Friday January 9th 2008
Enseignement de Miss Jennifer Takhar
Duration: 2 hours
No document allowed
1. Explain in detail the pros and cons of mergers and takeovers. 300 words max
(20 points)
Get-togethers that aren't good for competition

Mergers and takeovers may rescue companies but are consumers still being served, asks Tim Webb

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· [Linkleri Görebilmek için Üye olmanız Gerekmektedir.Üye olmak için Tıklayınız.] Sunday December 7 2008
Clement Attlee's Labour government took a radical approach to kick-starting postwar Britain's ailing economy. He nationalised the biggest industries of the day - coal mining, steel and the utilities, among others. Getting the economy going took precedence over what we would today call consumer rights.
The Board of Trade, equivalent to Business Secretary Peter Mandelson's department, recorded in a memo that 'the government does not adopt an attitude of sweeping hostility to all monopolies'. As Peter Freeman, chairman of the Competition Commission (founded in 1948), remarked at a dinner to celebrate the consumer watchdog's 60th birthday last month: 'It doesn't take a genius to draw a parallel with present economic circumstances.'
Fortunately, the monopolies of old have long since been done away with. As the economy deteriorates, companies are increasingly looking for merger partners to cut costs. But if there are fewer retailers on the high street and fewer larger banks, it means less competition and often a worse deal for customers. Is it worth putting jobs and businesses before consumers?
The airline industry, hit by record oil prices earlier this year, and now a collapse in demand for air travel, is a prime candidate for consolidation, despite the protection from foreign ownership it has enjoyed. Last week, serial partner seeker British Airways shocked the market, not least Spanish carrier Iberia, which it is supposed to be merging with, when it admitted it was also in talks with Australian national carrier Qantas. A three-way merger (four if you include American Airlines, with whom BA wants to form an alliance) would create the world's biggest airline, assuming BA's chief, Willie Walsh, can get regulators and shareholders to agree.
BA denies citing the dire state of the aviation industry in its negotiations with regulators and governments. Deregulation, which predates the credit crunch, has already made airline mergers easier. But governments in the US, Spain and Australia are likely to be more supportive of the deals if they help safeguard the airlines' future.
Of course, Gordon Brown's decision to waive competition concerns and support Lloyds TSB's proposed takeover of ailing [Linkleri Görebilmek için Üye olmanız Gerekmektedir.Üye olmak için Tıklayınız.] is the clearest case of, on the face of it, putting business interests before those of consumers. The two banks combined would create Britain's largest mortgage company, providing more than one-in-four loans, so reducing competition and making higher charges more likely.
But deciding what is best for consumers is never simple. The government cited the need to ensure 'financial stability' in explaining its support for the deal and prevent the collapse of HBOS. The Treasury feared that collapse would have fatally undermined the other banks and the financial system, to the detriment of consumers and everyone else.
The difficulty, as Lloyds chief executive Eric Daniels is finding out, is proving that such a deal is necessary. Last week, a group of Scottish businessmen launched a judicial review against the takeover, arguing that an independent HBOS had a viable future, making a 'rescue' redundant.
Mike Pullen, partner of law firm DLA, says that companies looking to acquire rivals will increasingly use the 'failing-firm argument' to persuade the competition authorities to approve takeovers that in happier economic times they would refuse. Gavin George, head of retail at Ernst & Young, expects retailers in particular will try to use this argument in the new year, when Christmas is over and many face collapse.
But it is not in the remit of the Office of Fair Trading and the Competition Commission to protect jobs or businesses. Authorities only accept the 'failing-firm argument' if they judge that it would be to the detriment of competition and thus consumers if the company in question collapsed, rather than be taken over. They may also decide the reverse is true. Freeman explains: 'Customers may be better served if a failing firm goes under and its assets are picked up by another firm.' So companies should not bank on authorities waiving competition concerns.
The government has to be careful not to tamper with the existing regulatory framework, which is subject to European competition law. But it reserves the right to intervene on 'public interest grounds' to support contentious mergers, as it has with HBOS. And competition policy has never only been about the consumer, anyway. During the commission's marathon supermarket review, the watchdog found that planning restrictions made it harder for new entrants to set up shop and challenge the big four. But the commission did not recommend a change in the planning process, since this affects other policy concerns, for example controlling traffic in towns. As Freeman adds: 'Competition investigations do not take place in a vacuum. That's why consumers can get very puzzled about what outcome competition is supposed to be producing for them.'
Equally, as the economy deteriorates, government policies to protect jobs and businesses will make uncompetitive mergers more likely, despite being against consumer interests - unless, of course, you happen to work for such a merged company and would have lost your job.