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Tiêu đề Acculturation of Cross-Border Acquisitions
Tác giả Thomas Steger
Trường học University of Mannheim
Chuyên ngành Mergers and Acquisitions
Thể loại Thesis
Thành phố Mannheim
Định dạng
Số trang 37
Dung lượng 721,33 KB

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Theoretical Background ACCULTURATION AND THE NATIONAL FRAMEWORKS Despite the close economic relations between the US and Germany, there are afew cultural differences between them Hofsted

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Part II

Trans-Asian Context

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The Northern European Context

Acculturation of Cross-border

Acquisitions Cowboys in Germany

Thomas Steger

Mergers and acquisitions are normal events in today’s world economy, especially

at the international level It may be assumed that this is a topic for specialists infinance and law; as a consequence of this a lot of people consider these processescompleted the moment the contracts are signed (Hofstede, 1991:227) However,

a lot of important key variables, e.g., cultural barriers, inter-organizationalcommunication, and organizational climate must be taken into account (Bartlettand Ghoshal, 1989, Covin et al., 1996, Fey and Beamish, 2001) Underestimatingthem may often be a reason for a lot of failures in this field (Müller-Stewens,1992:333)

Acculturation can be seen as a topic that integrates many of these variables.According to Berry (1980:215), acculturation is generally defined as ‘changesinduced in (two cultural) systems as a result of the diffusion of cultural elements

in both directions’

At first, we aim to develop the theoretical background presenting a modelfor a better understanding of the acculturation process in mergers and acquisitions.Then, a case study from an East German mid-size enterprise bought by a US-firm will be analyzed with special focus on acculturation Finally, someimplications for practice and further research are considered

Theoretical Background

ACCULTURATION AND THE NATIONAL FRAMEWORKS

Despite the close economic relations between the US and Germany, there are afew cultural differences between them (Hofstede, 1991, Hazucha, et al., 1999).Special mention must be made here of the quite different legal systems (Pincusand Belohlav, 1996), especially with regard to the labor laws (e.g., dismissalprocedures, and works councils)

The differences between the US and Germany become even more visiblewhen one takes into account the cultural differences between the Eastern and

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the Western parts of Germany Since the fall of the Berlin Wall in 1989, thetransformation process in East Germany created a highly distinguishedframework which even let us speak of an ‘emerging country’ On the humanlevel, there are not only some contrasts concerning power distance anduncertainty avoidance, but also individualism, masculinity, and long-termorientation (Lang, 1996).

ACCULTURATION AS A MANAGEMENT PROBLEM

These differences can also be found at the management level between executivesand their practices in Germany and the US Hartmann (1963) profoundlyanalyzed the problems of American firms in Germany which exported Americanmanagement philosophy, especially the unity of command, decentralizedguidance, strict goal orientation, managerialism and human relations

In more recent publications about European-style management, severalauthors confirm such significant differences: Calori and Dufour (1995) refer tothe European managers’ stronger orientation towards people, higher level ofinternal negotiation, skills at managing international diversity, and the capability

of managing between extremes On the other hand, Aaby et al., (1997) state alarge risk-taking orientation of US managers, greater self awareness and a positiveevaluation of inventive decision making, but also a relatively low conflicttolerance and a strong aversion to be dependent on others

Against this background, it is easy to understand that the implementation

of management systems and management techniques is highly culture dependentand must, therefore, be handled with great care (Lang, 1993) A lot of mistakesand failures in this field in the emerging countries of Central and Eastern Europeduring the last few years have prompted Holden (1997) to even speak about a

‘cross-cultural minefield’

At this point, Thomson (1996:30) proposes that ‘psychically close countriesare not necessarily easy to manage, because assumptions of similarity can preventexecutives from learning about differences’ Similarly, the complete oppositeposition (the greater the distance, the more successful the acculturation) seems

to be very dangerous as well As Sydow et al., (1995) note, there is a certaincorridor of principally promising cultural distances between the extremes, whichmay be represented by an inverted U-curve

ACCULTURATION MODEL

In the past, a few models tried to integrate the problems of cultural diversity aswell as those of acculturation strategies (e.g., Nahavandi and Malekzadeh, 1988;Thomson, 1996) The acculturation model presented here contains a fewimportant modifications (Figure 14.1)

First of all, it should be considered that with every merger and acquisitionthere are (at least) two different firms with their own culture and their own plansand strategies It would be dangerous to underestimate this fact and to think theacquiring firm could eliminate this problem by imposing its will on the partner

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Moreover, the process of strategy making cannot be considered a rational planningprocess but is highly influenced by the national and organizational culture(Mintzberg and McHugh, 1985) and should be regarded as a cultural expression.Therefore, strategic congruence can be considered ‘the tip of the hard factors’—and cultural congruence ‘the tip of the weak factors’ One has to ask here howsimilar or how different these cultures and strategies are, and how much strategicand cultural congruence there is.

The cultural and strategic congruence between two firms are closely nected with trust Cycles of trust and distrust play an important role in theinteractions during the process of acculturation (Gill and Butler, 1996) and can

con-be seen as influencing the organizational climate (Fey and Beamish, 2001).The result of the interplay of strategic and cultural congruence and trustcan be described as co-operative congruence or, in other words, the amount of fitbetween the two partners It can be considered decisive for the amount of stressthrough the acculturation process The larger this co-operative congruence, thesmaller the extent of acculturative stress, and vice versa (Harvey and Miceli, 1999).Nevertheless, as already mentioned above, it must be emphasized that neither ahuge amount of stress nor freedom from stress, but a certain corridor betweenthese extremes should be achieved

Despite the merits of long and short term success identification and ment, this variable is not included in our model Co-operative congruence andacculturative stress may explain success or failure in certain situations, but theyare merely dependent variables Moreover, the qualitative methods used hereafterare not intended to provide some (statistically relevant) contingency data

measure-CASE STUDY

The model introduced above is described in this section with the help of a casestudy of a mid-size enterprise in the equipment industry situated in a large cityFig 14.1: Model for Acculturation of Mergers and Acquisitions

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of East Germany Between 1994 and 1998, during numerous visits, 31 interviews(duration 30 minutes–90 minutes) were conducted with different people from awide social spectrum This broad data should help provide important insights

1992, it was taken over by an American company

The owner of the acquiring company was originally from Germany and hademigrated to the US in the early 1960s The (cultural) transfer between the twocompanies therefore was (and still is) focused on the owner who commutesbetween East Germany and the US every three weeks

At the start, the new owner kept the two top managers (commercial director/technical director), both originating from East Germany, who had led Turnconuntil the privatization However, he fired the commercial director (who washighly appreciated by the staff) overnight and appointed a West German manager.After growing conflicts with his two ‘colleagues’, the technical director withdrewone year later He was replaced by a younger East German manager

Subsequently, there were several conflicts at Turncon: such as quarrelsbetween the management and the works council; months-long conflicts betweenwhite-and blue-collar workers about overtime payment; and a widely sharedfear of staff reductions and firm closure

The problems that Turncon faced during this period can be understood—according to the model introduced above—as focal points of cultural and strategic(in-)congruence

CULTURAL INCONGRUENCIES

The new owner is widely regarded—by himself as much as by many of hisemployees—as being highly influenced by American business philosophy Thisincludes positive aspects such as a charismatic personality, the conviction toreach the impossible, an intense work ethic, and high technological and financialskills

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we have a boss with whom you can steal horses Well, this is a person who isprofoundly to be admired (Interview 5, management executive, female)

On the other hand, he is described as autocratic (even by himself!), as aperson who emotionally fluctuates between extreme moods, and is often narrowminded—a person you never know how to react to Moreover he seems to ignoremany important aspects of Turncon (e.g., the level of existing technology, andthe firm’s history)

Then, he offended me in front of the whole executive team: “You have absolutely

no overview— you cannot have any overview!” ( ) In that moment, a coldshower went down my back, I still remember this, I will never forget this day.And fourteen days later I was still scared I was scared of going to work andscared of doing anything (Interview 31, management executive, male)

His dominant concern is the search for the ‘ideal leader’ (whom he can notfind inside of Turncon), short-termism (which puts pressure on the employees)and a strict goal and profit orientation (which is diffcult to achieve at an ailingunit)

I am not a people beater, but I like people who ( ) say: ‘I must achieve this inthis space of time’, and this was never done here, not for forty years (Interview

25, owner)

Considering his central position as the firm’s owner, one can imagine thathis traits not only provoke several personal conflicts but also foster existingones

The new owner’s leadership style is a logical outcome of his personal istics First of all, his appearance is quite impressive He likes to stand in front ofemployees and talk matter-of-factly This hard and direct form of communica-tion often prevents an open discussion and discourages many of his listeners.While some management executives interpret this as a proof of confidence inthe policy of the owner and his executives, the owner complains about the lack

character-of discussion, unable to fathom the reasons for it

at the beginning he praises the colleagues a bit and afterwards there comesmost often the wooden hammer that’s his style And this time, there wasnothing to praise, so it came right at the beginning (Interview 17, blue-collarworker, male)

And then I ask: ‘Do you have any questions, do you want me to explainanything?’ No discussion that’s a nearly unbelievable situation for me.(Interview 25, owner)

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Another problematic aspect of the owner’s style is that he is after absent forweeks from the firm and, therefore, has to concentrate on the big picture.However he also tries to guide Turncon in a hands-on matter, spontaneouslyintervening on the shop-floor and is fastidious about minor details This alsoregularly leads to unrealistic requirements, to the withdrawal of inconsideratelayoffs, and to intimidated employees who find themselves in a dilemma betweenflexible engagement on the one hand and stubborn rule on the other As a result

he is continuously overworked and often out of breath

Now I’m very sensitive to the detail and I try to perceive the large perspectiveand to realize it (Interview 25, owner)

Everybody here said: ‘We’ll never reach it!’ And I flew horizontally throughthe firm and we reached it But this cannot be! (Interview 25, owner)

The management executives were afraid of their boss, discouraged andreluctant to take decisions and sometimes even tried to identify with the owner

by adopting his mannerisms and suppressing all criticism

and for this I have a very good master in my boss ( ) And then I said tomyself: Now you must leave everything behind you, on the left and on theright, and you must dedicate yourself to nothing but to this task, to resolve thetask your boss entrusted you with (Interview 23, management executive, male)Nevertheless, the owner is not content with his executives’ attitude andperformance and seems not to appreciate their servility

And this decision power of the middle and also partly of the higher management

is not there ( ) and even—let’s say—a relatively low readiness to identifythemselves with the firm (Interview 25, owner)

During 1996, the owner fired both directors One of them appeared

‘completely broken’ and left the firm ‘with tears in his eyes’ (Interview 1, managementexecutive, male) The problem is magnified by the fact that employees have apoor opinion of the management executives

and then he comes along and says: ‘I will always find a job anywhere’ Whatshould I expect from such a man? This shows you—in our opinion—that he doesnot stand behind the firm With his position and with the salary he gets, heought to react in a different way (Interview 15, white-collar worker, male)

3 CONTROVERSY IN INTERPRETATIONS

OF THE FIRM’S PAST

A typical example of cultural incongruence is the perception and interpretation

of the past (and especially of the firm’s past) which constitutes a central focal

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point in our case Though he does not directly accuse anybody, the owner’sopinion about the last decades (especially the years during socialism) is clearlynegative and highly influenced by deep-seated prejudices.

Formerly they have been dreaming on the technological level, and the timespaces and when it was to be finished were boundless (Interview 25, owner)One should have told the firms: ‘Now you are all out and you can startanew’ Then the entrepreneur would have been forced to search for his employees.(Interview 25, owner)

This view of the past differs from that of most employees In order to seeklegitimacy for what they have done over the years, they find themselves in acomplicated situation—not the least by the owner’s ideas Even some of the topmanagement state that the owner dislikes East Germans Some critical decisionstaken in the past (e.g., the dismissal of the commercial director) are seen as forclear signals of this

In the past, the employees attached great importance to the value of theirwork (quantitative as much as qualitative), to the good climate in the workplace,and to the highly stable social system Now they point to the lack of theseattributes in Turncon

but today there is also a lot of trash and ridiculous things they want orwanted us to believe, which we did better in the old days I could speak againabout the consultants, nonsense! (Interview 24, management executive, male)

On the other hand, a few management executives seem to have completelysnapped their links with the past, perhaps to project the picture of a hard fightingmarket economist

Well the first decisive perception after the Wende was that one had to deal withthe market economy ( ) And this meant, first of all, that our employees had tolearn that one could not work anymore as before (Interview 1, managementexecutive, male)

STRATEGIC INCONGRUENCE

The corporate policy is shapped by the owner’s personal ideas and plans Thisoften leads to internal misunderstanding, i.e., it is somewhat amazing to see thediametrically opposize perceptions that the owner and employees have aboutcompany policy

A good example is the job policy: the owner is very proud of the fact that

he sacked almost no one during the last few years; he gloats over the fact that hehas exceeded the commitments he made to Treuhandanstalt (the Germanprivatization agency) on jobs and investment On the other hand, he does not

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create a sense of security among the employees who fear they could lose theirjobs any day, which acts as a ‘performance barrier’ for a lot of employees.Moreover, many of the employees say they have absolutely no knowledge

of the owner’s strategies; they are very suspicious about official versions ofcorporate policy (even if it is reported in the local newspaper!) and sometimesconjure up strange ideas and scenarios

I would not dare to mention an appraisal because we do absolutely notknow how his strategy looks like, we do not know it, I don’t know, if anybody

in the firm knows it at all (Interview 17, blue-collar worker, male)

Mr <owner> too, in fact did not buy this firm He presented a concept,presented a little bit and he got it That’s it and nothing else ( ) as far as Iknow ( ) when he sells the firm today, at his own will, he loses nothing.(Interview 3, workers’ council member, male)

A lot of employees feel that they are ‘walking over the bog’ (Interview 3,works council member, male)— they cannot perceive a common strategy or acommon guiding principle Some management executives seek their profit inbacking the owner, identifying themselves completely with what the ownerdoes (especially versus external people), but without a clear idea about whatthey are (blindly) following

The owner’s attitude (or prejudice) against the East German people of Turnconmust also be considered the guiding principle for his human resource activities.The people he is looking for are those bred on American-style ideals: young,innovative and very efficient people who identify themselves more with the topmanagement than with the employees

Therefore I should have a new technician, a young one, who has also learnedwhat I have learned, as a young man in America (Interview 25, owner)Unfortunately, such people can hardly be found in Turncon and the ownercannot rely on his management executives to create them He is convinced that

he must personally transfer these ideas and, therefore, attempts to adapt thepeople to his personal style He does not seem to realize that by his ruthlessbehavior, he prevents people from developing in that way Moreover, he doesnot take into account the people’s past and their traditional virtues and workingvalues (e.g., technical skills, work commitment, readiness for sacrifice)

I must train them now, as I recognized ( ) that the transfer via my executivesdid not function ( ) So I have—more and more—to educate them step by stepfor their work (Interview 25, owner)

There is little attempt at personnel development through training, andmanagement education, which is more or less seen as an unnecessary cost So,

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the management executives try to follow (and copy) the owner’s ideas andbehavior, whereas the employees are forced to make autodidactic efforts—ifany They are forced to learn on the job without any clearly defined goals and alot of trial and error.

I say, that’s a model for me, with this man I would like to co-operate ( )Well, you must see this positively, in all points One can learn a lot from him (Interview 2, management executive, male)

that you must create the skill to find the essential, otherwise a lot of thingsperish that you really know what it depends upon, otherwise you cannotwork any more ( ) There you also need a lot of experience, well, when anew man starts working here, it is surely quite hard for him, he will blunderalong (Interview 8, white-collar worker, female)

The owner—who is steeped in American values—finds it hard to fathom thesocial market economy system of Germany

Entrepreneurship does not exist in Germany any more You are just aninspirator, you have–let’s say–certain liberties, but in the most circumstancesyou are very limited ( ) You are not even able, as quickly as the situationmoves, to create new innovations to compensate, that’s not possible That’seven not possible in an industry and with the average attitude of a blue-collarworker in Germany That’s different in America (Interview 25, owner)This opinion is not limited to a general level but implies statements withdirect connection to the situation at Turncon, although it refers to actions notallowed in the German legal framework

With us in America, when the orders don’t come in, and when I’m not able

to build the bridges any more, then the employees are called in and are told:

‘We are sorry, no orders, we will lay you off, ( )’ Then they are gratefulthat they get some money for 14 days, without having worked for it (Interview

25, owner)

This constitutes the starting point for various conflicts: the people of theworks council (as also the union) find themselves provoked and sometimes evenblackmailed The workers are intimidated and very suspicious of the owner’spromises, sometimes even paralyzed and defeatist

We have not the same lobby and the possibilities as the Post or Telecom whosay: ‘Well, we go on strike as long as he blackmails us’ For me that’s a kind ofblackmail (Interview 3, works council member, male)

in fact, the only thing that I have in mind, what I always say, is this fearamong the people, what will be now ( ) I say, this is in fact the worst thing,

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this feeling, will you grow older in this firm for a few years more or will it stop

at some time? (Interview 4, white-collar worker, female)

The six focal points discussed above are not independent but inter-dependent.Moreover, as it was described in the acculturation model, they are inter-relatedwith cycles of trust and distrust (Gil and Butler, 1996) The outcome of all this

we defined as co-operative congruence and acculturative stress In our case study,three vicious circles can be identified which clearly describe these dynamicprocesses There are:

1 Global vs Local Activities After privatization, the owner first tried to stay

in the background directing the affairs at Turncon through his two top managers(Figure 14.2) However, after a few months, the low performance forced him totake the initiative, also under the pressure from the banks (‘You are our man!’–Interview 25, owner) He fired one of his directors, went personally on stage andattempted to influence the people with his charismatic personality and hisengagement

Fig 14.2: Vicious Circle I: Global vs Local Activities

The owner’s leadership style which was already described as very emotional,interventionist and almost military, and his engagement with the workers whichoften shifts between charming and aggressive frightens the people, especially onthe shop floor and makes them feel very insecure In the face of the owner’sstrong personality, most workers and even management executives either with-draw or try to completely identify with him Neither attitude results in a higherlevel of performance The owner feels frustrated by the shortcomings andbecomes even more convinced of the need to intensify his engagement and thevicious circle goes on

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2 Ideal vs Reality of Social and Legal Structures The owner was used to thesocial and legal structures of the US for over 30 years (Figure 14.3) Now, he has

to realize that in a few important aspects—and especially in its guidingassumptions—the social and legal structures of Germany are markedly differentfrom those in the US He recognizes a lack of freedom in his role as anentrepreneur and complains about this in many ways Nevertheless, he attempts

to realize his plans and ideas (e.g., flexible layoffs, direct communication withthe workers, and bypassing the works council)

Several conflicts arise because the owner’s actions violate existing laws (e.g.,layoff right, rights of the works council) While the owner feels discouraged andlimited by these structures, the workers become increasingly insecure whiletrying to divine, what the owner has in mind All this creates a climate thatprevents a good working atmosphere and a higher performance The ownerfeels convinced once more that the social and legal structures are barriers tobetter performance and that he has to fight against them: the vicious circleturns anew

Fig 14.3: Vicious Circle II: Ideal vs Reality

of Social/Legal Structures

3 Different Interpretations of the Past The owner has a quite critical tion of Turncon’s past and therefore he interprets a lot of aspects (e.g., produc-tivity, work attitudes) in a negative manner (Figure 14.4) From this severalstatements and ideas arise (e.g., closing up the firm and rebuilding it anew,importing workforce from abroad), which provoke and terrify a lot of people

percep-in his environment, especially when these ideas seem to become the reality (e.g.,with the dismissal of the first commercial director)

As a reaction, a few people suppress their past and try to change theirpersonality Others make some counter-attacks blaming some new (negative)attitudes and processes in the firm All this leads to a consolidation of traditionalattitudes and beliefs of the employees and of the management executives (even if

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suppressed) The performance is not supported but actually hindered by thesecontroversies This even strengthens the negative perceptions and interpretations

of the owner and his will to change them—the vicious circle turns anew

Fig 14.4: Vicious Circle III: Different Interpretations of the Past

DISCUSSION

At the end of our research in 1998, the firm faced a very critical situation Beyondthe acculturation problems described above, it faced losses and a high turnoveramong management executives (in spite of a drastic situation in the labor market),both of which were markedly influenced by those processes When the situationimproved in 2000 and 2001, all the problems were not eliminated but onlyswept under the carpet

Although this case study does not provide any statistical data about cut contingencies between acculturation and the success or failure of mergersand acquisitions, its outcomes should not be generalized and there might besome lessons to be learned from it

The lack of communication can easily be perceived inside the firm Instead of amutual exchange and growing understanding of cultural identity, peoplepermanently reproduce their (old) values and interpretations about one another.Therefore, a broad discussion about values, norms and reality constructions—

in the context of a firm’s vision or strategy creation workshop coveringmanagement executives and even some employees’ representatives—could behelpful This would give the different groups of the firm the possibility to notonly state their ideas and goals but also their problems and anxieties Such avalue discussion can be considered a basic factor for a successful process of culturalunderstanding (Fiedler and Steger, 1996) Moreover, it could help overcome theclassical short-termism by a commitment to a vision for the long run (Laverty,

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1996) A necessary condition for this would be the initiation of the acculturationprocess by the most powerful party (in this case the owner) and a climate ofopenness and reciprocal acceptance This proposal may not be that unrealistic ifone takes into account the owner’s wish to have discussions In fact, someemployees state that his door is always open to discuss the problems of thepeople.

It could be very helpful if leading management executives (and especially theowner) tried to provide employees with positive signals The promotion of asense of job security, would improve the interaction between the owner and theemployees Job security is a critical factor for employees, especially those on theshop floor This could even create some benefits because of the readiness forsacrifice among employees in East Germany (Schmidt, 1995) Moreover, theowner would be well advised to reflect on how certain decisions, actions, andbehaviors will be interpreted by different groups and different people, not onlyoutside but within the firm The approach of symbolic management (Pfeffer,1981) could therefore deliver some interesting instruments for ‘internal PR-activities’, although, as Lang and Wald (1992) warned, it should be handledwith care considering the different schemes for interpretation of different peopleand groups

It is easy to understand that (the mode of) control strongly influences importantvariables of the daily work, e.g., creativity at work (Oldham and Cummings,1996) or work initiative (Frese, et al., 1996), especially in a situation of extremeinstability This impact is even greater and more negative if the employees andeven the management executives do not know what kind of competencies theyreally have and how long the current level of delegation will last Although theowner cannot completely change his leadership style, the definition of certainrules and principles would help the people of the firm to act in a more stableclimate and, to really commit themselves in a more active manner

One of the most striking deficits of Turncon is the lack of human resourcemanagement Certainly, this situation is not unique and can be found in a lot ofsmall, especially in the list of the highly recessive environment in East Germany.Nevertheless, personnel management should not be reduced to a ‘hire and fireagency’ A well adapted strategy for personnel development, for example, mightprovide the firm with the kind of people the owner is looking for ModernHRM literature (e.g., Becker and Gerhart, 1996; Hiltrop, 1996) presents a broadoverview of instruments for this, even with respect to small and mid-sizeenterprises

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PROVIDE A LEARNING CLIMATE!

Last but not least, the case study showed once more that acculturation processesrequire substantial learning on both sides (Villinger, 1996) and that cross-culturalcompetencies consist of more than the ability to speak a foreign language Onthe basis of a sincere acceptance of the other, managers from abroad shouldreflect on their values and behavior in order to come to a deeper understanding

of their new environment Or, in the words of Shanahan (1996:318): ‘we musthave crossed, and perhaps recrossed, boundaries in order to occupy a position

of real understanding beyond those boundaries’

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