外文翻譯--管理層收購(gòu)在歐洲作為私有化工具

1、 本科畢業(yè)論文設(shè)計(jì)外 文 翻 譯原文：Management Buy-outs as an Instrument of Privatization in Eastern EuropePrivatizing government enterprises is one of the most difficult tasks in the transformation process taking place in the former socialist economies. What contribution do management buy-outs have to make in copin

2、g with that task?All the countries of Eastern Europe and the CIS are currently in the process of replacing their planned economies with market economic systems. Such a transformation requires the state to make a rapid withdrawal from planning responsibility and substantially to renounce its rights o

3、f ownership over the means of production. The prime tasks involved in bringing that about are to create a new system of private law and to privatize government enterprises. Whereas it is possible, formally at least, to introduce a system of private law very swiftly, it is a much more time-consuming

4、and difficult matter to transfer ownership of the means of production to private hands.The difficulty arises partly out of the very scale of the privatization task. The state's share of the means of production in the former socialist countries is virtually 100%, with the exception of Hungary whe

5、re experiments with private enterprise have a certain tradition. In Western Europe and the USA, on the other hand, the level of state involvement is only approximately 10%and even in the Scandinavian countries, which are often described as socialist, state ownership does not play a significant part.

6、 Thus the countries of Eastern Europe will need to transfer four-fifths of their economies to private ownership if they want to create similar conditions to those of Western Europe regarding ownership of the means of production. Privatization AlternativesIf significant successes in privatizing state

7、 enterprises are to be achieved swiftly, a comprehensive strategy is needed which provides for all conceivable forms of privatization to be applied where and when suitable. The basic alternatives available are a stock market flotation, direct sale to outside investors, and various forms of managemen

8、t buy-out MBO .The flotation of former government enterprises on the stock market, like the various coupon models also under discussion, has the advantage that participating shares can be widely dispersed among the general public. In addition, the enterprise will also subsequently be subjected to th

9、e locative and supervisory mechanisms inherent in the capital markets. However, in contrast to Western Europe, where stock market flotations of government enterprises have frequently been successfully carried out, particularly in Italy, France and the United Kingdom, there are limits to the effectiv

10、eness of this approach in Eastern Europe. For one thing, the high costs involved mean that this method can only be considered for very large enterprises, while for another the eligibility of enterprises for the capital markets, and the capital markets themselves, are not yet sufficiently developed.S

11、uccesses in Eastern GermanyThe wave of "minor" privatization in the wholesaling, retailing and services sector in eastern Germany is now almost complete, and the vast majority of the 30,000 businesses involved have been sold to existing management or employees. In manufacturing, which comp

12、rised approximately 10,000 different businesses after the first phase of declamation, 5,000 privatizations had been carried out by March 1992, of which approximately 20%were MBO. Roughly half of the MBO companies now operating in eastern Germany employ less than 50 people; however, for businesses in

13、 the manufacturing sector the average number of employees is180. MBO privatization has predominantly occurred in industries where a rapid return on investment can be expected or, in others words, in the service sector and in wholesaling and retailing. Nevertheless, the by no means inconsiderable num

14、ber of management buy-outs in core industrial sectors such as the machine tools and appliances industries, vehicle manufacturing, steel, optical instruments and precision mechanics does show that more investment-intensive areas can also be privatized by this method. Managers tend especially to buy u

15、p businesses if local competition is relatively low.As regards the 3,500 small or medium-sized businesses remaining to be privatized as of March 1992 , which is responsible for coordinating privatization, intends to give preference to the management buy-in approach. It has developed its own concept

16、to promote initiatives of this kind, which includes giving priority to MBI bids if they match the value of other offers received. It is also helping to find suitable buy-in managers, and giving support in the disposal of non-core assets in order to keep down the purchase prices of the businesses con

17、cerned. Other measures included in the concept are payment holidays for the purchaser and the provision of loan guarantees for funding related to the transaction2 In all, a total of approx.3-4,000 MBO transactions can be expected in eastern Germany's manufacturing industry. If one assumes an ave

18、rage of 100-150 employees per enterprise bought out, that would mean that something over one quarter of a million jobs can be secured by means of MBO.Management Buy-Outs in Eastern Europe If one assumes that there are approximately 100,000 industrial enterprises in Eastern Europe and the CIS, which

19、need to be delimitated so as to give a total of at least 200,000 to 300, 000, that would mean 70,000 to 100,000 potential MBO transactions even if only one third of the privatizations carried out took that route. An estimate of the potential MBO volume in "minor" privatizations in Eastern

20、Europe based on eastern German figures is one million operating units. However, the present position in these countries as regards MBO privatization is a difficult one to assess: In Poland, approximately 100,000 retailing businesses have been privatized since the privatization law was passed in July

21、 1990, most of these via MBO. In the industrial sector, approximately 1,000 government enterprises have been "liquidated", which generally means that they have been taken over by their managements.In the course of "minor" privatization in Czechoslovakia, 16,500 small firms have p

22、assed to private owners since January 1991, and another 30,000 small and medium-sized businesses are candidates for MBO.In Hungary, the number of MBO in retailing and services is much smaller simply because many of the businesses were already operating as private enterprises.Since 1989,there have be

23、en a number of MBO, including large-scale ones, in manufacturing industry.In Russia, numerous de facto privatizations via MBO have been carried out in the last three years, some of which have involved relatively large enterprises. Because the lines of demarcation between different forms of ownership

24、 have become more and more blurred by the many legislative changes, the status of private enterprise in Russia is especially difficult to ascertain. The only approach which would so far appear to be guaranteed in law is the special buy-out variant in which the entire workforce of an enterprise takes

25、 over its ownership to form a cooperative. MBO might be expected to play a relatively more significant part in the privatization process in Eastern Europe than they have done in former East Germany. Because of the special difficulties associated with any moves to stimulate these economies by foundin

26、g new private enterprises, and because foreign investors have been very hesitant to become involved there, a takeover by the management is virtually the only practicable form of privatization which remains. Incentive and Control StructuresOn the level of the individual firm, the most important benef

27、it produced by an MBO transaction is that it firmly ties in the incentive and control structures which are vital to raising efficiency. An obvious incentive, but no less effective for that, to produce thoroughgoing improvements comes directly from the management's participation in the capital va

28、lue of the enterprise. Because this creates a direct link between the participating income to which the managers are entitled and the profits earned by the company as a whole, it can be assumed that they will redouble their efforts to make it a commercial success. The same also applies if second and

29、 third-level management or the workforce as a whole are granted ownership participation. The supervisory and control structures are further intensified by the fact that MBO companies tend to carry a large amount of debt. Interest and loan service costs impose a hard budget constraint on management,

30、from which it has no escape. In order to meet its payment obligations, it is compelled to pay out all the cash-flow generated, without having the option of retaining it for future use.Problems in Eastern EuropeBecause the legal framework which ought to govern the legitimate sale of government proper

31、ty to interested managers is largely still lacking in Eastern Europe, quite a considerable number of the MBO transactions during the first privatization phase which is still continuing have been so-called" spontaneous privatizations". They take advantage of the collapse of the old bureaucr

32、atic structures, which means they have virtually unlimited freedoms during the current transitional phase. One method often used to take hold of a new firm, for example, is to begin by hiving off a number of facilities from the enterprise and then to purchase them on favorable terms. Although these

33、self-made agreements create the same outcome as legal MBO in economic terms, they are in fact tantamount to the theft of government property.There are also two different points of view on the problem of the state being taken advantage of when an enterprise is privatized, via a management buy-out or

34、indeed by any other means. The public in the reforming countries has been right to criticize the unjust gains made by purchasers; as events in Hungary have shown, spectacular frauds may even have a negative influence on the entire privatization process. However, one has to ask whether it can really

35、be allowed to be the foremost priority of privatization policy to obtain a "fair" sale price, as high as possible, for the assets concerned. There may in fact be circumstances in which the objective of imizing sale proceeds ought to take second place to the more important goal of creating

36、an enterprise structure in which small and medium-sized businesses feature strongly. Hence even the high profits earned by the first rush of managers making buy-outs do have a positive side to them, for the signals they have given to others who might want to follow in their footsteps will, regardles

37、s of other critical aspects concerning the distribution of income and wealth, accelerate the whole process of the development of competition. The sale of real estate sites, often the only valuable assets possessed by Eastern European industrial enterprises, at substantially below their real values m

38、ay indeed have brought certain people quickly to riches, but at least these sites will be put to some meaningful use by their new purchasers before very long.The problem of insufficient competence on the part of the managers making buy-outs in Eastern Europe ought not to be exaggerated. Even though

39、the turbulent environment in which these changes of ownership are made will make considerable entrepreneurial demands on the management teams taking over the businesses, their capacity to learn from experience should not be underestimated: the average age of the managers concerned, if east German ex

40、perience is any indication, is between 35 and 40 years, and these people have all needed a good deal of improvising talent in the past to survive under the planned economy. The general financial stability of MBO firms, on the other hand, is indeed a more critical factor. Although the relatively low

41、capitalization of these firms does in individual cases mobilize the last reserves their managers have available to behave efficiently in the market, many of the companies founded by MBO are in fact built on rather shaky financial foundations. Thus the advantage of the superior control structure prov

42、ided by a small group of ownership participants is counteracted from a financial point of view by the disadvantage of a narrow funding base. In this situation, the funds necessary to carry out investment to secure the firms future can often not be obtained. This assessment is confirmed by surveys ca

43、rried out in eastern Germany. At an average of DM 11,000 per employee, MBO firms have a far lower volume of investment than other privatized firms, which have been investing in the order of DM 80,000 per employee.No matter what problems may be associated with MBO activities in Eastern Europe, one ou

44、ght not to overlook the fact that there are frequently no alternatives available in practice to a takeover of former government enterprises by their managements. In Eastern Europe apart from former East Germany, privatization has so far almost inevitably been synonymous with management buy-outs.Sour

45、ce:Harald Sondhof and Markus Stahl, 1992 Management buyouts and entrepreneurial opportunities，Intereconomics , Vol. 27,Number 5, pp210-214. 譯文：管理層收購(gòu)在歐洲作為私有化工具國(guó)營(yíng)企業(yè)私有化改造，是前社會(huì)主義國(guó)家經(jīng)濟(jì)開(kāi)展過(guò)程中最困難的任務(wù)之一。在這種情況下，須做出什么來(lái)促進(jìn)管理層收購(gòu)？目前，所有的東歐國(guó)家和獨(dú)聯(lián)體都在用市場(chǎng)經(jīng)濟(jì)體制更換方案經(jīng)濟(jì)體制。這種轉(zhuǎn)變需要國(guó)家迅速退出方案責(zé)任，并大體上放棄生產(chǎn)關(guān)系所有者權(quán)利。在將所涉及的主要任務(wù)中，要建立一個(gè)新的私法制

46、度和私有化政府企業(yè)。鑒于有可能的，正式迅速地引進(jìn)私法系統(tǒng)，它是一個(gè)將生產(chǎn)資料的所有權(quán)轉(zhuǎn)讓到私人手中的更耗時(shí)更困難的問(wèn)題。困難的局部是產(chǎn)生的非常規(guī)模私有化的任務(wù)。國(guó)家對(duì)前社會(huì)主義國(guó)家的生產(chǎn)資料份額幾乎是100%，與實(shí)踐與民營(yíng)企業(yè)有一定傳統(tǒng)的匈牙利不同。另一方面，在西歐和美國(guó)，國(guó)家參與程度只有約10%，即使是在斯堪的納維亞國(guó)家，這些經(jīng)常被描述為社會(huì)主義，國(guó)家所有制沒(méi)有發(fā)揮重要作用。因此，東歐國(guó)家如果想建立類似的條件對(duì)西歐有關(guān)生產(chǎn)資料的所有權(quán)，需要將本國(guó)經(jīng)濟(jì)的五分之四私有化。私有化的選擇如果國(guó)有企業(yè)私有化的重大成就要快速實(shí)現(xiàn)，提供私有化要適當(dāng)應(yīng)用的地點(diǎn)和時(shí)間的所有可以想象的形式的戰(zhàn)略。可用的根本選擇

47、是股市浮選，直接出售給外部投資者，以及各種形式的管理層收購(gòu)。對(duì)前政府的浮選企業(yè)股市，如各種優(yōu)惠券模式也正在討論中，它有廣闊市民廣泛參與股份的優(yōu)勢(shì)。此外，企業(yè)也將在資本市場(chǎng)隨之成為分配和固有監(jiān)督機(jī)制的主體。然而，相對(duì)于西歐，政府企業(yè)的股票市場(chǎng)浮選經(jīng)常成功實(shí)現(xiàn)，特別是在意大利，法國(guó)和英國(guó)，這種方法在東歐將限制其有效性。東德的成功目前批發(fā)業(yè)、零售業(yè)和效勞業(yè)初步的私有化浪潮在德國(guó)東部幾乎已經(jīng)完成，而且大局部的企業(yè)被賣給了現(xiàn)有的管理人員或是雇員。在制造業(yè)，截止至1992年3月，反聚集力的第一階段之后大約10000種不同的企業(yè)中的5000家已經(jīng)完成了私有化，其中約20%是管理層收購(gòu)。MBO的私有化主要發(fā)生

48、在可預(yù)計(jì)快速投資回報(bào)的工業(yè)，換言之，在效勞、批發(fā)和零售部門(mén)。盡管如此，有大多數(shù)管理層收購(gòu)發(fā)生在核心工業(yè)部門(mén)如家電行業(yè)，汽車制造，鋼鐵，光學(xué)儀器和精密機(jī)械，這些說(shuō)明更多的投資密集區(qū)可以用這種方法私有化。管理者更傾向于收購(gòu)當(dāng)?shù)馗?jìng)爭(zhēng)較低的企業(yè)。至于余下被私有化截至1992年3月的3500家中小型企業(yè)，負(fù)責(zé)整合私有化的托管局打算優(yōu)先考慮管理層收購(gòu)的方法。它已經(jīng)建立出了自己的概念，以促進(jìn)這類，其中包括優(yōu)先管理層換購(gòu)的出價(jià)，如果他們匹配的價(jià)值得到其他優(yōu)惠措施。托管局還幫助找到適當(dāng)買進(jìn)經(jīng)理，并給予支持在非核心資產(chǎn)的處置，以減低其有關(guān)企業(yè)的采購(gòu)價(jià)格。總之，預(yù)計(jì)有約3千至4千左右的MBO交易將發(fā)生在德國(guó)東部的制

49、造業(yè)。如果假設(shè)一個(gè)平均有100到150個(gè)員工的企業(yè)被收購(gòu)了，那意味著25萬(wàn)個(gè)就業(yè)時(shí)機(jī)通過(guò)MBO得到保證。管理層收購(gòu)在東歐如果假定在東歐和獨(dú)聯(lián)體國(guó)家有10萬(wàn)需要分散的工業(yè)企業(yè)，這意味著70000到100000潛力MBO的交易，即使只有三分之一進(jìn)行了私有化。估計(jì)在小型私有化的潛在MBO數(shù)量在東德價(jià)格根底上的東歐是一百萬(wàn)單位。然而，在這些國(guó)家，現(xiàn)在MBO私有化的位置是很難評(píng)估的：在波蘭，大約有10萬(wàn)零售企業(yè)已經(jīng)私有化，因?yàn)樗接谢稍?990年7月通過(guò)，其中大局部是通過(guò)管理層收購(gòu)進(jìn)行的。在工業(yè)部門(mén)，約1000個(gè)政府企業(yè)已被清算，也就是說(shuō)，他們已經(jīng)被管理層接管了。在捷克斯洛伐克的小型私有化的過(guò)程中，自1991年1月起，16500個(gè)小企業(yè)已成為私有，還有30000家中小型企業(yè)成為管理層收購(gòu)的候選。在匈牙利，零售業(yè)和效勞業(yè)的管理層收購(gòu)數(shù)量更小，更簡(jiǎn)單，因?yàn)樵S多企業(yè)已被作為民營(yíng)企業(yè)來(lái)運(yùn)營(yíng)。在俄羅斯，過(guò)去三年以來(lái)，實(shí)際上通過(guò)管理層收購(gòu)實(shí)現(xiàn)私有