供配电企业并购中技术尽职调查的实践研究

Practice Research of Technical Due Diligence for Mergers and Acquisitions of Power Supply Companies

随着我国市场经济的迅速发展和电力行业体制改革的不断深化,供配电企业之间竞争日趋激烈,并购现象愈加频繁。在并购过程中,技术尽职调查有助于规避供配电企业的并购风险,提高并购效率和成功率。作为技术尽职调查小组的一员,通过参加对某供电公司并购技术尽职调查活动,从系统整体现状、变电电气一次、电气二次、土建、输电线路、通信和配网等八个方面开展技术尽职调查,比较全面地对该供配电公司目前运行的技术现状进行了总体评价。通过技术尽职调查发现:该公司整体运行状况良好,运行维护得当,设备主要指标正常,各方面基本满足安全稳定运行要求。本次技术尽职调查为相关供电企业并购提供参考依据,同时也为供配电行业规范开展技术尽职调查提供借鉴。在具有技术专业门槛的行业内的企业并购中,除已经较为成熟的财务、法律、土地资产尽职调查外,能为收购方提出较为专业的技术风险评价及整改建议的技术尽职调查,同样能起到具有不可或缺的作用。

Along with the fast development of market economy and the deepening power regulation reform,the competition among the power supply companies becomes fierce.Meanwhile,the mergers and acquisitions become more frequently.To promote the efficiency and the success rate of the merger and acquisition,the technical due diligence may contribute to it.The author fortunately participated in a typical merger and acquisition of a power supply company,as a member of the technical due diligence team.The technical due diligence evaluated the power assets to be taken over,which were divided into eight aspects including power system planning,electric primary,electric secondary,civil,transmission lines,communication and power distribution network.The outcome was acceptable to for both the acquirer and the acquiree,making the acquisition work smoothly.It may also serves as an example for the future mergers and acquisitions in power industry.Therefore,in a merger and acquisition where technical threshold exists such as power industry,a technical due diligence is necessary apart from financial,law,and land property due diligences,which can offer a technical risk assessment and some probable rectification measures to the acquirers.