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Merger Samples and Tools

1. Bring both boards together to discuss and sanction the merger process
2. Board chairs kick off due diligence
3. Identifying due diligence questions
4. After due diligence, bring the boards together
5. The report executive summary

1. Bring both boards together to discuss and sanction the merger process

Following is a memo sent to board members of Northeast Family Services (NFS) and Central Multi-service Centers (CMC) to begin a merger inquiry.

I am the consultant who has been retained to facilitate your coming double board retreat in Seattle. I am most looking forward to meeting you all!

I have just met with your Merger Committee in what was a fast-paced and great spirited meeting. Our goal was to create a) an effective retreat design and b) an integrated approach to your entire merger process.

We discussed a variety of complicated questions still on the table regarding the mechanics of a decision process that would be seen as fair, rigorous, defined, and clearly leading to a completion date (a vote merge or not merge).

Several key agreements emerged from our meeting that should be noted.

• The merger committee recommends that NFS and CMC conduct a formal inquiry into the merger. At the retreat, we would define the needed work, limit the time frame, authorize those responsible for the work, and establish a clear date by which both boards come together to receive recommendations and to make a final vote. Elements of the process will be presented to you for your discussion and modification.
• The merger committee has asked your executive directors to prepare a document that describes assumptions about the elements of an effective merger process. This document is attached to this packet and will be subject to discussion and modification.

Retreat Goals

• Build rapport, trust, and goodwill among all participants.
• Review and modify a list of basic assumptions and agreements that will guide the merger process during the coming months.
• Develop the elements of an ideal mission statement for a potential new organization.
• Create a merger inquiry process for the coming months that is seen as fair, specific, and binding.
  • Identify key areas of work.
  • Consider a proposal from the Merger Committee on elements of a fall process

Retreat Agenda