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The Northstar News - September 2004

Recap of September 16th Monthly Meeting

At 7:50am chapter President Karen Kline CPP announced that the breakfast buffet was ready, and mentioned a new chapter initiative to encourage attendee discussion and networking—a ‘Table Talk’ question. This month’s question would be “What was the strangest or most unusual reason an employee gave you for requesting a replacement paycheck?”

At 8:00am Karen officially began the meeting, asking members to share the answers they gave to the ‘table talk’ question. She then continued with her opening quotes, noting as she did last month that she wanted to continue this tradition started by Past President Sharlene Smith CPP. Given that she had job opening announcements coming up, and the main meeting topic today was mergers, she shared the following with the group:

Good hours, excellent pay, fun place to work, paid training, mean boss. Oh well, four out of five isn’t bad - help wanted ad, Pennsylvania newspaper, 1994

Mergers are like a marriage, and a good marriage is like a casserole; only those responsible for it really know what goes in it - Anonymous

After Karen described the job openings put before the chapter, she brought Patrick White CPP, Director of Communications to the podium. Patrick noted that last month’s meeting celebration of National Payroll Week was great fun. He then asked audience members that if they had any internal NPW events or celebrations within their organizations, to please share them later with him for publicizing with the National APA. He also announced that the board would like to launch a formal chapter newsletter, and is searching for a volunteer to be the newsletter editor. He noted that the individual would have a great deal of latitude in determining all aspects of the newsletter including format type, frequency of issue, soliciting additional volunteers, etc.

Robin Murphy & Karen Kline

Visit the 3-Day web siteKaren returned to the microphone and asked board Government Liaison Robin Murphy CPP to join her. Together Karen and Robin mentioned that they had recently completed the Breast Cancer 3-Day Walk (click here to view more photos), which was the chapter’s designated community outreach project for the summer. They thanked members for their support during the event, which they completed by walking all 60 miles. They noted that there were over 1900 walkers in the Twin Cities, and the overall event raised $5.2 million.

Sheri Beck CPP then addressed the members and noted that in her new role as Vice President she was interested in hearing from them about future community outreach alternatives. Sheri was also the outgoing Conference/Education chair and made a few comments on the upcoming conference scheduled for October 7th. She mentioned that the registration counts were low this year, and hoped that this was simply due to procrastination in signing up. She wanted members to come forth and let her know if they weren’t attending due to a lack of interest in the topics chosen for coverage this year. She also noted that volunteers would be gathering to put together conference materials at the home of Program Chair Barb Muellerleile CPP on Tuesday evening, October 5th; and they would welcome additional help if anyone wanted to join them.

Co-Program Chair Lorelei Peters CPP announced that the November meeting would be the traditional ½ day Preparing for payroll year-end session. Several members requested last year that they’d like an earlier meeting date for this topic. To accommodate the request, this year’s session has been moved up a week to November 11th. However, the Metropolitan was not available on that week, so it has been moved to their sister property, International Market Square. Lorelei noted that a map/directions to this location would be made available on the chapter web site.

Click here to view the September 2004 presentation - Mergers & AcquisitionsKaren returned to the podium to announce that the scheduled speaker for the day, Jennifer Forbes, Esq. had an emergency and was unable to attend. However, Robin Murphy and Sharlene Smith stepped up to the plate and offered to go through the presentation using the PowerPoint notes provided by Ms. Forbes.

Robin and Sharlene provided several insights and helpful side comments regarding mergers and acquisitions that were of particular note to payroll professionals. Robin noted that she is currently going through an acquisition at her firm, giving her firsthand experience with the process. Select comments below reference the related PowerPoint presentation slide.

Robin indicated that it’s crucial that the head of the payroll function of the successor firm take the initiative to be a key player in the due diligence review process (slide 15), as even though the transition of the payroll and benefit plans is a critical part of the process, it’s importance may be overlooked by top management.

Robin also noted that it’s important that, prior to the actual combining of the organizations, a committee review the benefits, such as paid time off, offered by each, identify the gap, and then create the new policy which will apply to everyone, either on the business combination date, or perhaps further down the road (slide 25). The new benefit level may come primarily from either organization or perhaps compromise between the two.

Sharlene mentioned that determining whether it is an asset purchase (acquisition) or stock (merger) transaction is the key issue for payroll managers of the successor employer (slide 40). With an asset transaction the employees of the acquired firm may be treated like new employees, with wage reporting commencing only from the purchase date (assuming the seller will handle final W-2s, 941s etc. for wages paid-to-date). With a stock transaction, however, year-end wage reporting for employees of the merged-in firm must be incorporated into the existing employee group.

Sharlene also stated that the successor payroll department should coordinate a notification letter to all agencies that have issued garnishment/child support orders to the predecessor firm, indicating that these orders need to be re-written in the name of the new employer (slide 42).

Attendees were reminded to fill out their evaluation forms as the meeting wrapped up just after 9:30am

 

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