transparency and a group structure that is easily explained.

Duff & Phelps has worked alongside numerous clients from mid-market to large corporates on CSS initiatives. A properly planned and resourced CSS initiative can deliver a wide-range of sometimes unexpected benefits (summarised below) for your organisation. The trick then is to ensure that those benefits are sustained through making CSS business as usual, thereby facilitating long-term entity management.

The moral of this story is prioritise clearing out the garage on your “to do” list –  identify where everything is, get rid of unnecessary clutter and put things where you want them. You’ll feel good about it, see the value in your achievement and be wary of letting it return to its previous state.

Corporate Structure Simplification (“CSS”) – Benefits Summary

  • Reduced audit, tax, regulatory and other compliance costs
  • Reduced internal costs associated with maintaining unnecessary entities – Executive, Finance, Legal, Company Secretarial and Human Resources will all benefit from focusing on core activities
  • Mitigation of corporate risk and director personal risk associated with compliance failings, fading or lost corporate memory and potential contingent liabilities
  • Improved governance and transparency (and therefore reduced impact of disclosure requirements and corporate governance reform) – increasingly valuable in a world that is demanding it with legislation and guidance changing to improve it
  • Resolution of issues resulting from unnecessary complexity such as tax inefficiency and dividend blocks
  • Releasing capital tied up in balance sheets of individual entities
  • Restricted scope and cost of future improvement and transformation efforts
  • Synergies achieved through the alignment of the entity structure with operational activities

Business

Voice Quality Matters: Quarter of Employees Working From Home Still Experiencing Regular Connectivity Issues

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Voice Quality Matters: Quarter of Employees Working From Home Still Experiencing Regular Connectivity Issues 1

-Survey of 1007 SMEs in the UK by Spitfire Network Services Ltd reveals pain points for employees working from home-

-27% experience frequent or occasional connectivity disruptions despite working remotely since March-

-Only 4% of employees working from home have a dedicated Internet connection for work-related purposes-

Spitfire Network Services Ltd, a provider of telecoms and IP engineering solutions to UK businesses, today revealed data that showed more than a quarter of employees experience regular issues with connectivity whilst working from home. The ‘Voice Quality Matters’ survey found that 27% of employees faced connectivity challenges such as drop-outs or lags during the course of their working day, causing frequent disruption and impacting on productivity. With the majority of voice (video) communications hosted via the Internet, the importance of ensuring your voice can be heard has never mattered more.

The survey revealed that only 4% of employees working from home had their own dedicated internet connection for work purposes. Instead, employees are relying on their home broadband for connectivity. When asked, 57% of employees revealed that they had between 3-10 devices connected to their home broadband at any one time.

Employees were also asked about the time of the day that most of the issues occurred, 4pm-6pm was revealed to be the problem hours. With kids returning from school and using personal devices, the strain on the network resulted in connectivity problems arising.

Dominic Norton, Sales Director, Spitfire Network Services Ltd, commented on the findings: “We were unsurprised to discover that more than one in four employees are facing connectivity challenges whilst they work from home. When you consider that remote working can no longer be classed as the supposed ‘new normal’ with this shift happening over 9-months ago, it shows that businesses have been slow to act. Connectivity is critical for employees to mirror the experience of the office from home – critical for delivering a service to customers and ensuring their workforce is as productive as possible. My message to businesses would be to act now and really consider the damage that may be being caused to both productivity and reputation.”

In total, 1007 respondents were surveyed throughout November 2020 as part of the Voice Quality Matters survey conducted by Spitfire Network Services Ltd.

For more information about Spitfire Network Services Ltd, visit www.spitfire.co.uk.

To find out how we can support your customers to ensure they stay connected, please contact [email protected].

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How can we benefit from mandated e-invoicing?

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How can we benefit from mandated e-invoicing? 2

By Mark Stephens, the CEO of Blackstar Capital

Electronic invoicing is at a tipping point. On the one hand, only a small minority of invoices that are sent globally are e-invoices. It is estimated that 75% of the world invoices are still transacted on paper, and those that rely on email instead experience similar inefficiencies. On the other, a recent trend of B2G mandates from governments around the world could potentially serve as a catalyst for a new wave of public and private sector e-invoicing adoption.

In India, for example, the Central Board of Indirect Taxes and Customs has regulated that e-invoicing will be mandatorily adopted by all companies with a turnover exceeding INR 500 crore. The decision follows many countries in Latin America, most notably Brazil and Mexico, where electronic invoices have been mandated as the only acceptable standard for all significant public and private commercial transactions.

In Latin America, these systems are largely being used as a tool to improve the government’s fiscal control and recapture lost tax revenue from economies with high rates of cash transactions. Brazil, Chile and Mexico have all adopted a ‘clearance model,’ where before invoices are sent, they are cleared by a government portal. Documents are therefore tax-compliant in real-time, reducing delays and fines, while significantly reducing tax leakage. India’s model is broadly similar to this, and the EU is also looking towards adopting something similar to the clearance model.

In 2019, all VAT-registered businesses in Italy started issuing invoices electronically using the country’s online exchange system. The decision in Italy, like many others, was again driven by tax efficiency. While these mandated government decisions can help achieve this, experts say the benefits of e-invoicing actually go well beyond this and it is time the arguments for mandating e-invoicing include the benefits for small, medium and global businesses too. The EU has been clear: mandated e-invoicing has the potential to not only save government processing costs, but also provide the stimulus for private sector adoption that can drive the environmental, cost, and efficiency benefits.

For businesses, the potential benefits are huge. Companies on average able to save between 50-70% of processing costs and 65% of invoice processing time. E-invoicing reduces errors, fraud and human intervention. A Wax Digital study found about 25% of time handling paper invoices is spent on resolving problems related to data entry and processing. As there are roughly 16 billion B2B invoices processed each year in Europe alone, Deutsche Bank projected that full adoption could lead to an annual saving of at least €260 billion. Organisations already using e-invoicing have been motivated to do so because of this huge cost efficiency aspect.

Mark Stephens

Mark Stephens

In the most recent Spring Statement, the Chancellor of the Exchequer described late payments as a ‘scourge’ and according to Siemens Financial Services, SMEs in the UK are missing out on over £250bn of working capital cash flow due to late payments. Xero found that businesses which use online tools get paid 33% faster than those which use paper invoices. Faster approval cycles result in better cash flow, which can be passed down the supply chain in cost and time savings. Finally, a mandated move from paper to paperless could have a huge impact on the global carbon footprint.

In addition to the impact that the reduction of late payments can have on the working capital of businesses globally, e-invoicing can provide a more efficient avenue for the funding of invoices.  Invoice financing is not new, but the level of transparency and depth of data accessible via modern e-invoicing platforms enable direct access for financiers to provide faster, efficient, de-risked, and innovative funding solutions in relation to the financing of such invoices. There is a growing belief that this will have a fundamental, evolutionary impact on the invoice financing space.

Public sector mandated e-invoicing therefore can be expected to drive private sector e-invoicing adoption and provide the gateway for the digitisation of many business processes. The blueprint for adoption was Denmark’s pioneering 2005 legislation that allowed vendors to submit invoices online, free of charge, using a SaaS service. The Danish were focused on the economic benefits of e-invoicing and decided the best way to influence behaviour would be to keep the barriers to entry as low as possible. By offering a free and open service, Denmark was able to voluntarily achieve the long-term commercial adoption of B2B e-invoicing in the private sector after mandating public sector B2G e-invoicing.

Now with the challenges of Covid-19, global governments will be more focused than ever on cost efficiencies and the need to guarantee tax revenues. Mandating e-invoicing, however, can also have huge knock-on benefits for the wider B2B business market. With a higher adoption rate across the private sector, mandating e-invoicing will provide huge cost and efficiency savings for businesses at a time when public and private finances are under significant pressure.

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How fintech companies can facilitate continued growth

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Fintech M&A: the terrible teens?

By Jackson Lee, VP Corporate Development from Colt Data Centre Services

The fintech industry is rapidly growing and, in the first half of 2020, fintechs have secured more than $25 billion in investment globally, despite the huge uncertainty caused by COVID-19. As fintechs and their customer base expand, it is important to recognise that the success of these companies is predicated on the ability to use data effectively in providing a personalised experience to their customers.

To ensure these companies do not become victim of their own success, they must ensure they have the ability to scale up their operations and data storage as quickly and cost-efficiently as possible, especially in these challenging times.

So what must fintech companies do if they are to facilitate this growth without bursting at the seams?

Big fish in a small pond

Fintech companies are growing exponentially, and for many, even the current uncertainty around the pandemic has not decelerated the pace of their growth. However, having started small – with only having access to limited tools at the beginning of their journey, many fintech companies can’t keep up with their own rapid growth. When it comes to data infrastructures, they are facing a real risk of becoming a big fish in a small pond.

In order to achieve widespread innovation, and to keep their advantage over traditional financial institutions, fintech companies need the necessary playground space to experiment in.

When the pandemic and its consequent disruptions started to take hold, most businesses weren’t prepared for the types of challenges that they would have to face. Although the suggestion of investing in data infrastructure might seem counter intuitive at the moment, a lifeline for fintech companies going forward will be flexibility and the ability to scale.

Risky business? 

As the uncertainty around the pandemic continues, fintech companies, like other industries are finding it difficult to commit to long-term business plans. Despite their continued growth, fintech companies continue to be cautious to invest in expanding their operations during an unpredictable economic climate, especially when they are doing well enough as it is.

Even before the pandemic, fintech companies exhibited slower rates of the adoption of digitalisation and advanced IT infrastructures than other industries. It’s clear the future is digital and for fintechs to effectively compete in today’s volatile market, they need to be proactive and invest in the value of data and digital transformation.

One area that fintech companies must be proactive in is their IT infrastructure, especially their data storage and connectivity, in order to allow them to act faster than big, established competitors.

Limitless scalability

Due to the continuous growth of fintech companies, with no sign for it to slow down, these companies will have to continually scale their operations up to manage increased demand. Ordinarily, this would have very high costs as they would have to continually alter their IT infrastructure and solutions.

When it comes to flexibility, data is a crucial aspect for fintechs. In today’s world, companies store masses of data, and its amount is growing fast. This makes the storing of the data a juggling act, and the costs keep growing with it. In periods of economic uncertainty, such as the one we are experiencing now, this constant increase in data can quickly turn into a challenge. Therefore, fintechs must ensure that scalability is at the heart of everything they do. When it comes to scalability, however, the key factor is not just growth or the ability to scale up. A vital, but often overlooked opportunity in scalability lies in scaling down, when needed. For fintechs aiming at this level of scalability, hyperscale is the only way forward.

The answer is hyperscale

Hyperscale data centres provide businesses with a one-stop shop for all their data and capacity requirements. These centres, which are built in a campus-style design, allow companies to build out further data centres quickly within the same location, or if needed, downsize. In an environment of ever-fluctuating demand, hyperscale enables scalability of data and storage swiftly. This presents many benefits. The sheer size of these facilities allows for large-scale cloud adoption, which is more streamlined, flexible and cost-effective than ever before. This will help fintechs to get a better handle on their data and reduce costs as much as possible.

With this level of scalability, companies can operate like an elastic band, expanding or retracting when necessary and at a moment’s notice. For example, imagine this year’s Christmas. With the uncertainty of the pandemic and constantly changing restrictions, people’s online activity will be even higher than in previous years. Fintechs will have to scale up their operations to cope with the high demand of online services. Meanwhile, when demand goes down in January, it might be beneficial to scale down and reduce costs until demand increases again.

Hyperscale will also help fintech companies to future-proof their operations, which has become a key consideration as the economy looks to recover from the pandemic. By having the level of flexibility that hyperscale provides, businesses will always have the ability to lean or expand. Being able to adjust quickly within the hyperscale environment, with no added costs, makes fintechs more resilient and flexible to disruptions.

While cutting costs will continue to be a priority in today’s business environment, it is important that fintech companies look beyond this and focus on innovation and technology. The issues that the pandemic unearthed already existed and needed to be addressed by businesses. Therefore, they need to take the current situation as an opportunity to reconsider and improve their business models. Flexibility, scalability and cost efficiency must be top priorities in this new era. Hyperscale can provide this trinity of success.

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