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Head offices are worth protecting High-value jobs come with territory DAVID CRANE, Freelance Published: Thursday, July 24 When Rio Tinto, the Anglo-Australian mining giant, made a successful $38.1 billion bid for Alcan a year ago, the Quebec government quickly intervened to make sure that Alcan's global head office remained in Montreal. Fortunately, the Quebec government not only had leverage but, in un-Canadian fashion, chose to exercise it. Those with longer memories can recall how, when Stone Container of Chicago acquired Montreal-based Consolidated Bathurst in 1999, the head office was quickly dismantled and most important functions were transferred to Chicago. Head offices clearly matter, and, with the number of high-profile foreign takeovers of Canadian companies, this has triggered fears of a "hollowing out" of the economy. That's why, just over a year ago, the Harper government asked a small group of talented Canadians, led by corporate executive Red Wilson, to tell it what to do. Wilson's panel - the Competition Policy Review Panel - has now delivered its report, with many important proposals to improve the competitiveness of Canadian companies and build more Canadian multinationals. But Wilson's panel has not been successful in designing an effective policy on foreign takeovers that balances Canada's commitment to an open economy with the need for a stronger business sector headquartered in Canada. Our experience tells us that head offices of large corporations bring many benefits, the panel says. "When a Canadian company is acquired by another Canadian company, Canada loses a head office but gains a stronger company. When the acquirer is foreign, Canada loses a head office and a company," it contends, arguing that foreign takeovers affect career opportunities for Canadians as well as many community benefits associated with large head offices. As the panel stresses, "the head office of an enterprise is its 'brain.' It is the place where strategy and other critical decisions are made by its key management personnel." When a Canadian firm is acquired by a foreign enterprise, decisions that once were made in Canada are now made in another part of the world where Canadian interests may have little importance. Head offices provide high-skill, high-paying jobs. And as the panel points out, head offices also support many other jobs "by attracting high-value business services - legal, accounting, consulting, information technologies, marketing and advertising - to the community." But the panel's solution to foreign takeovers is not to propose stronger rules on foreign takeovers but to advocate policies to develop a new generation of Canadian-based multinationals, companies like CAE, Bombardier and SNC-Lavalin, as well as making Canada more attractive for divisional headquarters of foreign multinationals, as happened with Alcan. These are important proposals and we should certainly do all we can. But even if we do a better job of creating new companies, the best of them could also become foreign takeover targets. So we would be growing seed corn for foreign multinationals or, as it has been put, "growing guppies to feed the sharks." Moreover, the panel would make it even easier for foreign corporations to acquire budding Canadian multinationals by limiting Investment Canada screening of foreign takeovers to companies with a value of $1 billion or more, compared with the current level of about $295 million. This would be a mistake - we should keep as much screening scope as possible. The panel does propose that instead of judging foreign takeovers on a vague test of "net benefit" to Canada, that negotiation of proposed takeovers be based on a test of "Canada's national interest." Australia, which uses the "national interest" test for takeovers of about $100 million or more, has shown it's possible to use this approach to negotiate strong terms or alternatively to say no. For example, according to Secor Consulting, when BHP Ltd. of Australia and Billiton Plc of Britain merged in 2001 to create BHP Billiton, Australia required that the company continue to be an Australian, managed in Australia and listed on the Australian stock exchange. The global headquarters had to be in Australia, both the CEO and CFO had to have their principal places of residence, offices and key supporting functions in Australia and the majority of all regularly scheduled board and executive committee meetings had to occur in Australia. So the "national interest" test could make sense. But it would have to be carefully defined to give Canadians confidence that Ottawa would really stand up for Canadian interests. The panel also proposes easing Canada's foreign takeover restrictions on foreign ownership of Canadian airlines, telecommunications companies and broadcasters. But it's hard to see clear benefits. One important recommendation the panel does make is to give directors of Canadian corporations more power to say "no" to foreign takeover bids. Today, directors are typically forced to become "auctioneers" and find an alternative buyer in response to an unwanted bid. In the U.S., directors have much greater capacity to simply say "no." Canada should continue to screen foreign takeovers, but with a more rigorous and more transparent negotiation of conditions and a greater readiness to say no, while improving the ability of corporate boards to reject unwelcome takeovers. Canada should also focus more on attracting foreign corporations to launch new businesses here, not take over our existing ones. David Crane is a Canadian writer who closely follows innovation and globalization issues. He can be reached at [email protected] interlog.com. http://www.canada.com/montrealgazette/news/story.html?id=65bbef64-3d8f-401e-8ad2-7790f7f4bcd1&p=2
Toronto tops Montreal for global career? Not really KARL MOORE AND DANIEL NOVAK From Friday's Globe and Mail Published Friday, Aug. 13, 2010 6:00AM EDT http://www.theglobeandmail.com/report-on-business/careers/career-advice/on-the-job/article1671292.ece Many students fall in love with Montreal during their years at McGill, yet feel they must move to Toronto if they want a career with an international firm. However, our analysis of the largest companies in Canada suggests that Montreal and Toronto offer about the same level of opportunity for a global career. Toronto is home to the national headquarters of most foreign multinationals with subsidiaries in Canada. However, it is important to note that these Canadian headquarters are satellites of their foreign parents and usually not engaged in international management. Worldwide headquarters, on the other hand, are centres for global strategic decision making. They not only maintain an international outlook in their day-to-day operations, but also open doors for people seeking global careers. The global head office of a firm is simply the more important node in the network of a multinational. So how do Montreal and Toronto stack up on being home to global multinational enterprises? To determine the attractiveness of each city, we first selected the top 150 companies in Canada in terms of revenues earned in 2009. We then kept only those publicly listed firms with substantial foreign revenues (at least 20 per cent) and international headquarters in either the Toronto or Montreal regions. We put to the side privately held companies because it is very difficult to find accurate data on them. We ended up with a dozen Canadian multinationals in each of the two cities. Among those firms in Toronto, three quarters are in the financial industry. They include major banks like RBC, Scotiabank and TD, and other financial services giants like Manulife, Sun Life, Brookfield Asset Management and Fairfax Financial Holdings. So it’s clear that Canada’s largest city is also its financial capital. In fact, the Greater Toronto Area’s financial and investment services sector employs more than 230,000 people, making it the third largest in North America after New York and Chicago. And you will often hear finance students in the halls of McGill refer to Toronto as “where the action is” when discussing their future careers. In the financial sector, Montreal is well positioned as a low-cost number two city with some 100,000 jobs – no slouch, but Toronto is clearly the winner here. Though Montreal’s portfolio of Canadian multinationals is slightly more modest in terms of total revenues, it is more diversified. Montreal’s major international headquarters include those of Power Corp., Bombardier, CN, SNC-Lavalin, CGI and Molson Coors (headquarters split between Montreal and Denver). Altogether these firms offer strategic access to a wide range of industries and many of them have emerged as leaders on the international stage. Bombardier has more than 70,000 employees in over 60 countries. Its aerospace division is the world’s third largest civil aircraft manufacturer and its transportation division is a major player in the thriving rail equipment manufacturing and servicing industry. SNC Lavalin also stands out from Montreal’s list as one of the world’s engineering and construction giants, with over 21,000 permanent employees running projects in over 100 countries. Half of the company’s business takes place outside North America, with projects throughout five continents. CGI group, an expert in IT services, is also worthy of mention. It has gone from being purely local two decades ago to successfully venturing into the U.S., establishing a widespread presence in Europe, and positioning itself in the booming Indian IT market. Hey, even Barack Obama praised the company during one of his campaign speeches. So Montreal offers some interesting opportunities in a number of industries, but one issue students raise is that you really should speak a reasonable amount of French to work in Montreal. It’s a fair enough point, but if you want to have a global career, doesn’t it make sense to pick up a second language? In fact, how could you have an international career with just one language? If you want to learn French it is much easier to learn in Montreal, where the two languages flow naturally. Besides, most students from across the country who come to McGill already have a steady base of French to work with, so it’s just a matter of improving it. In our experience, our French-speaking colleagues are delighted to help their peers with their French. So when you look at the stats, Toronto is the crown city of Canadian business, but when it comes to a global career Montreal is not far behind. Karl Moore is an associate professor and Daniel Novak is a BCom student, both at the Desautels Faculty of Management, McGill University.