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Zero Distance Perspective of China's largest steel central enterprise

發(fā)布時(shí)間:[2019-1-13 13:46:1]    瀏覽量:2229次
On August 30, 2016, in the hall of the Shizun Hotel in Dushuhu, Suzhou, the crowd was bustling. The bulletin board on the right side of the lobby read "Baoshan Iron and Steel Co., Ltd.'s 6th 11th Board of Directors". In the conference room on the third floor not far away, members of the board of directors and management team of Baosteel(6.740, 0.06, 0.90 %) are listening attentively to the report of the analyst team of CICC on Baowu absorption and merger. The atmosphere is tense and solemn. The Wugang Group was completed in 1958 and was the first ultra-large steel company built after the founding of the People's Republic of China. In 2015, the crude steel output was 26 million tons, which was a huge scale. There is no doubt that the integration of Wugang shares is a huge challenge.
At the meeting, Chenderong, then chairman of Baosteel, said: "Baosteel is a leading steel company and has the status of a central company. This integration is not only a responsibility and mission, but also an important opportunity for the development of Baosteel. The SASAC's requirements are very clear. Three years of integration have been put in place to realize the group's synergy benefits of 4-5 billion yuan. In the previous report, Baosteel, which is the top pillar of the group, only assumed 3 billion yuan. What about the remaining 2 billion? In fact, the steel industry has just experienced a sharp decline in 2015, with capacity utilization at an all-time low of 67 per cent, while the state is vigorously pursuing supply-side structural reforms aimed at removing excess capacity and increasing industrial concentration. In this context, Baowu integration is imperative, and it is not easy.

As the core of the management team, Daizhihao, the then general manager of Baosteel, knew the uncertainty and risk of absorbing the merged Wugang shares. How to advance the next integration work? How to realize SASAC's expectations for Baosteel? How to persuade social shareholders to vote under the principle that major shareholders must avoid? These are immediate priorities. As for baosteel's past mergers and acquisitions, some projects are still merging. The key to integration and reorganization is integration, which can not be fully integrated without integration. Wugang has a huge scale and a long history. The operating status needs to be improved. In 2015, Wugang's shares lost 7.5 billion yuan.

The integration of such a listed company is an unprecedented and arduous challenge for Baosteel's shares, and the results will also affect Baosteel's future survival and international competitive status. More importantly, the success or failure of Baowu integration will have a profound impact on the reform of the production capacity and supply side of central enterprises.
The challenge of merging
The mining of synergy benefits: What is the synergy benefit of this Baowu integration? How to dig into the potential synergies strategically? This was the first issue discussed at the board meeting. The size of Baowu and Baowu is close, and the product line partially overlaps, which belongs to the merger of peers. The general level of absorption of combined economic benefits is often achieved through the mining of economies of scale, that is, through the expansion of scale to reduce efficiency and increase market share. In particular, the directors stressed that the synergy benefits should not be limited to the mining of economies of scale. It should also focus on the integration of the two major steel mills into the potential scope economy benefits and develop a better product mix. Integrate the power of R&D, optimize the supply chain, and refine the management process to deepen the synergies.
Discussion of control patterns: examining past mergers and acquisitions of domestic steel companies, the practice in the industry is usually only to replace the management of the acquired companies. The merger and acquisition parties are only strategically controlled and the M&A companies maintain relatively high independent autonomy. However, reform and integration are often slow and the results are not ideal. Should we master the dominant power consolidation or delegate power to allow it to integrate autonomously? After the integration, is the "subsidiary" or "steel plant business" mode of management? This is an important decision facing management and the board of directors.
The impact of social resource dominance: considering that the combination of the two leading companies in Baowu will have a major impact on the right to control social resources, it may lead to customers 'concerns about future market monopolies and price pressures. Therefore, how to deal with the benefit distribution mechanism in merger and acquisition? How to communicate effectively with customers in the shortest time, eliminate doubts, and avoid the loss of customers is also an important point in the integration planning.
The guarantee of incentive mechanism: the challenge of this merger far exceeds the daily management and operation. Management needs to take great risks and make great efforts to advance the merger and reform. How to set up an appropriate incentive accountability system for the integration team is a challenge under the strict pay restriction system of the central enterprises.
Paving for cultural integration: Successful integration requires deep integration of corporate culture. Wugang has a long history, and employees and local people have a sense of honor and pride in Wugang. After the merger, the Wugang brand will disappear. How to take into account the feelings of the original employees of Wugang under the premise of ensuring integration efficiency, and lay the foundation for long-term deep integration?

Integration Strategy and Top-level Design
In response to these challenges, the board and management team held fierce discussions. Each discussion focused on the "two best" core strategic goals of Baosteel's shares, namely "becoming the world's most competitive steel company and the most valuable listed company." In addition to the guidance of strategic goals, Maguoqiang, former chairman of China's Baowu, is also a key figure in top-level design. He has served as general manager of Baosteel shares, general manager and chairman of Wugang Group. With the full understanding and management experience of both sides, Maguoqiang can think about the overall situation of integration from the perspective of strategic height and both sides.
After six months of preparation and numerous high-level meetings from September 2016 to February 2017, China's Baowu management has finalized the following integrated decisions:
The integration method is "group alliance, listed company absorbs and merges": Although the earnings ratio of Wugang shares is high, the market is still dominated by "brand" and "value", and Baosteel shares are used to absorb integrated Wugang shares and retain Baosteel shares. As a listed individual, This is a major design decision.
The strategy of "centralized and multi-manufacturing base control" of integration strength: Unlike the "integrated and inconsistent" subsidiary merger model that has often appeared in past mergers, Baosteel shares have been implementing the "multi-manufacturing base" control model in recent years. That is, each steel mill is the main manufacturing base in each region and is responsible for optimizing manufacturing and production. The functions of marketing, research and development, procurement, and finance are all centrally managed by the headquarters to improve integration and scale efficiency. This is in response to the previous thinking about the subsidiary and business control model. In fact, as early as 2014, Baosteel SHARES conducted similar discussions on Zhanjiang Iron and Steel, which was about to be put into production, and finally decided to use the structure of the "Iron and Steel Institute" to manage Zhanjiang Iron and Steel, and achieved amazing results. Therefore, in this absorption integration, the board of directors also suggested that it should take the lead rather than delegate power to allow it to integrate autonomously. Wugang shares are integrated into the four major manufacturing bases of "Baoshan(Shanghai), Qingshan(Wuhan), Meishan(Nanjing), Dongshan(Zhanjiang) and Houbaogang shares, forming a geographical strategic advantage. The headquarters will fully coordinate the planning and manufacturing of the product mix, quickly replicate best practices, and optimize the process to better facilitate the formation of synergies and greater synergy.
Organizational structure "senior staff exchange, break the standard dilemma": from the past experience, integration does not replace the leadership, it will not be true integration. In February 2017, the leadership team was formally announced. From the group level, the general manager of China Baowu was Chenderong, the former general manager of Baosteel Group. The four deputy chiefs of the group were Guobin, Zhangjingang, and Huwangming of the former Baosteel Group. Liu Xiang and Liu Xiang. From the perspective of shares, the former general manager of Wugang, Zouji, is the new general manager of the merged listed company Baosteel; Wu Gang's limited general manager Liu An and the financial director are all dispatched by Baosteel shares. In this way, rotating executives will not only be able to think in terms of the new position, but also use the old prestige and influence to push for integration in the original department, which shows the deep meaning of such a role swap. (Figure I Organization and personnel arrangements after the merger)
The principle of promoting "system first" and "management obedience system": "system first" is the core strategy in this integration promotion, and to a large extent it depends on the mature, detailed and advanced management and operation system of Baosteel's shares. Taking this as a grasp deep into the various lines of Wugang to comprehensively promote comprehensive system transplantation. In order to overcome the resistance in the merger, the management stipulated that "any management and process that does not conform to the system will change management and change the process" and "the old and new systems will not allow parallel." While covering the system, the original data are re-combed, the organization is redesigned, and the process is reengineered. The corresponding accrual and profit are also revised together, that is, the integration of the business is forced by informatization to ensure the integration of "fast, accurate, and in-depth" integration goals. Ultimately improve overall competitiveness.
The organizational atmosphere "attaches importance to cultural integration and builds a sense of belonging to the team": in the face of Wugang, which has a long history and tradition, it is undoubtedly a long process to truly achieve cultural integration. Maguoqiang repeatedly emphasized that "if it is not conducive to unity, do not say, do not do anything that is not conducive to unity." This has led to a special emphasis on cultural integration at all levels. A series of exchange activities such as mutual learning and the formation of virtual technical committees have been designed and implemented.

The landing of integration work
At the General Assembly of Baosteel Shares in February 2017, Daizhihao, the former general manager of Baosteel, was elected as the new chairman and Zoujixin, the former general manager of Wugang, as the new general manager. As early as September 2016, after the announcement of the consolidation news, Daizhihao, who has been vigorous, has quickly launched a comprehensive coordination of various aspects: first, the confirmation of merger and acquisition prices, and the organization has participated in many roadshows to gain the trust of the capital market. The internal and rapid construction of the various lines of integration and advancement of the leadership team, and then immediately began to structure the integration plan, can be described as fast and stable. At the same time, Daizhihao has always maintained a Frank and thorough communication with the board of directors. He has received strong support from "expert think tanks" and once again clarified the following points on the landing plan:
Formulating an integrated path framework: The integration plan is aimed at completing the overall integration for three years. The three-year, annual, 100-day, and first-day plans will be adjusted at any time. (See Figure II and Figure III for details. Among them, the "Joint Restructuring Work Leading Group" is formed by the core executives of cross-sectoral and cross-steel plants as the promotion agency at the highest level of integration. It will master the progress of various projects in real time and deploy resources to solve various challenges in the integration process. The Integration Promotion Office plays a role in communication between the leadership and the department, and is specifically responsible for communicating with the core special groups in the integration process.
Highlight the "five leading" promotion strategy: Adhering to the "low-hanging fruit first pick" strategy. These five leading projects include information technology, marketing, procurement, R&D, and financial integration. By focusing on five special quick wins, the synergy benefits will be achieved in the short term, boosting the confidence of the team(especially the Wugang team) in the integration.
Explore the "multi-manufacturing base" control model: whether it is size, regional mix or product mix, the synergies will be around the "multi-manufacturing base" control concept, which means that internal competition and market mechanisms go hand in hand. For this new road that is different from the past, Daizhihao said at the working meeting that "the original bases are all under their own control. Now they want to concentrate on management and produce different products, but the service standards must remain the same. That is, through the system to unify, control the production bases through product certification, and quickly integrate the Qingshan base into the existing multi-production base model of Baosteel shares. Each production base is benign to each other and continues to lean production processes; In the future, not only production, including supply chains and sales channels, will be integrated in turn, but also promote the overall "quality" of Baosteel shares.
Implementation and advancement
1. System first
The integration process officially opened in March 2017. Marketing integration is the top priority. This is why Daizhihao emphasized "channel first" after establishing the "five leading" integration strategy. For the marketing line, the external unified caliber, in the shortest time with "a face to face customers" to stabilize the original customer group. After the merger, Baosteel immediately issued an official letter to the original Wugang customers and publicly promised that the contract signed between the original Wugang shares and the customers will be performed by Baosteel shares to ensure a smooth transition between the two parties 'original customers. At the same time, Wang Jing, deputy general manager of Baosteel, who was the head of the marketing work, and Yaolinlong, general manager of Baosteel International, led the Baowu marketing team to conduct a comprehensive customer joint visit, and 700 core customers went door to door. The management requires that the information of each customer, including the price, quantity, quality specifications, payment terms, etc. in the contract must be clearly registered in the customer-specific form, which is called "one household and one table". It is then unified into the customer/sale/order system of Baosteel shares. In this process, Baosteel's share management and business personnel quickly identified the original customer base and agents of Wugang. More importantly, the customer base of Baowu and Baowu in the future can be directly coordinated in the system. There is no need to rely too much on the connection of the original decentralized customer service team to solve the problem of asymmetric moral hazard. In Wang Jing's view, the United attitude of the joint visit not only gives customers confidence, but also makes the two teams also develop a tacit understanding in cooperation.
At the same time, the primary task in front of us is to integrate the internal business comprehensively. We must not only stabilize the business, but also exert scale and synergy under the premise of circumventing anti-monopoly regulations. And "system replication and full coverage" is the key to smoothing through all these challenges and problems. The channel system is the first to bear the brunt. The ordering process of all domestic customers requires a rapid switch to the system of Baosteel International Regional Trading Company. The same position and customers are responsible for Baowu, and Wugang employees are quickly familiar with the new system using a "one-to-one teaching" approach.; In addition, it has invested more than four months in the comprehensive implementation of the new system in the processing center, unified language docking caliber, and at the same time carried out asset and order inventory, handled some of the historical legacy issues, improved process specifications, and strengthened management monitoring. The requirement "regional trading company funds will not stay overnight" emphasizes internal discipline and risk awareness, ensuring complete tracking and consolidation in the circulation of goods, that is, management integration and process reengineering at the same time as the system docking. In the course of just a few months, Yaolinlong thought "must be fast" every day. The longer the delay, the greater the conflict and the unstable people. Only rapid progress can eliminate the uncertainty in the turbulent period of mergers and acquisitions. It can be said that "system first" is both a grip and a promoter, so that everyone quickly see the direction to form a joint force, steadily advancing the business and integration process.
In the process of vigorously implementing the system coverage and unification, in addition to the independent integration of various businesses such as marketing, procurement, and production, there are several very critical support behind it. The first is the powerful financial system of Baosteel shares, which has port docking in each business operation system. As early as the start of the consolidation preparations at the end of 2016, Wukunzong, financial director of Baosteel, realized that financial system integration is undoubtedly a crucial infrastructure. In this regard, Baosteel's share financial system has long been equipped with an experienced elite force, the "Financial Service Center." This professional team spent six months, stationed in Wugang to work overtime, hand in hand to conduct field teaching, quickly transplanted the standard financial system of Baosteel shares to Wugang, and successfully implemented the standard financial system online in September 2017; In 2018, the cost accounting and cost budgeting system is also online by node. Wukunzong believes that the key to the smooth integration of the above financial systems is not only due to the clear top-level design and efficient team execution, but also depends on the improvement of Baosteel's own financial system, including its Baoxin software(23.200, -0.40, -1.69 %) Support, In order to achieve the rapid integration of the entire system, it has promoted the rapid transfer of financial management concepts, models, and processes, improved the integration of financial systems and business systems, and effectively reduced financial risks.

In addition, the operation and improvement Department of Baosteel's shares, as the main responsibility department for the "system integration" project, plays the role of coordinating and executing promoters, controlling closed-loop management such as milestones for project advancement. At the same time, it also serves as a bridge between the integration teams and the leadership. In the process of the integration of various line systems, the special team of the Ministry of Transportation and Reform sent a team to Wugang headquarters to understand the differences in the system and help Wugang build a new system and carry out staff training. What is more, as the supervisory and reform department, the Ministry of Transport and Reform has strictly checked the principle of "not allowing old and new systems, processes, and codes to go hand in hand" and has always implemented the leadership's emphasis on "if the management model does not adapt to the system, change the management model." People do not adapt to the replacement of people. Instead, they force the new system to advance rapidly. Through information systems, all management dead ends are opened.
2. Incentives
In the environment of limited pay of state enterprises, the compensation of state enterprises is not too competitive, and the incentive assessment mechanism is also in a difficult situation. Faced with the huge responsibility and pressure of merger and acquisition restructuring, in order to encourage Baowu management and core teams to work together to overcome the difficulties in completing their missions, the board of directors began to structure a set of medium-and long-term incentive assessment plans at the beginning of the integration launch in April 2017.:
(1) Integration and synergy special incentives: special incentives for rapid breakthroughs in the previous period
On April 27, 2017, the board of directors passed the "Proposal on Baowu Integration and Collaborative Special Incentives Plan." This plan mainly aims at the short-term integration effect of the 100-day plan and the annual plan, and clarified the establishment of a special cash bonus in addition to the annual salary. To reward the key personnel who have made outstanding contributions in the preparation of the integration plan, the motivation targets include: A. Baosteel senior executives and core teams, B. former Wugang shares are integrated and integrated teams, C. The core backbone of the integration implementation level: the integration promotion office, five special working groups, And seven functional lines, quick wins of the main personnel. The company level must meet the overall goal of achieving synergy benefits of RMB 1 billion to RMB 2 billion. The main assessment indicators are: synergy benefits, organizational optimization, business personnel integration, management docking, risk control, etc., according to the role of the incentive object in the integration. Set different assessment weights. The total bonus pool for special incentives is 1 % to 2 % of the ladder according to the amount of synergy benefits achieved, of which 40 % of the bonus pool is allocated for the implementation of the 100-day plan, and the rest is assessed and settled according to the completion of the annual plan and personal contributions.
Management and innovation case base
Baowu Absorption and Merger: A New Exploration on the Integration of State-owned Enterprises
This is the first zero-distance study of the case of the integration of China's largest steel industry central enterprises.
This is a case that will have a major impact on the reform of state-owned enterprises 'capacity and supply side.
It was jointly presented by Professor Xiadawei of Shanghai National Institute of Accounting, Professor Huangyuchang of China-Europe International Business School, and Luyi and Liyiwei of China-Europe International Business School.
(2) Second Round Equity Incentives: Long-term Incentives for Integration and Synergy Benefits
In June 2017, Baogang Stock Human Resources Department proposed the draft "Phase II Equity Incentive Plan" under the recommendation of the board of directors, and it was formally implemented in November of that year. A total of 177.6 million shares of A-shares were issued to 1,067 incentive objects in a targeted capital increase. Restricted stocks, It accounts for 0.804 % of the total share capital of Baosteel. Unlike the first phase of the equity incentive plan(implemented in 2014 and unlocked in three batches in 2016-2017), the object of this round of equity incentive is more extensive, and its core indicators are mainly focused on boosting Baowu integration. Considering that Baowu's integration and integration rely on the active participation and struggle of all core employees, this round of incentives has increased from 136 business decisions and some high-end technical talents in the first round of incentives to more than 1,000 core cadres. The board of directors also recommended in particular that the core employees of the former Wugang, especially those who combined and integrated and contributed to the integration, should be recognized and encouraged. Therefore, the choice of incentive objects is more determined by value and personal contributions than by hierarchy. In the performance indicators of equity unlocking, in addition to retaining the original total profit, several core indicators of steel EBITDA and EVA, it is also necessary to conduct calibration with top domestic and foreign steel mills to ensure long-term competitiveness. What is more important is the addition of a quantitative target for Baowu synergy benefits. "From 2018 to 2020, Baowu synergy benefits will be no less than 20, 30, and 3 billion yuan in 2016 respectively. Similarly, in the annual performance review of the senior management team, the strategic indicator of "promoting Baowu integration and achieving synergies" was also added.
In terms of organizational streamlining and the integration of management teams, the principle of "no pay reduction" has been implemented. The salary budget released by the reduction of staff will be used to encourage the outstanding employees left behind. This has largely continued Baosteel shares have always been performance-oriented, efficient and pragmatic organizational style. It can be said that from short-term annual cash bonuses, special integration incentives, to long-term equity incentives, the overall incentive plan focuses on the integration and integration of Baowu, establishing a wider community of interests, and ensuring the implementation of the integration. For the reformers.

Synergies
(1) Marketing: The interface between idle production capacity and market orders
In order to quickly achieve synergy benefits in the early stages of integration, not only stabilize the Wugang business but also improve operational efficiency, the marketing department has explored a set of "quick wins" methods: First, transfer part of the order from Baoshan base to Qingshan base to optimize Qingshan base. Production capacity. For example, the Qingshan galvanized unit originally had only 20 % -30 % operating rate and could not support the urgently needed galvanized automotive panels in the production market. Through the transfer of the advanced galvanized automobile plate technology from Baoshan Base to Qingshan Base, experts were dispatched to the processing center of Wugang for technical guidance, and Wugang's advance payment and galvanized raw materials were provided. This assisted Castle Peak Base in improving its manufacturing capabilities and product quality in a short period of time. More importantly, further through product structure optimization and production scale improvement, Baosteel has greatly improved the profitability of Qingshan electroplating units. Another example is that the Qingshan Caitu unit was originally idle. Through the concerted efforts of the production and marketing research team, the monthly production was achieved in only one year, and the product quality was also recognized by the market and users, bringing about considerable synergies. Through the smooth advancement of the fast winning marketing project, the continuous improvement of the sales scale and sales price of Qingshan products has effectively boosted the confidence of Qingshan employees in the integration work and objectively resolved the potential resistance in the integration process.
(2) Procurement: Integration and synergy to improve forecasting capabilities
After the merger of Baosteel's shares and Wugang's shares, the volume of purchases is huge. The four major steel production bases belong to different locations, and there are also major differences in the procurement system. How to promote the effective integration of procurement while ensuring the supply needs of major bases? Procurement chief Jichao and his team felt responsible. After several rounds of research and communication during the "100-day plan" phase, it was determined that in the early stages of integration, the two raw materials procurement businesses, imported iron ore and ocean logistics, which have the greatest potential for synergies, should be integrated. Other procurement operations(including procurement of other raw material varieties and spare parts for materials) focus on enhancing synergies. Through the close cooperation and joint efforts of the Baowu team of the procurement special group, the integration was successfully completed according to the time node, and the "opening up to the outside world" was achieved, which strengthened the negotiating power. And in the procurement of spare parts and coal, alloy and other raw materials also created considerable benefits. In 2017, the synergy benefits of procurement integration were more than 500 million yuan. In the first half of 2018, the synergy benefits of procurement integration were approximately 450 million yuan.
In addition, after the integration of the four major bases in iron ore and other large raw materials, the demand is highly overlapping, and some of the scarce varieties face structural conflicts in short supply, which poses new challenges to the procurement Department's resource acquisition and resource balance capabilities. In order to enhance the procurement system capacity and resource balance transparency, procurement integration uses the "system coverage" promotion method to unify the procurement process system and management, so as to make the communication and coordination within and outside the procurement system more smooth and efficient. After the requirements of each production base are fully entered into the system, the procurement department can predict future needs based on big data(19.230, 0.04, 0.21 %), and make procurement plans in advance to prevent problems of disharmony in production and supply. For the business of centralized purchasing, the principle of maximizing the overall benefits of the company will not simply satisfy the demand for maximizing the profits of a single base. In the future, the procurement and supply of major raw materials such as iron ore should achieve overall balance, unified distribution, and system cost reduction. This is one of the major directions of the "multi-manufacturing base" management model co-benefits that Maguoqiang and Daizhihao have repeatedly emphasized.
However, for the procurement department at present, the four major manufacturing bases for the service have the pressure of profit assessment, and each base is under the pressure of resource acquisition and mobilization. How to create the internal market competition mechanism to meet the individual operating requirements of each base under the premise of maximizing the company's benefits? How to find balance in conflict? Under the premise of ensuring service quality and improving efficiency, further mining cross-plant synergy and combination benefits? This will be a considerable challenge for the future and will need to be underpinned by a gradual process.
(3) Production R&D: Integrating existing technologies and innovating product combinations
The two companies have highly overlapping product lines, but each has different products and R&D technologies, and there are still many differences in production processes. In order to promote a more competitive product mix in the future, and at the same time to give full play to the strategic advantages of "multi-manufacturing bases" and achieve the replication of standards and best practices in cross-base production processes, Baowu and Baowu have jointly established the "Technology Management Promotion Committee". It is composed of Baosteel, Wugang and major core production lines. The two sides use this virtual technology platform to conduct professional exchanges, especially for oriented Silicon steel and cold-rolled steel plates with similar product production lines, to achieve technical advantages and promote integration. Improve manufacturing capabilities.
In the integration of R&D capabilities, Baosteel SHARES take the Academia Sinica as the core R&D force, coordinates R&D resources, and establishes land technology centers at each production base. The technology center tends to develop technology according to local conditions to meet the individual needs of different customers. For each of the unique advantages of the project, there is currently no tough transplant and integration. For example, Wugang's track steel, which has unique technological advantages, did not split the team to other bases, but adopted the strategy of the team remaining at the Qingshan base in Wuhan to explore comparative advantages.
In general, Baowu and Baowu are connected in parallel through overlapping product systems, exerting the advantages of multiple manufacturing bases, initially realizing product system integration, and optimizing and strengthening the original strategic layout. The technology integration also laid the foundation for the upgrading of the future product mix of Baosteel shares and the further synergy. In the process of technology exchange, it also promoted the integration of the two cultures.

(4) Finance: Synergies, reduced capital costs, and optimized debt structure
Optimizing the original financial system of Wugang, cleaning up the historical burden, and reducing the concerns and concerns of the capital market ... The task before the Finance Department can be described as arduous. In order to achieve financial synergy, Wukunzong believes that the focus should be on strengthening the quality of assets through financial integration, so that assets can be transformed from burdens to useful assets, and as the efficiency of asset use improves, the challenges of accounting disclosure will also be resolved. That is, the concept of "pro-cyclical."
In the following year, the Ministry of Business and Finance worked hard to establish a limited standard, efficient and coordinated financial management system and sharing center for Wugang through in-depth integration and coordinated project advancement. We have spared no effort to implement various measures: 1) Adapting to the requirements of the Baowu Joint and Multi-Base Control Model, and focusing on the objectives of the three-year Baowu Collaborative Benefits, we have generally planned to promote the formulation, target decomposition, and quantitative analysis of the Baowu Collaborative Project at the company level. 2) As the most effective point of synergy, make good use of the tax shield and communicate positively with the local government to maintain a good communication relationship. Eventually, the synergy benefit was 670 million yuan in 2017, and the total benefit is expected to be 2.03 billion yuan in the next four years. Provide strong confidence for integration. 3) The limited Wugang was quickly incorporated into the management of Baosteel's share capital platform, and the capital was concentrated in resource advantages. With the help of Baosteel's high-quality debt assessment, Wugang's original high interest rate debt was actively coordinated and replaced, which significantly reduced the capital cost of Wugang. At present, the average capital cost of Wugang is 3.8 %, which is much lower than the average level of 7.22 % in the steel industry. 4) The reduction in the cost of funds has made Baosteel's shares more powerful to repay the original debt of Wugang. Through the financial sharing platform, the debt ratio has been reduced from 55 % in the early stages of the merger to 49 %. Total liabilities ranged from $44 billion at the beginning of 2017 to $24 billion at the end of the year(see figure IV for changes in the total asset liability ratio of Baowu). 5) Unified control fees, the original cash management model of Baosteel directly promoted Wugang, directly using Baosteel's resources(such as insurance/airline travel/bank), eliminating the duplication of Wugang's financial resources. 6) Drawing on the lessons learned from the past integration of the subsidiary model, promote a unified financial system and management structure, and prevent the huge risk that the acquired subsidiary will use information asymmetry to over-leverage and expand, while the final subsidiary company's debt is borne by the parent company.
(5) Talent Development and Retention: Building a Platform for Experience Exchange and Cultural Integration
The leadership of Baosteel SHARES attaches great importance to the training of talents in the integration process. General manager Zoujixin and deputy party secretary Zhujunsheng personally participate in various leadership training. With the gradual deepening of merger and acquisition integration, shares are constantly looking for, mining, and training opportunities for talents; And actively promote the depth of Baowu cultural integration work of the coincidence point. The human capital department has the potential to select talents in each base according to the requirements of mission strategy, value performance, training actual combat, and management informatization. It has the potential to train talents with passion, professional talents, and multiple perspectives as cadres. object. The human capital department trains in the form of "action learning"; Through some common hot spots such as "improving equipment functional accuracy management, upgrading unmanned storage capabilities," and other difficult issues, a series of special training projects have been carried out. In the course of the training, internal and external experts are arranged to conduct introduction training. At the same time, the leaders of the factory and ministerial levels are invited to serve as project mentors to guide the development of the project and coach the growth of talents. What is more important is that the human capital department actively organizes students to go to various bases for on-site diagnosis and rotation exchanges. Through these practical and research-oriented training projects, the students 'interactive exchanges in their studies and the search for differences in standards have achieved the sharing of excellent experience and promoted the Advancement of management technology and the integration of culture. It also promoted the effective landing of key tasks.
The shares also focus on "key or weak areas" and form eight "embedded support" projects such as cold rolling, equipment, and long working system to promote management consensus and unified language methods. Tailored Qingshan Base's "Chief of Operations Qualification Training, Key Personnel Special Training" and other targeted training projects. At the same time, we will promote the "meshing" two-way rotation of headquarters and various base functional departments, and continuously strengthen the improvement of system management capabilities that match the multi-base management model to further exploit and release the combined synergies.

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