Merger,

Acquisitions &
Takeovers
 Europe, hundreds of mergers and acquisition take place every
year.
 In India, too, mergers and acquisition have become part of
corporate strategy today

 While total M&A deal value was US$ 62 billion (971 deals) in
2010,
 It was US$ 54 billion (1026 deals) in 2011
 1st 4 months of 2012 witnessed deal value of US$ 23 billion
(396 deals)
 The terms ‘mergers;, ‘acquisitions’ and ‘takeovers’ are often used
interchangeably.
 However, there are differences.
 While merger means unification of two entities into one.
 Acquisition involves one entity buying out another and absorbing
the same.
 In India, in legal sense merger is known as ‘Amalgamation’.
 The amalgamations can be by merger of companies within the
provisions of the Companies Act, and acquisition through
takeovers. While takeovers are regulated by SEBI
 The term “amalgamation” is used when two or more companies are
amalgamated or where one is merged with another or taken over by
another.
 According to AS-14, “Accounting for Amalgamation”, means an
amalgamation pursuant to the provisions of the Companies Act,
1956 or any other statute which may be applicable to companies.
 The terms merger and amalgamation are synonyms and
the term ‘amalgamation’, as per Concise Oxford
Dictionary, Tenth Edition, means,
◦ ‘to combine or unite to form one organization or structure’
.
Merger

A+B=C A+B=B

A+B=A
 An acquisition is when both the acquiring and acquired companies are
still left standing as separate entities at the end of the transaction

 Takeover is the purchase by one company of the controlling interest

of another company

 Takeovers may take form of

◦ Agreement with the majority of shareholders of the company‟s
management
◦ Purchase of shares carrying voting powers in the open market

 Both the companies (i.e., purchaser of shares as well as the company

of which the shares were being purchased) remain as such as they
were before the takeover
.
Acquisition

Friendly Hostile
takeover takeover

A+B= A+B A+B= A+B

 In „demerger‟, a division of a company is transferred to a newly-
formed company or an existing company
 The transferor is called a „Demerged‟ company and the transferee
is called a „Resulting‟ company
 Both the demerged company and resulting company retain their
existence after demerger
 Consideration is paid by allotment of shares of resulting company
to the shareholders of the demerged company
  Major differences between Amalgamation and Takeover
1. The amalgamating company losses its existence, but the taken-
over company stays as it is
2. Amalgamation is governed by Companies Act, whereas takeover is
governed by SEBI guidelines
3. Accounting procedure of amalgamation & takeover is totally
different
 At the same time the government has to safeguard the
interest of,
◦ the citizens,
◦ the consumers and
◦ the investors on the one hand
◦ the shareholders,
◦ creditors and
◦ employees/workers on the other.
 In fact, mergers and acquisitions may take place as a result of
“reconstruction”, “compromise” or “arrangement” as provided by
Sections 391 to 394 of the Companies Act, 1956 or “acquisition”
under Section 395 or “amalgamation” under Section 396 of the
Companies Act, 1956.
 “Reconstruction” of a sick industrial company as provided by
Sections 17 and 18(4) of the Sick Industries (Special Provisions)
Act, 1985 or “revival” of financially unviable companies as
envisaged by Section 72A of the Income Tax Act, 1961.
 INCOME
Industries Substantial
TAX ACT Acquisition of
ACT 1973 1961 Shares and
Takeovers
Regulations,
1997

SEBI Act, Mergers and Takeover

1992
Acquisition
Code and The
Competition
Act 2002

Companies FEMA
SCRA 1956
Act, 1956 2000
 The Companies Act, 1956 and the SEBI’s Takeover
Code are the general source of guidelines governing
merges.
 There are sector specific legislative provisions, which
to a limited extent empower the regulator to promote
competition.
◦ For example, the Electricity Regulatory Commission has been
given powers under the Electricity Act, 2003 to promote
competition.
◦ Telecom and broadcasting Regulatory Authority of India (TRAI)
Regulate mergers in these sectors and any dispute regarding the
same is adjudicated by the Telecom Dispute Settlement
Appellate Tribunal (TDSAT).
 In addition to the above authorities, approval may also
be required from other sector-specific authorities.
Mergers in the banking sector require approval from
the RBI.
1. Horizontal Merger
2. Vertical Merger
3. Conglomerate Merger
4. Concentric Merger
5. Reverse Merger
 The two companies which have merged are in the same industry,

normally the market share of the new consolidated company

would be larger

 Horizontal mergers are those mergers where the companies

manufacturing similar kinds of commodities or running similar

type of businesses merge with each other.

 Lipton India and Brooke Bond.

 Bank of Mathura with ICICI Bank.

 BSES Ltd with Orissa Power Supply Company.

 Associated Cement Companies Ltd Damodar Cement.

 A merger between two companies producing different goods or services for

one specific finished product.

 A vertical merger occurs when two or more firms, operating at different

levels within an industry's supply chain, merge operations.

 Most often the logic behind the merger is to increase synergies created by

merging firms that would be more efficient operating as one.

 Time Warner Incorporated, a major cable operation,
and the Turner Corporation, which produces CNN,
TBS, and other programming.

 Pixar-Disney Merger
A merger between firms that are involved in totally unrelated

business activities.
 There are many reasons for firms to want to merge, which
include
◦ Increasing market share,
◦ Synergy and cross selling.
◦ Merge to diversify and

◦ Reduce their risk exposure.

 However, if a conglomerate becomes too large as a result of

acquisitions, the performance of the entire firm can suffer.
This was seen during the conglomerate merger phase of the
1960s.
 NTT Docomo and TATA
 In these mergers, the acquirer and the target companies are related
through basic technologies, production processes or markets.

 A type of merger where two companies are in the same or related

industries but do not offer the same products.

 The acquired company represents an extension of product-line, market

participants or technologies of the acquirer

 In a congeneric merger, the companies may share similar distribution

channels, providing synergies for the merger.
An example of a congeneric merger is
 Citigroup's acquisition of Travelers Insurance.
While both were in the financial services
industry, they had different product lines.
 Such mergers involve acquisition of a public by a
private company, as it helps private company to by-pass
lengthy and complex process required to be followed in
case it is interested in going public.
 Sometimes, it might be possible that a public company
continuously a public traded corporation but it has no or
very little assets and what remains only its internal
structure and shareholders. This type of merger is also
known as ‘back door listing’. This kind of merger has
been started as an alternative to go for public issue
without incurring huge expenses and passing through
cumbersome process.
  Reverse merger leads to the following benefits for
acquiring company.
1. Easy access to capital market.
2. Increase in visibility of the company in corporate
world.
3. Tax benefits on carry forward losses acquired (public)
company.
4. Cheaper and easier route to become a public company
  The most common reasons for Mergers and
Acquisition (M&A) are:
1. Synergistic operating economics: Synergy May be
defined as follows:
◦ V (AB) >V(A) + V (B)
 In other words the combined value of two firms or
companies shall be more than their individual value
Synergy is the increase in performance of the
combined firm over what the two firms are already
expected or required to accomplish as independent
firm
  A good example of complimentary activities can a
company may have a good networking of branches and
other company may have efficient production system.
Thus the merged companies will be more efficient than
individual companies
2. Diversification: In case of merger between two
unrelated companies would lead to reduction in
business risk
 which in turn will increase the market value Normally,
greater the combination of statistically independent or
negatively correlated income streams of merged
companies, there will be higher reduction in the
business risk
3. Taxation: The provisions of set off and carry forward
of losses as per Income Tax Act may be another strong
season for the merger and acquisition. Thus, there will
be Tax saving or reduction in tax liability of the
merged firm. Similarly, in the case of acquisition the
losses of the target company will be allowed to be set
off against the profits of the acquiring company

4. Growth: Merger and acquisition mode enables the firm

to grow at a rate faster than the other mode of
growth. The acquiring company avoids delays
associated with purchasing of building, site, setting up
of the plant and hiring personnel etc
5. Consolidation of Production Capacities and increasing
market power:
 Due to reduced competition, marketing power increases.
Further, production capacity is increased by combined
of two or more plants.
 “Strategic alliance is an agreement between two or more organizations to
cooperate in a specific business activity, so that each benefits from the
strengths of the other, and gains competitive advantage”

 Strategic alliances involve the sharing of knowledge and expertise between

partners as well as the reduction of risk and costs in areas such as
relationships with suppliers and the development of new products and
technologies
 In simple words,
 “a strategic alliance is sometimes just referred to as “partnership” that
offers businesses a chance to join forces for a mutually beneficial
opportunity and sustained competitive advantage”.
 When a strategic alliance is proposed within an organization, the following
questionnaire should be used as an initial assessment of the opportunity:
1. Does the proposed alliance contribute to the mission or vision of the
organization?

2. Does this proposed alliance allow the organization to achieve its

objectives more effectively or more efficiently?
3. Are there competitive advantages to forming this alliance?
5. Is this alliance important enough that it will continue to receive the
support and attention of upper management, even after its formation?
6. What were the key drivers in seeking a strategic alliance instead of doing
it alone?

7. What were the key objectives that the company sought to achieve
through the alliance?
8. What channels and mechanisms were used to identify a potential
strategic partner?
10. How important has the design focus of the company been in attracting
alliance partners?
11. What was the typical life cycle of a strategic alliance and how did it end?
12. What were the barriers that had to be overcome in order to establish a
strategic alliance?
13. What aspects of the strategic alliance(s) were the hardest to work with?
 Profit increase
 Risk reduction
 Face competition
 Reduction in cost
 More market accessibility

 Large costumer base

 Synergy effect
 Share business concepts
 More conflicts
 Difficult to pass any proposal
 Chance of break
 Creating competition

 Lack of coordination
 Joint Venture: An agreement by two or more parties to form a single entity
to undertake a certain project. Each of the businesses has an equity stake in
the individual business and share revenues, expenses & profits.

 Global Strategic Alliances: Working partnerships between companies

(often more than 2) across national boundaries & increasingly across
industries. Sometimes formed between company & a foreign government,
or among companies & governments
 Equity strategic alliance: an alliance in which 2 or more firms own
different percentages of the company they have formed by combining some
of their resources & capabilities to create a competitive advantage.

 Non- equity strategic alliance: In which 2 or more firms develop a

contractual-relationship to share some of their unique resources &
capabilities to create a competitive advantage.
 Technology Licensing: A contractual arrangement whereby trade marks,
intellectual property and trade secrets are licensed to an external firm. It’s
used mainly as a low cost way to enter foreign markets. The main
downside of licensing is the loss of control over the technology – as soon
as it enters other hands the possibility of exploitation arises.

 Distributors: Recruiting distributors, where each one has its own

geographical area or type of product. This ensures that each distributor’s
success can be easily measured against other distributors.
 Product Licensing: This is similar to technology licensing except that the
license provided is only to manufacture and sell a certain product. Usually each
licensee will be given an exclusive geographic area to which they can sell to. It’s
a lower-risk way of expanding the reach of your product compared to building
your manufacturing base and distribution reach.
 R&D: Strategic alliances based around R&D tend to fall into the joint
venture category, where two or more businesses decide to embark on a
research venture through forming a new entity.

 Franchising: an excellent way of quickly rolling out a successful

concept nationwide. Franchisees pay a set-up fee & agree to ongoing
payments so the process is financially risk-free for the company.
However, downsides do exist, particularly with the loss of control over
how franchisees run their franchise.
 Nokia and Microsoft in alliance to make Zune phone

 Star Alliance – Airlines alliances.

 Philips and Sony jointly launched the mini-CD.

 Nestlé and Fonterra Sign Agreement on Dairy Alliance for the America

 McDonald’s with Disney, Coca-Cola & Walmart

 Online grocer Webvan Group forms alliances with foodmakers: Kellogg,

Nestle, Pillsbury, Quaker
 Motorola-Toshiba: In 1987- Toshiba to produce microprocessors &
contribute access to the distribution network.
 Boeing, General Dynamics & Lockeed in the early 90’s, these companies
united to win a bid put forth by the Pentagon for the construction of a
tactical combat destroyer.

 Alcatel –Fujistsu made a joint venture to develop the equipment for the
third generation of cellular telephone
 Samsung & Sun Microsystems cooperated in solution business and next
generation business computing system.
 Strategy Development: Strategy development involves studying the
alliance’s feasibility, objectives and rationale, focusing on the major
issues and challenges and development of resource strategies for
production, technology, and people. It requires aligning alliance
objectives with the overall corporate strategy.
 Partner Assessment: Partner assessment involves analyzing a potential
partner’s strengths and weaknesses, creating strategies for
accommodating all partners’ management styles, preparing appropriate
partner selection criteria, understanding a partner’s motives for joining
the alliance and addressing resource capability gaps that may exist for a
partner.
 Contract Negotiation: Contract negotiations involves determining
whether all parties have realistic objectives, forming high calibre
negotiating teams, defining each partner’s contributions and rewards as
well as protect any proprietary information, addressing termination
clauses, penalties for poor performance, and highlighting the degree to
which arbitration procedures are clearly stated and understood.
 Alliance Operation: Alliance operation involves addressing senior
management’s commitment, finding the calibre of resources devoted to
the alliance, linking of budgets and resources with strategic priorities,
measuring and rewarding alliance performance, and assessing the
performance and results of the alliance.
 Alliance Termination: Alliance termination involves winding down the
alliance, for instance when its objectives have been met or cannot be
met, or when a partner adjusts priorities or re-allocated resources
elsewhere. The advantages of strategic alliance includes 1) allowing each
partner to concentrate on activities that best match their capabilities, 2)
learning from partners & developing competences that may be more
widely exploited elsewhere, 3) adequacy and suitability of the resources
& competencies of an organization for it to survive.
 Case Study of Strategic Alliances Toshiba firmly believes that a single
company cannot dominate any technology or business by itself.
Toshiba’s approach is to develop relationships with different partners for
different technologies. Strategic alliances form a key element of
Toshiba’s corporate strategy. They helped the company to become one of
the leading players in the global electronics industry. In early 1990s
Toshiba signed a co-production agreement for light bulb filaments with
GE. Jack Welch, the legendary former CEO of GE, was Toshiba’s
admirer. According to him, a phone call to Japan was enough to sort out
problems if and when they arise, in no time. Since then, Toshiba formed
various partnerships, technology licensing agreements and joint ventures.
 Toshiba’s alliance partners include Apple Computers, Ericsson, GE,
IBM, Microsoft, Motorola, National Semi Conductor, Samsung,
Siemens, Sun Microsystems and Thomson. Toshiba formed an alliance
with Apple Computer to develop multimedia computer products. Apple’s
strength lay in software technology, while Toshiba contributed its
manufacturing expertise. Toshiba created a similar tie-up with Microsoft
for hand held computer systems. In semiconductors, Toshiba, IBM and
Siemens came together to pool different types of skills. Toshiba was
strong in etching, IBM in lithography and Siemens in engineering. The
understanding among the partners was limited to research. For
commercial production and marketing the partners decided to be on their
own.
 In flash memory, Toshiba formed alliances with IBM and National Semi
Conductor. Toshiba’s alliance with Motorola has helped it become a
world leader in the production of memory chips. The tie-up with IBM
has enabled Toshiba to become a world’s largest supplier of colour flat
panel displays for notebooks. Toshiba believes in a flexible approach
because some tension is natural in business partnerships, some of which
may also sour over time. Toshiba executives believe that the relationship
between the company and its partner should be like friends, not like that
of a married couple. Toshiba senior management is often directly
involved in Importance of Strategic Alliances in Company’s Activity 45
the management of strategic alliances. This helps in building personal
equations and resolving conflicts.
 Conclusions
 1. Strategic alliances are no longer a strategic option but a necessity in
many markets and industries. Dynamic markets for products and
technologies, coupled with the increasing costs of doing business, have
resulted in a significant increase in the use of alliances.

 2. Strategic alliances are increasingly becoming an important part of

overall corporate strategy, as a way to grow product and service
offerings, develop new markets and leverage technology and R&D.
 3. Strategic alliances are an indispensable tool in today’s competitive
business environment. No longer can companies afford ad hoc
approaches to alliance formation and management, any more than they
can rely on a small number of talented alliance managers.
 4. Many global companies have multiple alliances, some global,
requiring coordination with numerous partners. Companies are also
finding benefits to partnership with competitors. How are these
companies managing this competition? What are they doing to develop a
working relationship yet still protect them? The must be created by
creating customer value through partnerships, managing alliances with
competitors, managing global alliances.

 5. New insights on alliance management tools and strategies, focusing
on: leveraging differences with partners to create value, dealing with the
internal challenges of making your partnerships succeed, managing the
day-to-day challenges of alliances with competitors. 6. Risk management
is a company wide concern and strategic alliances have their share of
risks. Insights on managing risks in alliances including: – managing
reputation and relationship risks; – risk assessment and legal issues in
alliances; – intellectual property protection; – dealing with breaches of
alliance contracts; – termination triggers; – re-structuring versus
termination; – when and how to exit an alliance with minimal risk.
 What is a joint venture:
 “A business arrangements involving two or more parties pursuing a joint
undertaking with a view to mutual benefit”
 A joint venture is when two or more companies perform a business
project together for a set period of time
 A joint venture (JV) is a business agreement in which the parties agree
to develop, for a finite time, a new entity and new assets by
contributing equity.
 They exercise control over the enterprise and consequently share
revenues, expenses and assets.
 JV companies are the preferred form of corporate investment but there
are no separate laws for joint ventures.
 Companies which are incorporated in India are treated on par as
domestic companies.
1. Joint venture involves two or more companies joining together in
business. In partnership, it is individuals who join together for a
combined venture
2. A Joint Venture is a contractual arrangement between two companies,
which aims to undertake a specific task. Partnership involves an
agreement between two parties wherein they agree to share the profits
and losses

3. In partnership no time limit, but there is time limit in JV (generally)

4. Size of JVs is generally larger than Parthership
 Your business could offer new products and services by doing joint
ventures.
 Combining your business with another will make you stronger.
 Fight with competition.
 Joint ventures can increase your profit.
 Synergy effect

 Can take big project

 Diversify risk.
1. It takes time and effort to build the right relationship.
2. The objectives of the venture are not 100 per cent clear
3. There is an imbalance in levels of expertise, investment or assets
brought into the venture by the different partners.
4. Different cultures and management styles of different country.
5. The partners don't provide enough leadership and support in the early
stages.

6. Success in a joint venture depends on thorough research and analysis

of the objectives.
 Domestic Joint Venture

 International Joint Venture

 The Domestic Joint Venture means all partners with the
same nationality.
 The international Joint Venture set up by partners of
different nationalities.
 The proportion of shareholding in the joint venture company
 Specify nature of shares, indicate their transferability conditions.
 Composition of the Board of Directors, Appointment of Chairman ,Quorum of Board meetings ,Casting
vote provisions.
 General meeting.
 Appointment of CEO/MD.
 Appointment of Management Committee
 Important decisions with mutual consent of partners
 Dividend policy
 Funding provisions
 Access conditions.
 Change of control/exit clauses.
 Anti-compete clauses
 Maintaining Confidentiality
 Indemnity clauses.
 Assignment.
 Break of deadlock.
 Dispute Resolution
 Applicable law.
 Force Majeure.
 Termination provisions.
Lecture 10
What Is Planning?
 Define planning.
 Types (Levels) of Planning
 Strategic Planning
 Intermediate Planning
 Operational Planning
 Planning Process/ Procedure
 Barriers to Effective Planning
 Planning Premises
 Forecasting
 Key to Planning
 Planning
◦ Planning is the primary function of management.
◦ It focuses on the future course of action.
◦ A primary managerial activity that specifies the
objectives to be achieved in future and selects the
alternative course of action to reach defined objectives.
Thus, it involves:
 Defining the organization’s goals
 Establishing an overall strategy for achieving those goals
 Developing plans for organizational work activities.
 “Determination of future course of actions in advance”

 It is the blue print of action and operation.

 Planning is intellectual process which is concerned with

deciding in advance what, when, why, how, and who shall do

the work.
 “Generally speaking, planning is deciding in advance what is to
be done”
-W H Newman
 “Planning is deciding in advance what to do, how to do, when to
do and who is to do it. Planning bridges a gap between from
where we are to where we want to go”
-Harold, Koontz and O’Donnel
 “Planning is that function of manner in which he decides in
advance what he will do. It is a decision making process of a
special kind, its essence is futurity.”
-Hayness and Massie
  Purposes of Planning
◦ Provides direction
◦ Reduces uncertainty
◦ Minimizes waste and redundancy
◦ Sets the standards for controlling

• Benefits of planning
 Goal Focus
 Minimize Uncertainty
 Improve efficiency
 Facilitates to Control
 Innovation and Creativity
 Better Coordination
 Ensures Commitment
 Aid to Business Success
 Brings Systematization
REDUNDANCY<===> अति
 Elements of Planning
◦ Goals (also Objectives)
 Desired outcomes for individuals, groups, or entire
organizations
 Provide direction and evaluation performance criteria
◦ Plans
 Documents that outline how goals are to be
accomplished
 Describe how resources are to be allocated and
establish activity schedules
 Strategic Plans
◦ Apply to the entire organization.
◦ Establish the organization’s overall goals.
◦ Seek to position the organization in terms of its
environment.
◦ Cover extended periods of time.
 Operational Plans
◦ Specify the details of how the overall goals are to be
achieved.
◦ Cover short time period.
 Long-Term Plans
◦ Plans with time frames extending beyond three
years
 Short-Term Plans
◦ Plans with time frames on one year or less
 Specific Plans
◦ Plans that are clearly defined and leave no room for
interpretation
 Directional Plans
◦ Flexible plans that set out general guidelines,
provide focus, yet allow discretion in
implementation.
DISCRETION<===> तिचािशीलिा
 Single-Use Plan
◦ A one-time plan specifically designed to meet the
need of a unique situation.
 Standing Plans
◦ Ongoing plans that provide guidance for activities
performed repeatedly.
 Traditional Goal Setting
◦ Broad goals are set at the top of the organization.
◦ Goals are then broken into sub-goals for each
organizational level.
◦ Assumes that top management knows best because
they can see the “big picture.”
◦ Goals are intended to direct, guide, and constrain
from above.
◦ Goals lose clarity and focus as lower-level managers
attempt to interpret and define the goals for their
areas of responsibility.
 Criticisms of Planning
◦ Planning may create rigidity.
◦ Plans cannot be developed for dynamic
environments.
◦ Formal plans cannot replace intuition and creativity.
◦ Planning focuses managers’ attention on today’s
competition not tomorrow’s survival.
◦ Formal planning reinforces today’s success, which
may lead to tomorrow’s failure.
 Planning Process:
How does a manager Plan?
Establish objectives
Develop Strategies

Determination of
Reviewing the premises
planning process
Determination of
alternatives

Implantation of Evaluation of
plans alternatives

Formulation of Selecting a course

derivative plans of action
 Not a step of Planning, It is pre-step of
planning.
 Essential to make a successful plan.
 SWOT analysis
Setting objectives
•First and real starting point of planning.
•Management has to define objectives in clear
manner by considering organizational resources
and opportunities because a minor mistake in
setting objectives might affect in implementation of
plan.
•Objectives must be specific, clear and practical.
•They should be time bound and expressed in
 Premises are the assumptions about the future in
which the planning is implemented.
 They provide environment and boundaries for the
implementation of plan in practical operation.
 These premises may be tangible and intangible and
external.
(a) Tangible and intangible: Tangible premises involve
capital investment, unit of production, units sold, cost
per unit, time available etc. Similarly, intangible
premises involve employees moral, goodwill,
motivation, managerial attitude, etc.
(b) Internal and external: Internal premises involve
money, materials, machines and managements. In the
similar manner, external factors involve competitors
strategy, technological change, government policy,
social and cultural beliefs etc.
 It is essential to identify all the possible
hidden alternatives. The information about
alternative courses of action may be obtained
from primary and secondary sources. There
must be search for the best alternative. The
management must develop alternatives
through the support of experienced and
intellectual experts in management sectors.
 Evaluate the alternatives from their expected
cost and benefits. This is the logical step to
evaluate each alternative from its plus and
minus points.
 Each alternative is studied and evaluated in
terms of some common factors such as risk,
responsibility, planning premises, resources,
technology etc.
Selecting a course of action
 It is essential to formulate action or derivative
plans for each step of work and to all
departments of the organization. These
action plans involve formulation of policies,
rules, schedule and budget to complete
defined objectives. Thus, formulation of
derivative plans is an essential step in
planning process. It is difficult to implement
main plan without formulation of derivative
plan.
 Without this step, other this procedure of plan will
remain as paper work.
 This step brings all the procedure of plan into
action.
 For implementation plan, management has to take
some steps such as to communicate with
subordinates who initiate to plan into action;
provide necessary instruction and guidance; make
arrangement of all resources like materials,
machines, money, equipments etc; make timely
Reviewing the
supervision and planning
control process
over subordinates.
 Planning  Directional plans
 Goals  Single-use plan
 Plans  Standing plans
 Stated goals  Traditional goal
 Real goals setting
 Framing  Means-ends chain
 Strategic plans  Mission
 Operational plans  Formal planning
 Long-term plans department
 Short-term plans
 Specific plans