Finance: World domination, or just a need for self-preservation?

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The Independent Culture
The talk is all of mergers and marriages; but important differences are beginning to appear between the two pairs of famous couples who are planning to share their lives. Roger Trapp on the negotiations behind the proposed deals.

On the face of it, the mergers planned by Coopers & Lybrand and Price Waterhouse on the one hand and KPMG and Ernst & Young on the other look essentially the same.

Both proposed mergers are driven by the trend for globalisation and - as is happening in the banking sector - a need to achieve greater economies of scale in a business that is seeing constant erosion of margins. The sheer cost of investing in emerging economies such as those in eastern and central Europe and Asia is becoming too much for firms to fund on their own.

However, several weeks into the preparations for creating new behemoths of the professional services sector, differences between the two proposed deals are starting to emerge.

And this has nothing to do with the Coopers/PW camp's long insistence that the rival plan was just a spoiler, designed to prevent their deal gaining regulatory approval. Peter Smith, chairman of Coopers in the UK, is reported to have said that the other firms' plans were so sketchy that "it was a bit like trying to grab a piece of soap".

No doubt in response to the view that their particular plan is being driven by a desire to improve their position in the United States, Coopers and PW have begun to put over the idea that they are involved in some kind of a job-creation scheme in Continental Europe. Despite predictions of widespread job losses, even among partners of the merged firm, if everything goes ahead they have said that they anticipate there is likely to be a 50,000 increase in the number of jobs on the Continent by the early years of the new century.

Though rather more specific, this is the sort of grand gesture that managements on both sides of the Atlantic went in for when announcing the merger talks in September. Then, they were talking of globalisation, of brand leverage and of the desire to improve service to clients, which, after all, were engaged in the same sort of exercise themselves.

Here, too, however, is a clear distinction between the two approaches.

Perhaps because they have the benefit of going last and therefore seeing what is and what is not playing well to the audience, senior executives at KPMG and E&Y are not trying to convince clients that it is all for their benefit.

They have been upfront about the need to reduce costs - though they are now seeking to temper this with claims that, since KPMG has a strong European history, the combined firm would act as a bulwark against the US domination of accounting.

Mike Rake, chief operating officer of KPMG, said that they had set about convincing interested parties of the merits of their case. Certain key clients had even been told of the two firms' plans before they became public in October, a few weeks after Coopers and PW started the consolidation that had long been seen as inevitable.

"We feel that managing directors and chief executives understand, and finance directors like it less," said Mr Rake, adding that the talks had attracted more negative publicity in the UK than elsewhere, perhaps because accountancy firms have a higher profile here than in other countries.

But he and his fellow managers appear to be sufficiently aware of the regulatory reasons for the lukewarm response to a planned reduction of the Big Six to the Big Four to be in conciliatory mood.

Nick Land, E&Y's senior partner, who is working closely with Mr Rake to integrate the two firms in the UK, has long been unhappy with the Institute of Chartered Accountants' dual role as trade association and regulator. The two firms have let it be known that they may be prepared to surrender self-regulation in order to get their merger approved by the regulators.

But perhaps that in itself reveals a lot about the strategies behind these merger proposals and a lot else going on in the professional services world. Ever since, several years ago, Brandon Gough, who was then chairman of Coopers, let it be known that he was less interested in audit than in other services his firm might offer, this once core area of accounting has largely become a commodity.

Of course, the rising tide of litigation has done nothing to help.

In its place, firms are now seeking to develop their consulting practices, move in on the corporate finance territory that was once the preserve of merchant banks, and develop legal practices.

Arthur Andersen, which, with its own internal problems to contend with, is staying outside the merger frame for now, is the most advanced in this area. Its consulting arm is the equal of its accounting business in revenue terms, and it has rapidly established a legal network in the UK - while still hunting for a big-name firm with which to link.

But the others are moving in this direction, with both PW and Coopers having embryonic legal associations. KPMG and E&Y are known to be eyeing the market, and Mr Rake is saying that it is "inevitable" for accountancy firms to begin to develop legal arms.

KPMG and E&Y, predictably, claim to be a good fit - not least because they have both sought to take the moral high ground by shedding light on their financial affairs as part of the battle against the law on joint and several liability that threatens to make accountants personally bankrupt if their work is found to be negligent.

But this disclosure also reveals key differences between the two firms over the ways in which they pay their partners. Mr Rake accepts that this is something that needs to be resolved.

However, given the sensitivities on such matters, that could make seeking regulatory approval in the US, Japan and Europe look relatively straightforward.