Corporate finance

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corporate finance handbook


corporate finance handbook
consultant editor


3rd edition

jonathan reuvid
forewords by

sir edward george governor, the bank of england david irwin chief executive, small business service




Third Edition


Third Edition

Publisher’s note Every possible effort has been made to ensure that the information contained in this handbook is accurate at the time of going to press, and the publishers cannot accept responsibility for any errors or omissions, however caused. All liability for loss, disappointment, negligence or other damage caused by the reliance on the informationcontained in this handbook, or in the event of bankruptcy or liquidation or cessation of trade of any company, individual or firm mentioned, is hereby excluded. This third edition published in 2002 Apart from any fair dealing for the purposes of research or private study, or criticism or review, as permitted under the Copyright, Designs and Patents Act, 1988, this publication may only bereproduced, stored or transmitted, in any form, or by any means, with the prior permission in writing of the publishers, or in the case of reprographic reproduction in accordance with the terms of licences issued by the Copyright Licensing Agency. Enquiries concerning reproduction outside those terms should be sent to the publishers at the undermentioned address. Kogan Page Ltd 120 Pentonville Road LondonN1 9JN © Kogan Page and contributors 2002 British Library Cataloguing in Publication Data A CIP record for this book is available from the British Library ISBN 0 7494 3375 2 Typeset by Saxon Graphics Ltd, Derby Printed and bound in Great Britain by Thanet Press Ltd, Margate

Forewords Sir Edward George Governor, Bank of England David Irwin Chief Executive, SmallBusiness Service About the Contributors Introduction Jonathan Reuvid xi xiii xv xxi

Part One: The Corporate Finance Environment 1 1.1 Strategic Considerations – Making the Right Choice 3 Shiju Varghese, Tenon Corporate Transactions 1.2 Financial Market and Business Conditions for SMEs 9 Jonathan Reuvid 1.3 Small Business Service (SBS) and SME Finance 17 Adrian Piper, SBS 1.4 Finance forTechnology-based Small Companies (TBSFs) 25 Jonathan Reuvid 1.5 Modern Company Law for a Competitive Economy – Final Report from the Company Law Review Steering Group 31 Keith Baxter, Royal & SunAlliance ProFin Part Two: Debt Finance 2.1 Structured Finance John Bagley, NMB-Heller 2.2 Asset-based Finance Forward Trust 2.3 Finance for Foreign Trade Jonathan Reuvid 2.4 Legal Issues for Failing Companies andCorporate Rescue Carrick Lindsay, Lee Crowder 2.5 A Glossary of Debt Christopher Gasson, Bertoli Mitchell Part Three: Private Equity 3.1 Trends in Private Equity Michael Joseph, Lloyds TSB Development Capital 37 39 45 55 63 73 81 83



3.2 Shaping Up for the Market Mike Stevens, KPMG Corporate Finance 3.3 Raising Venture Capital – A Working Guide for Entrepreneurs Nick Jones,Tenon Group 3.4 Legal Due Diligence Issues Gregory T Emms, Lee Crowder Part Four: Public Equity 4.1 Flotation Gary Peters, Old Mutual Securities 4.2 Public Equity Markets Jonathan Reuvid 4.3 Taxation Aspects of Flotation Maurice Fitzpatrick and Jay Sanghrajka, Tenon Group 4.4 Legal Aspects of a Company Flotation Mark Gibson, Lee Crowder 4.5 Public-to-Private Transactions are Here to Stay CharlesMilner, KPMG Corporate Finance Part Five: Mergers and Acquisitions 5.1 Buying a Business David Houghton, TMG Corporate Finance 5.2 Thinking of Selling Your Business? Tony Sharp, KPMG Corporate Finance 5.3 Valuation Christopher Gasson, Bertoli Mitchell 5.4 Management Buy-outs – a reality check Stephen Craik, KPMG Corporate Finance 5.5 Legal Aspects of Management Buy-outs and Acquisitions Richard...
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