Don’t let software licensing fall between the M&A cracks

by Michala Wardell

More from this author

12 Dec 2012

  • Comments
cracked-mud-desert-mosaic-pattern-closeup

IN TODAY'S ECONOMIC CLIMATE, it's crucial to make the right business decisions. Companies should, therefore, take a thorough approach when it comes to making business decisions, no matter how big or small. In particular, a guarded approach when going through mergers and acquisitions ought to be a given, in view of the considerable costs involved in acquiring another company and the risks attached to acquiring another firm's assets. However, it appears many businesses are not practicing full due diligence.

Last month, safety specialist First Choice Facilities was fined £18,000 for unlicensed software following completion of an acquisition. It was also forced to pay nearly £100,000 after the Business Software Alliance found it was using under-licenced software – £81,000 of which was to purchase sufficient software licences to address the shortfall. The company claimed it had unknowingly inherited the software during the course of an acquisition and it had failed to audit the acquired company's software assets before the point of sale. The cost of this lack of due diligence was an expensive and bitter pill to swallow.

Buying or merging with another firm or company is expensive in itself. As an acquiring business, finding out, when it's too late, that you didn't run the necessary checks and inadvertently infringed intellectual property (IP) rights is a sobering experience – leaving you liable to pay for software licences that the company you acquired should have paid for in the first place.

And yet, this is a common mistake. Many companies wrongly assume the software they inherit is properly licenced and that the licences will automatically transfer to them. In fact, licencing statements for the company being purchased are often not reviewed in time, or even readily available. The acquiring business needs to be persistent in ensuring any licencing costs associated with an acquisition are properly identified and accounted for in financial statements as part of the acquisition – or risk exposing itself to redress.

While many businesses may assume this is an IT problem and delegate the problem of software licenses to an IT manager, the financial repercussions of being found with under-licenced software are very much the FD's headache. And yet, according to the latest BSA research, only 7% of FDs are confident that the software in their organisation is correctly deployed.

There is clearly a disconnect between FDs' traditional responsibilities and their culpability in the event their business is found with unlicensed software. While the nitty-gritty of software licencing may drop off the radar in the midst of more heavy-duty concerns during a merger or acquisition, FDs need to be held accountable for their business software assets.

There also needs to be a greater appreciation of the value of software. Too often, it is perceived as a basic utility, rather than the engine behind a company's success. Once business leaders recognise the implications of taking a lacklustre approach to software management, accounting for IT will rise up the agenda. IT management should be an important consideration, not an after-thought.

Michala Wardel is committee chair for the UK arm of BSA | The Software Alliance  

Visitor comments

blog comments powered by Disqus
display:none

Add your comment

We won't publish your address


By submitting a comment you agree to abide by our Terms & Conditions

Your comment will be moderated before publication

Submit

Financial Planning and Performance AnalystCabinet Office-Greater London-Competitive

 
 
 
 
 
 
 
 

 

Newsletters

Get the latest financial news sent directly to your inbox

  • Best Practice
  • Business
  • Daily Newsletter
  • Essentials

Careers

Search for jobs
Click to search our database of all the latest accountancy roles

Create a profile
Click to set up your profile and let the best recruiters find you

Jobs by email
Sign up to receive regular updates with the latest roles suitable for you

Briefings

budget-management

Why budgeting fails: One management system is not enough

If budgeting is to have any value at all, it needs a radical overhaul. In today's dynamic marketplace, budgeting can no longer serve as a company's only management system; it must integrate with and support dedicated strategy management systems, process improvement systems, and the like. In this paper, Professor Peter Horvath and Dr Ralf Sauter present what's wrong with the current approach to budgeting and how to fix it.

cchcover

iXBRL: Taking stock. Looking forward

In this white paper CCH provide checklists to help accountants and finance professionals both in practice and in business examine these issues and make plans. Also includes a case study of a large commercial organisation working through the first year of mandatory iXBRL filing.