年3月中級口譯閱讀理解第四篇原文+答案

However attractive the figures may look on paper, in the long run the success or failure of a merger depends on the human factor. When the agreement has been signed and the accountants have departed, the real problems may only just be beginning. If there is a culture clash between the two companies in the way their people work, then all the efforts of the financiers and lawyers to strike a deal may have been in vain.

According to Chris Bolton of KS Management Consultants, 70% of mergers fail to live up to their promise of shareholder value, riot through any failure in economic terms but because the integration of people is unsuccessful. Corporates, he explains, concentrate their efforts before a merger on legal, technical and financial matters. They employ a range of experts to obtain the most favourable contract possible. But even at these early stages, people issues must be taken into consideration. The strengths and weaknesses of both organisations should be assessed and, if it is a merger of equals, then careful thought should be given to which personnel, from which side, should take on the key roles.

This was the issue in 2001 when the proposed merger between two pharmaceutical companies promised to create one of the largest players in the industry. For both companies the merger was intended to reverse falling market share and shareholder value. However, although the companies' skill bases were compatible, the chief executives of the two companies could not agree which of them was to head up the new organisation. This illustrates the need to compromise if a merger is to take place.

But even in mergers that do go ahead, there can be culture clashes. One way to avoid this is to work with focus groups to see how employees view the existing culture of their organisation. In one example, where two global organisations in the food sector were planning to merge, focus groups discovered that the companies displayed very different profiles. One was sales-focused, knew exactly what it wanted to achieve and pushed initiatives through. The other got involved in lengthy discussions, trying out options methodically and making contingency plans. The first responded quickly to changes in the marketplace; the second took longer, but the option it eventually chose was usually the correct one. Neither company's approach would have worked for the other.

The answer is not to adopt one company's approach, or even to try to incorporate every aspect of both organisations, but to create a totally new culture. This means taking the best from both sides and making a new organisation that everyone can accept. Or almost everyone. Inevitably there will be those who cannot adapt to a different culture. Research into the impact of mergers has found that companies with differing management styles are the ones that need to work hardest at creating a new culture.

Another tool that can help to get the right cultural mix is intercultural analysis. This involves carrying out research that looks at the culture of a company and the business culture of the country in which it is based. It identifies how people, money and time are managed in a company, and investigates the business customs of the country and how its politics, economics and history impact on the way business is done.

1. According to the text, mergers can encounter problems when
A contracts are signed too quickly.
　　B experts cannot predict accurate figures.
　　C conflicting attitudes cannot be resolved.
　　D staff are opposed to the terms of the deal.

2. According to Chris Bolton, what do many organisations do in preparation for a merger?
　　A ensure their interests are represented
　　B give reassurances to shareholders
　　C consider the effect of a merger on employees
　　D analyse the varying strengths of their staff

3. The proposed merger of two pharmaceutical groups failed because
　　A major shareholders were opposed.
　　B there was a fall in the demand for their products.
　　C there were problems combining their areas of expertise.
　　D an issue of personal rivalry could not be resolved.

4. According to the text, focus groups can help companies to
　　A develop new initiatives.
　　B adopt contingency plans.
　　C be decisive and react rapidly.
　　D evaluate how well matched they are.

ting a new culture in a newly merged organisation means that
　　A management styles become more flexible.
　　B there is more chance of the merger working.
　　C staff will find it more difficult to adapt to the changes.
　　D successful elements of the original organisations are lost.

6. According to the text, intercultural analysis will show
　　A what kind of benefits a merger can lead to.
　　B how the national context affects the way a company is run.
　　C how long it will take for a company culture to develop.
　　D what changes companies should make before a merger takes place.

參考答案及解析：

《Achieving a successful merger》，實現一個成功的併購。文章沒有從技術和經濟效益的角度來分析併購成功的因素，而是強調了一個在併購中容易被忽視的重要因素：文化衝突。不同的企業文化走到了一起，能否兼容是併購能否成功的關鍵因素。一個比較著名的例子是當年惠普與康柏的併購。

第1題，問什麼情況下併購會遇到麻煩。答案是A段的最後一句，關鍵詞是culture clash：如果兩個公司的員工在工作方式上存在文化衝突，那麼金融專家和律師們爲了達成交易所做的一切努力都是徒勞的。所以選C：衝突性的態度無法得到解決。Conflicting attitude對應於culture clash。attitude具體指公司員工做事情的方式和態度。

第2題，問很多機構爲併購所做的準備是什麼。答案是第二段的這麼一句話：Corporates, he explains, concentrate their efforts before a merger on legal, technical and financial matters。公司都把精力集中在法律、技術和金融事務上了。也就是更多的看重經濟等方面的利益，而忽視了人的因素。選A：確保他們的利益得到很好的反映，也就是自己的利益有保障。represent在這裏的意思是be present or found in something, especially to a particular degree。

第3題，問這倆醫藥公司併購失敗的原因是什麼。答案是第三段的倒數第二句：the chief executives of the two companies could not agree which of them was to head up the new organisation.在誰來領導新的機構的問題上無法達成一致。所以選D：人員競爭問題無法得到解決。Personal rivalry就是指兩個領導誰也不服誰。

第4題，問focus group可以幫助公司幹什麼。先弄明白focus group的意思，看劍橋高階的解釋：a group of people who have been brought together to discuss a particular subject in order to solve a problem or suggest ideas。處理問題的團體。答案在第四段。這一段是舉例說明兩個合併公司的文化兼容性問題。經過focus group的調查，這兩個公司的做事方式有很大差別，不能兼容。所以這一題的答案是選D：評估他們能否匹配。

第5題，問在一個新合併的公司裏創造新的文化意味着什麼。答案是第五段的這麼一句：This means taking the best from both sides and making a new organisation that everyone can accept。吸取雙方的優點，創造一個所有人都能接受的新組織。每個人都能接受，那麼合併成功的可能性會大大增加。選B：合併起作用的機率增加了。

第6題，跨文化分析能夠表明什麼。答案是最後一段的最後一句：how its politics, economics and history impact on the way business is done.看看這個國家的政治、經濟和歷史是怎麼影響商業行爲的。也就是考察宏觀的國家背景對微觀的經濟個體的影響。選B：國家背景怎樣影響公司的運行方式。