First Quarter 2006
Asia/Pacific Regional Meeting
Content By Delores Teh Asia Pacific Regional Chairwoman
20-22 November 2005—
One on One
T he Asia/Pacific Regional Meeting was
held in Kuala Lumpur at the Shangri La ho-
tel. Kuala Lumpur is the capital city of Malaysia
and it is also the largest city in the country. KL
The IT Role has grown from a small village to a large metropo-
in M&A lis in just 50 years. The economic boom of the
Page 3, 6-7 1990s brought KL to the standards of a modern
city, bristling with skyscrapers and modern trans-
Regional Update portation systems, and a vibrant growing business
Page 4 community.
Asia/Pacific The meeting started Sunday Morning with a wel-
Regional News come from Delores Teh, Asia/Pacific Regional
Page 1, 4-5 Chairwoman, and from our host firms: Steven Khoo
–from Mustapha, Khoo & Co and KL Ong-from Ong
EMEA & Wong & Company. Members enjoyed a variety of speakers in KL
Delores Teh in her annual report to the region out-
lined the business development goals for the re- 1. Small and medium sized business,
gion: (SME’s) of USD 5-30 million in turnover.
Page 5 2. Inward investments.
North America 3. Large consulting companies
Page 5 4. Public Sector opportunities
Save the Dates 5. Tax products for large companies with ß
Page 8 USD $ 50 million turnover
New Members 6. Opportunity through Sarbanes Oxley.
Delores Teh, Asia Pacifc
Regional Chairwoman Continued on page 4
First Quarter 2006 Polaris International 1
One on One Member News
TotalServe Management Ltd
Looking West – Investment opportunities for Eastern Europeans – Cyprus largest direct investor in Russia
Limassol, Nov. 17, 2005 - Investment opportunities for Eastern Europeans was the theme of a recently
held seminar in Moscow. The seminar was co-organized by Cyprus-based Trust and Management
firm, Totalserve Management Ltd, and US/UK-based law firm, Withers LLP and attracted more than 50
Russian businessmen, entrepreneurs, tax experts, lawyers and bankers from the Russian capital.
Principals and directors from the two firms spoke on the various investment vehicles available to them
in Cyprus, the UK and the US, at the same time with offering a comparative analysis and expert advice
on how to turn opportunities there into highly efficient investments.
Trust and tax lawyer, Emily Yiolitis of Totalserve, announced that for 2004 and the first quarter of 2005
for which statistics are available, “Cyprus holds the pole position on the list of direct investors into
Russia,” adding that the majority of those investments constitute a combination of returning Russian
and third country capital using the island as a tax-efficient stepping stone to the East.
Totalserve’s Chairman, Peter G. Economides, elaborated on the main features of the Cyprus holding
regime while Withers Principal, Joseph Field, addressed some of the underlying legal issues in Inter-
Withers Principals, Paul Brecknell,
Henry Stuart and Elaine Dobson focused
on the UK property market and the vari-
ous investment opportunities it offers while
Hugh Devlin outlined to the attendees the
various investment vehicles available to
Totalserve and Withers will continue their
series of joint seminars in Europe early
next year. For more information, please
log on to www.totalservecy.com
The team of speakers from Totalserve Management Ltd and
Withers LLP, at the end of the seminar.
Rosenberg Rich Baker Berman & Company is pleased to announce the following new hires.
Christine Wilk has joined the firm’s accounting staff as a Staff Accountant. Christine attended Will-
iam Patterson University where she received her Bachelor’s of Science degree in Accounting. Her new
responsibilities with the firm will include working with both the firm’s audit and tax teams. Christine
resides in Bridgewater, NJ.
UPDATE is published quarterly by Polaris International,an international network of accounting and consulting firms.
Our members are independent. . .and United.
UPDATE Editor: Julio Gabay.
For more information about Polaris International, please visit our website at www.polarisiai.org. Polaris International Staff:
Arthur Goessel CAE, Executive Director; Rachel Johnson, Administrative Director; Alba Granados, Accounting;
Julio Gabay, Director of Communications and Membership. 9200 South Dadeland Blvd., Suite 510, Miami, Florida 33156,
USA. Telephone:305-670-0580 Fax: 305-670-3818 Email: email@example.com
This document is provided for information only. No responsibility for loss occasioned to any person from action as a result
2 Polaris International First Quarter 2006
Yi Lin has joined the firm’s ac-
counting staff as a Staff Accoun- The IT Role in Mergers
tant. Yi attended Rutgers Uni-
versity where she obtained Bach-
elor of Science degree in ac-
counting. Her new responsibili- By Kenneth M. McCall, MBA, MCP, CDIA+
ties with the firm will include work-
ing with both the firm’s audit and
tax teams. Yi resides in Man-
It’s no secret that mergers and acquisitions (M&A) are an active
part of the accounting profession today. As owners reach retire-
Lingyun Ding has joined the
ment age they are looking for someone to buy them out and allow
firm’s accounting staff as a Staff
them to move on to a well-earned retirement. At the same time,
Accountant. Lingyun received a
growing firms are looking for merger candidates to gain clients,
Bachelor of Art Degree in Ac-
gain access to needed staff skills, or to establish a presence in a
counting from Capital Normal Uni-
desired market location. With a marketplace like this of buyers
versity in Beijing, China and an
and sellers it’s no wonder there is plenty of activity!
MBA from Drexel University in
Philadelphia, PA. Her new re-
Unfortunately, far too often the M&A process is conducted in tight
sponsibilities with the firm will in-
secrecy, with only a privileged few aware that the acquisition is
clude working with both the firm’s
even being planned, let alone the timelines and agreed upon condi-
audit and tax teams. She cur-
tions. In this scenario it’s not unusual for the IT staff of the gaining
rently resides in Princeton, NJ.
firm to be told, “We’re bringing in 20 new people next week. Get
them set up and ready to work.” While this might be a slight exag-
Glenn Mechanick CPA, MST,
geration, it is closer to the truth than many might believe.
has joined the firm as a Senior
Tax Manager. Glenn received a
A far more productive approach is a proactive one in which the IT
Bachelor of Science Degree in
staffs of both organizations are involved early in the planning pro-
Accounting from Fairleigh
cess. After all, other than people, IT infrastructure is the largest
Dickinson University in Ruther-
investment for most firms, and is a critical strategic asset for firm
ford, NJ and an MST (Masters of
improvement. Early and detailed IT planning can make a merger or
Teaching) in Accounting from
acquisition unfold smoothly and productively for all concerned.
Seton Hall University in South Or-
ange, NJ. His new responsibili-
The Boomer Technology Circles™, an organization made up of over
ties with the firm will include head-
100 forward looking and technologically progressive firms, has been
ing the firm’s Bridgewater Office
the forum for a number of lively discussions on this topic. The rest
Tax Department. Glenn resides
of this article will draw upon those experiences, and capture some
in Clifton, NJ.
best practices and lessons learned in M&A planning.
Daniel Brown, CPA, has re-
joined the firm. Dan received a
Bachelor of Science Degree in
Planning from an IT perspective should begin as early as possible
Economics from Kings College
in the process. Many firms have found it useful to establish a
in New York City, New York. Dan
Transition Team (in both firms) and to have counterparts on each
will hold the position of Manager
side communicate important details at a level appropriate for each.
in the firm’s Audit Department.
Areas of investigation and discovery often include:
Dan resides in Metuchen, NJ.
Rosenberg Rich Baker Berman
Examine the age, brand, model and configuration of key hardware
& Company is a full-service ac-
elements in use in both the acquiring and the acquired firm. This
counting firm with offices in
examination should include file servers, related networking gear,
Bridgewater and Maplewood,
cont’d on page 6
First Quarter 2006 Polaris International 3
Asia/Pacific Graeme Russell of CW Stirling, Melbourne, Aus-
tralia; presented an interesting and thought pro-
Delores Teh voking business opportunity in dealing with
“transnational educational opportunities, in invest-
ment and compliance.” As universities worldwide
cont’d from page 1
expand their educational offerings in different coun-
Fred Shapss, International President, spoke on tries the business opportunities to assist the uni-
“The Issues and Challenges Facing Polaris Inter- versities in the financial aspects of these ventures
national.” His presentation highlighted the goals creates great opportunities.
for the organization as a whole as well as goals
for the Asia/Pacific Region.
The program continued with thought provoking
speakers who energized the group to think
about business development and the potential
opportunities that are available to their firm as
well as to the Polaris Members in the Asia Pa-
cific Region as a group.
Dr. Robin Chin’s presentation, “Does Branding
Add Value,” was extremely timely taking into
consideration that Polaris International is about
to enter into a major branding campaign. Dr.
Chin discussed the role and scope of branding
within large and small business units. A key
point of his presentation was brand equity and
how it influences the customer in the decision
making process when considering the purchase
Ted Brew of CLB Littlejohn Frazer, London gave Asia Pacifc Members Networking in KL
a presentation on International Tax followed by a
presentation by Tony Pointon, of Pointon Partners The three-day program also included lots of op-
lawyers and trademark attorneys in Melbourne, portunity for networking and exchange of ideas
Australia. Tony discussed the vehicles available amongst member firms. Delegates and spouses
to SME’s using offshore tax companies to the ben-
efit of the stakeholders.
4 Polaris International First Quarter 2006
were welcomed in the offices of both of our mem- RFPs and establish a common format when gath-
ber firms, where we were treated with snacks and ering rates and firm info. In the Buenos Aires
drinks with a Malaysian cultural theme. meeting the group was determined to take this
momentum to the next step.
The program was very well received. Next years
Asia Pacific Regional Meeting will be held in con- The Latin American region has conducted its first
junction with Polaris International’s Annual meet- peer review. Aldunate & Asociados from Chile was
ing to be held in Shanghai, China. The Asia Pa- the first firm to receive the review from a partner
cific Regional meeting will be held one day prior to from member firms in Buenos Aires and
the beginning of the annual meeting. Montevideo. The region will continue with two more
peer reviews this year.
EMEA The regional meeting in Buenos Aires was a great
success with almost all firms represented. In the
Wolfgang Hohl past the meetings were held in Miami with little
Regional Chairman attendance, as a result in 2005 the region decided
to hold a meeting in one of the member firm coun-
2006 has plenty of changes in store for the EMEA tries. For 2006 the regional meeting will be held
region. With its main focus on Business Develop- in Rio de Janeiro with host firm Moreira &
ment, the EMEA Regional Office has been estab- Asociados.
lished. The Regional Office is located in Brussels
with Andrew Brown confirmed as CEO; an assis-
tant will be appointed later this year. At the end of
the Malta meeting the region approved a dues levy North America
by 25% and 50% in 2006 and 2007 to assist in
business development efforts and regional office Larry King
activities. Regional Chairman
The EMEA membership front has been busy with
The North American Region has been working on
the addition of three new firms: Dr. Weilep-Celle,
increasing their membership coverage. We have
Germany; Revikon-Lichtenstein; and Yakovlev &
attended various industry conferences and have
Partners-Kiev, Ukraine. We are also working on
had an aggressive search for new firms. As of
two new applications from firms in Leipzig, Ger-
January 2006 we have received applications from
many and Wiesbaden, Germany. The region con-
firms in Philadelphia, Chicago and Boston. We
tinues to have good coverage throughout.
are also expecting to receive an application from
Pasadena, CA. This effort has definitely put a
The 2006 EMEA Regional Meeting will be held in
buzz out for Polaris International in North America.
Düsseldorf, Germany in September.
The Miami office has had a large amount of inquir-
ies for membership information and we will con-
tinue with our efforts in 2006.
Latin America Please mark your calendars: this years North
American Regional Meeting will be held in Tampa,
Jorge Echevarria Florida in early November. The meeting will be
Regional Chairman hosted by ValienteHernandez PA, Tampa Florida.
The North American Managing Partners Retreat
With more members and almost complete cover- will be held in Chicago, Illinois August 24th from
age in Latin America, the region is looking to de- 8:30 AM to 4:00 PM. A dinner will be held on
velop business between firms. The Latin Ameri- August 23rd beginning at 7:00 PM with a recep-
can firms have already worked on several RFPs tion. The meeting will be held at an airport hotel
as a group. These experiences have made the for ease of transportation.
region eager to make a consistent effort on future
First Quarter 2006 Polaris International 5
The IT Role in Mergers and Acquisitions Cont’d
desktop and notebook computers, and increasingly often cell phones and PDA’s. Many firms have
found that a “rip and replace” approach is least costly in the long run. Regardless of the age and
condition of the acquired firm’s equipment, support burdens are reduced when that equipment is
replaced with the standard in place at the acquiring firm. This facilitates “ghosting” machines with a
standard application image and simplifies periodic updates with patches, service packs and security
Experience has shown the greatest efficiencies are achieved when applications are standardized
across the combined firms. This means one tax software, one audit application, one email system,
one document management program, and so forth. Two major considerations with application soft-
ware are data conversion from a replaced system to the new one, and backward compatibility. This
means that a few machines might need to be kept with the old application in-
stalled to look back to prior year’s data if
all data is not converted to the new sys-
tem. Data conversions, of course, must
be rigorously checked and tested prior to
shutting down the systems that created the
This increasingly refers to the use of remote
access technologies such as Citrix or Terminal
Services to access application servers. If the
acquired firm has not used these technologies,
but the gaining firm does, there will be significant
training issues involved. Running a centralized application base has its
own set of licensing issues, but also saves hardware expense at the remote office
Will any owners or staff physically relocate because of this merger? Will both offices remain open and
at their full pre-merger strengths? These questions and many others will impact a variety of space and
facility issues. The acquiring firm’s IT department may have to plan for additional network cabling,
additional telephones, the relocation of shared printers and scanners, and various back office network
The acquired firm will have to be converted to all the security measures in place at the gaining firm’s
network. This will include password policies and standards, policies on usage standards, and even
the degree of control each individual has over his or her own computer. Many small firms allow a high
degree of user customization while larger firms control this at a centralized level through network
If the merger results in the addition of a new office location, the gaining firm will have to plan for wide-
area network connectivity and integration of phone systems. In many cases the pre-merger firms will
be using different communications vendors and service providers. Contracts will have to be re-negoti-
ated to add the additional users and locations, while hopefully gaining some price reductions through
economies of scale. Other communication issues often include standardizing cell phone service
providers, and creating or expanding shared pools of calling minutes.
6 Polaris International First Quarter 2006
While not strictly an IT issue, the impact of training in a merger is huge! If users in the merged firm are
required to learn new hardware, new application software, and use of remote access techniques good
training is an obvious requirement. Beyond this level of user skill training, however, is a whole layer of
orientation and cultural integration into the gaining firm. Some firms will treat the merged employees
as “new hires” and give them the complete firm orientation that a newly hired employee would receive
upon starting work. In addition there will be a requirement for training on the combined firm’s operating
standards, policies, and procedures. From an IT perspective this may include policies on electronic
mailbox limitations, document filing and retrieval standards, and backup procedures. Time and effort
invested in training early in the process has a sure payoff in smooth operations further down the road.
Closely related to training are support policies in the combined firm. Make sure everyone understands
how the help desk functions, and the procedures for requesting support. Especially if new applications
are involved, reliable and courteous support can be a great morale builder for the employees learning
their way in a new environment.
Firms have found that the combination and standardization that occurs during a merger is a perfect
opportunity to review software licenses. Make sure that every server and workstation is properly
licensed for the user load it supports, and be sure to include the special licensing requirements for
remote access services.
Disposition of old hardware is often an issue. If the equipment used by the merged firm is completely
replaced there will be an instant inventory of “old” hardware to be disposed of. Be especially careful of
data security on these retired computers. Remember that simply deleting files is insufficient! Multiple
formats or special “wiping” procedures will be required to ensure client data is not compromised.
Some firms allow employees to buy retired machines at a discount price, others donate them to
suitable recipients, and still others pay recyclers to take them away. How it’s done is not as important
as having a plan for it in advance.
Best Practices and Lessons Learned:
While every merger or acquisition is unique, a few “best practices” can be distilled from the experi-
ences of the Boomer Technology Circle firms. These include the early establishment of Transition
Teams to identify issues, map the merged firm into the gaining firm, and coordinate extensively. Firms
should create a statement of “DAY 1” standards detailing what is expected to be in place and func-
tional on the day following the merger. Many firms have decided that the “rip and replace” method of
hardware integration is the most beneficial in the long run. Likewise, applications must be standard-
ized across the combined firm. Data conversion issues are critical in these cases. Training and
support are critical success multipliers. The faster people are trained, and the better they are sup-
ported in their new environment, the more productive they will be. Training is also an essential tool in
the integration of new staff into a combined firm culture. Finally, intangibles like caring and concerned
leadership at all levels is critical. Leaders must remember that people are undergoing a traumatic
transition and need to be guided through it to the desired outcome.
In summary, experience from many firms has shown that mergers and acquisitions can be smoothly
accomplished and the hoped-for gains rapidly achieved. From an IT perspective this means careful
and detailed planning, beginning early in the process. Remember that surprises are for birthdays, not
for M&A planning!
This Article was provide by Boomer Consulting, Inc. and written by Ken McCall. Ken’s Bio is
available online at http://new.boomer.com/new/bios/KM%20Short%20Bio%202005.doc
First Quarter 2006 Polaris International 7
Save the Dates
N. American Regional Meeting ..................................................................................................2-4 November 2006
Tampa, Florida USA
Managing Partner Retreat..................................................................................................................24 August 2006
Latin American Regional Meeting........................................................................................................October 2006
Rio de Janeiro, Brazil
EMEA Regional Meeting....................................................................................................................September 2006
Polaris Annual Meeting.......................................................................................................................19-23 May 2006
Shanghai, China-Four Seasons Hotel
Asia/Pacific Regional Meeting............................................................................................................... 19 May 2006
Shanghai, China-Four Seasons Hotel
Polaris Welcomes New Members
We are pleased to announce the We are pleased to announce the We are pleased to announce the
acceptance of the firm of Revikon acceptance of the firm of acceptance of the firm of Dr.
Kontroll. The firm has two part- Yakovlev & Partners. The firm has Weilep GbH. The firm’s sole
ners: Mr.Ferdinand Schurti and two partners: Mr. Alexander shareholder/managing director is
Dr. Kurt Alig. The firm is a full Yakovlev, and Mr. Alexey Dr. Volker Weilep. The firm is a
service auditing and accounting Yakovlev. The firm is a full ser- full service auditing and account-
firm in Lichtenstein. Revikon vice auditing and accounting firm ing firm in Celle, Germany. Dr.
Kontroll currently employs a staff in Kiev, Ukraine. Yakovlev & Weilep GmbH currently employs
of 6. Partners currently employs a staff a staff of 23.
Wolfagang Hohl, EMEA Regional Andrew Brown, EMEA Regional
Chairman stated: “Revikon is a “After attending the EMEA meet- CEO stated: “Dr. Weilep’s firm
good addition to the EMEA Re- ing in Malta, the region was glad creates continued growth in
gion. We have been looking for to welcome Yakovlev & Partners membership for the EMEA re-
a quality firm in Lichtenstein, and into membership”, stated gion, not to mention Germany.”
now Revikon is that member” Wolfagang Hohl, EMEA Regional
We are seeking to expand our membership to the following cities:
North American Region: EMEA Region: If you know of a quality firm that
Calgary and Montreal Can.; Stuttgart, Ger.; Geneva, Switz.; would be an asset to our
New Orleans; Minneapolis; Lyon and Marseille, Fr.; Monaco; organization or have any
Pittsburgh; Los Angeles; Bridge- Cardiff, Wales; Belfast, Ire.; questions concerning member-
port; Indianapolis; Portland; and Reykjavik, Ice. ship please contact:
Julio Gabay at Polaris HQ,
Latin American Region:
Asia Pacific Region: Monterrey, Mex.; Trinidad and firstname.lastname@example.org
Osaka , Japan Tobago; Asuncion, Para.; and Tel: 305.670.0580
8 Polaris International First Quarter 2006