Ryzyko wrogiego przejęcia spółki publicznej - perspektywa zewnętrznego audytora finansowego

Abstract

Kamila Schneider Risk of hostile takeover of a public company - external financial auditor's perspective Summary M&A transactions are an integral part of a market economy in which economic processes resulting in the transfer of property rights are constantly taking place. The main type of these rights, which requires consideration in separate categories, is control rights. The acquisition of control of public companies through mergers and acquisitions (M&A) processes is a common feature of the economic environment and is increasingly being chosen by companies as a tool for implementing growth strategies. The publication focuses on hostile takeovers. Hostile takeovers are understood to be the process of gaining control of a company by acquiring sufficient shares in it to control and manage it, which has not gained the approval of the target company's management and has met with management or supervisory board opposition at any stage. In order to acquire control, the 'invader' may use various forms of share acquisition. The auditor (auditor) who audits the financial statements can play an important role in reducing the effects ofhostile takeovers. Although he or she does not have "statutory" obligation to recognise M&A ventures, the verification of the reasonableness of the alternatives adopted, the assessment of the clarity, accuracy, correctness of the information contained in the financial statements and the legality of the ventures carried out allows to know and assess the the effects of the policy applications. This discernment should primarily be used to assess the financial condition, ability to continue as a going concern and expected development of the audited public company. As there is no legal obligation for this discernment, parties entering into M&A transactions do not use the services of an auditor. The results of the study confirmed that factors from the environment of public companies can influence their consolidation decisions and, moreover, that the way external determinants affect M&A activity in Poland is significant.