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HOW PROMOTERS CHEAT SHERHOLDERS

Printed From: The Equity Desk
Category: Market Strategies
Forum Name: Management
Forum Discription: A bad management in a good business is worse then a good management in a bad business. Discuss the techniques to segregate the good management from the bad ones.
URL: http://www.theequitydesk.com/forum/forum_posts.asp?TID=2816
Printed Date: 28/Apr/2024 at 3:03am


Topic: HOW PROMOTERS CHEAT SHERHOLDERS
Posted By: TCSer
Subject: HOW PROMOTERS CHEAT SHERHOLDERS
Date Posted: 06/Jun/2010 at 12:41pm
http://www.moneylife.in/article/71/827.html

An excellent article  very relevant in todays bullish times.

please try to identify cos mentioned in the article.



Replies:
Posted By: excel_monkey
Date Posted: 06/Jun/2010 at 3:20pm
Reading the article I feel one would be better-off investing in inefficient PSUs


Posted By: subu76
Date Posted: 06/Jun/2010 at 10:35pm
TCSer thanks for the post.
 
I read it with a lot of interest.
 
I particularly liked the reference to dummy export incomes....
 
I have often found myself asking why an India growth story needs to boost it's incomes through exports..


Posted By: karn
Date Posted: 06/Jun/2010 at 2:08am
that is why i think small investors do not need to feel small. if they have doubts regarding anything, they should raise their voices in AGMs. Or they can rally enough support on forum like this.


Posted By: hkumar
Date Posted: 07/Jun/2010 at 1:05pm
Very good article, reaffirms that management pedigree is key for an investment decision


Posted By: TCSer
Date Posted: 07/Jun/2010 at 12:05pm
has anybody able to identify the cos hinted in the article.

some names which comes to mind are usher agro,tanla solutions,divis lab,delton cables,wockhardt,morarjee gokaldas spinning,northgate technologies,english indian clay of thapars


Posted By: bhowman
Date Posted: 07/Jun/2010 at 11:17am
Originally posted by TCSer

has anybody able to identify the cos hinted in the article.

some names which comes to mind are usher agro,tanla solutions,divis lab,delton cables,wockhardt,morarjee gokaldas spinning,northgate technologies,english indian clay of thapars
 
Reliance power is another company that is suggested.
 


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That which is so far is actually so near.


Posted By: wiseowl
Date Posted: 07/Jun/2010 at 11:33am
Sterling Biotec, Gufic Biosciences, Bliss Pharma, Charles Mac Hotels, Autoline, Harrisons Malayalam, Aurionpro Solutions ....

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You alone are responsible for your actions.


Posted By: Khan
Date Posted: 08/Jun/2010 at 12:24pm
I guess also Adani group.

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If you do what you've always done, you'll get what you've always gotten


Posted By: Crimsonarcher
Date Posted: 09/Jun/2010 at 2:20pm
All of these look like the darlings of the last bull run..how does then one decide what the promoters are saying is the truth or not? How do you identify good management? But the article was truly excellent and opened my eyes on a lot of practices going on in the markets!


Posted By: LearningToFly
Date Posted: 09/Jun/2010 at 6:27pm
I think we should go back to basics to avoid such crooked company. Do the fundamental analysis and take your call. I am still surprised how people buy DLF. Its earning is not even 1 Rs in a quarter.

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Success... at all cost.


Posted By: Crimsonarcher
Date Posted: 10/Jun/2010 at 12:00pm
Originally posted by LearningToFly

I think we should go back to basics to avoid such crooked company. Do the fundamental analysis and take your call. I am still surprised how people buy DLF. Its earning is not even 1 Rs in a quarter.


No wonder it is near its lows in terms of price...but then again why would people invest in IPOs of power companies that have still to build the plants..there are no earnings there...i never understood why someone would buy such companies and not leave their money in say a HDFC Bank which is growing earnings 25% YOY!!


Posted By: TCSer
Date Posted: 10/Jun/2010 at 12:02pm
SOME REALLY erstwhile blue chips are hinted in the article. who would have thought that wockhardt ,piramals of morarjee spinning or divis lab could be wolves in sheep clothing.

we should preserve this article n keep on rereading it.

this magazine moneylife by fearless sucheta dalal is truly great hats off to her.


Posted By: bihisello
Date Posted: 10/Jun/2010 at 10:09am
deleted.


Posted By: vinvestor2010
Date Posted: 26/Jun/2010 at 5:00pm
Useful Stuff on Cooking the Books in this article in Businessworld by Rajesh Gajra. http://www.businessworld.in/index.php/Markets-Finance/Ghosts-Balance-Sheets.html - Please go through it in your spare time - key summary pasted below.

The five metrics that we used to run our check:

Booking Revenues In Advance: Are a company’s Cash Flows from Operations (CFO) growing as fast as its Earnings before Interest, Tax, Depreciation and Amortisation (EBITDA)? The formula: Calculate the percentage rise in CFO and EBITDA from one financial year (FY) to next. Compare the two to see by how much percentage is EBIDTA outgrowing CFO. The higher this result the more the chance of the company booking revenues without corresponding cash flows.

Shoring Up Operating Revenues: This metric asks, “Is a company’s ‘other income’ growing more or less in line with its investment assets?” The formula to apply is: Calculate the proportion of Other Income (OI) to Cash Investments (CI) for a FY. Do the same for previous FY. Compare the two to see whether the former has fallen drastically compared to the latter. The higher the fall the more the chance of a possible diversion of ‘non-core’ revenues to topline revenues.

Disbursement Of Loans To Related Parties: This metric directly looks at the quantum of a company’s loans disbursed to related parties. As a general thumb rule, if more than 1 per cent of loans or advances given out are to such related parties then there is a case to ask the question “Is cash being pulled out of the firm by the promoter?” The formula: look at Loans and Advances figure in the balance sheet. Get the loans to related parties figure from the notes to accounts in the annual report. Find the proportion of the latter to the former.

Shifting Expenses Away From The Current Period: This metric asks “Has a company’s ratio of depreciation to Gross Block of Assets changed significantly in a given FY from the previous one? If so, is the company using depreciation to ‘manage’ earnings?” Calculate the depreciation rate of a FY by dividing the Gross Block of Asset with the Depreciation Charged. Do the same for previous FY. Subtract the former with the latter. If the difference is negative and significant it raises a red flag to dig deeper.

Mis-match Between Quarterly Un-audited Figures and Annual Audited Figures: Do the audited annual FY Sales and Profit After Tax (PAT) reported to the stock exchanges tally with the quarterly sales and PAT reported earlier at the end of each quarter? Except for minor variations or variations due to demergers or other major corporate restructuring they should. Add Q1, Q2, Q3 and Q4 Sales and PAT figures for a given FY. Get the final audited figures for Sales and PAT. Compare the two.



Posted By: adityancs
Date Posted: 30/Jun/2010 at 4:21pm
I have worked in two mid cap Engg companies and presently employed in a mining PSU. My experience with these companies has taught that one has to be very very careful while investing in small & Mid cap companies. If Promotor is of first generation, one has to be all the more careful. It is a high risk high reward category.
Manipulation is possible in purchase & sales. A dealer may be involved in purchase of raw materials and assets. Same way sole selling agent may be involved in sales. These middle men are of promotor's Pvt. Ltd companies or their partnership firms which suck the profitability.
In Engg industry, old equipments are surveyed off after expiry of life and these equipments are sold to promotor's companies at throw away price. But, it is to mention that those machines are sold at a very high profit by promotor's group companies later.
Scrap sales is another vital area where promotors make good money. All Engg companies generate lot of scraps which are sold only to promotor's companies at very cheap price.
Promotors also manipulate share price, with the help of operators & media as floating stock of these companies very low in the market. They do this in boom period of the market. With out strong fundamentals, share price will keep going up on the report of brokers and reporters.
Age old Engg companies own lot of fixed assets in the form of land and building. But, balance sheet will not show the true picture of the market value of these assets. Promotor used to sell these assets partially to their group companies and show a little profit in the Balance Sheet on account of sale of these assets.
So there is no point in discussing on these silly activities of most of the promotors. Mr. Basant has rightly mentioned in 'my investment strategy' that Integrity of Management is the first thing to be rated. He has given the example of Infosis, TATA. That is 101% correct.
We may discuss on 'criteria for sound management and how to find out the right management in right business to fetch good return in future'. 


Posted By: vinvestor2010
Date Posted: 30/Jun/2010 at 4:50pm
Hi a few simple tricks I use while checking the firm
-is the firm held by the promoter directly or through a holding firm. If it is through a holding firm and that is privately held, it is difficult for us to know about it and it is a minus.
-what are related party transactions - if there are sales subtract the related sales,if costs add the costs then take the adjusted intrinsic value
-has the company given any deposits or taken loans from subsidiaries or holding companies
-does the company pay a very large royalty to parent firm just like that
-is the promoter salary ex of dividend {because this is shared with shareholders} rising faster than profits
-who are the independent directors are they on reputed firms.
-is the promoter a page 3 type, big minus though this is my personal view Big%20smile
-is the promoter unnecessarily pledging shares and is interested in real estate
-have they been fined for frauds etc in watchoutinvestor database.
-is the company involved in government projects etc especially in states like Bihar, North East etc
-type company and promoter name with words like problem, fraud, default etc type negative adjectives in google
-check equitydesk old threads
-does the management suffer from title inflation. For example does everybody have a title starting with Chief or President. For e.g in Pantaloon they had a Chief Belief Officer who used to tell ACK stories Smile
-is the company giving dividend even when debt is high (e.g HCCBig%20smile}
-does the promoter focus more on capital structure timepass rather than improving operations e.g Munna Mobile Wink
 
unfortunately none of these would help us with Satyam types, but I guess someting is better than nothing. And after some time this does not take more than 15 mins per company guaranteed.


Posted By: kulman
Date Posted: 30/Jun/2010 at 5:19pm
Originally posted by vinvestor2010

Hi a few simple tricks I use while checking the firm


Nice summary & very logical.

Originally posted by vinvestor2010

-does the management suffer from title inflation. For example does everybody have a title starting with Chief or President. For e.g in Pantaloon they had a Chief Belief Officer who used to tell ACK stories


LOL ha ha ha

I know someone working with a very large MNC. His main job is to make wonderful presentations at seminars/conferences. Jokingly we call him Chief Ppt Officer.






Posted By: vinvestor2010
Date Posted: 30/Jun/2010 at 6:51pm
Oh ya title inflation is quite common. if the person is heading a separate P&L or spinoff and reporting directly to CEO the chief stuff is ok , otherwise the company does not have a mind of its own and as Charlie Munger said it is unlikely to be candid in other areas especially reporting poor financial performance.
A more general example , I was watching an old video of Britains Got Talent a music show, one of the very good guys was a Michael Jackson duplicate. At least in India we call them duplicate especially of film stars. He was http://www.youtube.com/watch?v=gp_hJYp6Ego - introduced as a tribute artist Big%20smile.
Coca Cola now has a Chief Blogging Officer. http://www.economist.com/node/16423358 - Some more stuff here
 
some more promoter / manager check items that might be useful
-what is the salary of the top guys as a % of total manpower expense
-what is the % of total salary in equity at reasonable option prices, higher is better i.e more equity, less cash
-calculate the salary with stock options as an expense, this will change automatically from IFRS next year but even then for the moment it should be added
-unnecessary loans being given by company to promoters/mgmt
-how many of the guys are organically growing with the company, how many of them are fly in fly out types etc
-is the company registered in tax havens like- e.g Jet Airways for some strange reason is listed in Isle of Man. Mauritius can be excluded because we have some specific tax advantages that allows companies from there.
-is the auditor changing every year (from Alok Bholaji's excellent observation on Micro Technologies.
this is of course a list that I use, might not work for everyone so pick choose what you guys think works.


Posted By: adityancs
Date Posted: 30/Jun/2010 at 10:34pm
It has been gathered that if there is foreign equity participation, (even though company is small) manipulation of accounts will be minimum. Is it true?


Posted By: camanoj
Date Posted: 30/Jun/2010 at 11:20pm
vinvestor2010,
 
What's wrong with govt projects in Bihar ,NE? Glodyne Technoserve has a large e-gov project from Bihar govt. The stock is in a solid long term uptrend. should this stock be avoided?
 
Munna Mobile - who's that?


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Manoj


Posted By: vinvestor2010
Date Posted: 30/Jun/2010 at 1:59am
Originally posted by camanoj

vinvestor2010,
 
What's wrong with govt projects in Bihar ,NE? Glodyne Technoserve has a large e-gov project from Bihar govt. The stock is in a solid long term uptrend. should this stock be avoided?
 
Munna Mobile - who's that?
Manoj ji I should have stated areas with geographical and governance risks
 
If the Bihar project is 1% of order book no issue, however if it is 50% of order book you should demand extra margin of safety in the form of low debt,lots of cash good execution record etc.
This is because
-Bihar is undergoing an election this year, the project may face implementation risks due to code of conduct, policy uncertainity etc.
-Look at the 284 cr from a margin perspective and an NPV value basis is it that big.
-Projects on a BOOT basis for Govt are Capex heavy because the company has to buy servers etc and operate for govt, this reduces margins.
-I have cousins in Bihar and am originally from there and honestly government contracts there are a difficult business.
 
Additional comments I had put are http://www.theequitydesk.com/forum/forum_posts.asp?TID=2694 - here . Also, this is a cursory view I do not track Glodyne in great detail.
 
Another recent example is Punj Lloyd, because one of their projects in Libya which I think is 41% of order book and is delayed, the whole company is being punished.It will recover but many investors are suffering.
 
Also as I stated , this is my personal view, and you need to look at these factors in combination. For example if TCS, Infy were doing this and the project was even 3000 crores it would be very different.
 
Munna Mobile is one of the superheroes in a very entertaining thread, you need to find it yourself Wink
 


Posted By: Bhupan
Date Posted: 30/Jun/2010 at 11:29am
Originally posted by camanoj

vinvestor2010,

 
Munna Mobile - who's that?



Yeehhhhh   Munna Mobile nahi janta  ??? Dead     Angry   Ouch  


http://www.theequitydesk.com/forum/forum_posts.asp?TID=2542&KW=munna - idhar dekho

Yeh anjaan investors ki band baja dega  .


Posted By: vinvestor2010
Date Posted: 02/Jul/2010 at 1:06pm
 
Hi a related excellent post on equity desk only earlier on http://www.theequitydesk.com/forum/forum_posts.asp?TID=1964 - Accounting adjustments.
If you read it with this thread together can be useful.


Posted By: adityancs
Date Posted: 02/Jul/2010 at 2:00pm
Originally posted by vinvestor2010

 
Hi a related excellent post on equity desk only earlier on http://www.theequitydesk.com/forum/forum_posts.asp?TID=1964 - Accounting adjustments.
If you read it with this thread together can be useful.
Really superb. Thanks for pointing out the same.


Posted By: trushik
Date Posted: 27/Dec/2010 at 1:13pm
very good posts! great work Clap


Posted By: manishwithted
Date Posted: 04/Jan/2011 at 7:21pm

The below article of moneylife is about how promoters n operators rig share price


http://moneylife.in/article/81/12774.html


Posted By: excel_monkey
Date Posted: 08/Jan/2011 at 8:48pm
who says Indian companies should command a premium


Posted By: BIKRAM
Date Posted: 09/Jan/2011 at 1:39pm
Most of the balance sheets of small cap and midcap companies are rigged. Take an example of a famous Rice company which has a strong debt on the balance sheet, taken by pledging stock of non basmati paddy , and shown as basmati paddy. the difference in the value turning into hundreds of crores. All the officials from Valuators to loan sanctioners etc involved in the process.


Posted By: manishwithted
Date Posted: 14/Feb/2011 at 9:41pm

An interesting article regd technical analysis

https://www.ppfas.net/blog/2011/02/14/technical-analysts-predictably-unpredictable/


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Long term thinking improves short term decision making - Brian Tracy


Posted By: nav_1996
Date Posted: 14/Feb/2011 at 10:17pm
Let us forgive small companies. It may be question of existence for these fellows.

Looks at what Munjals and Ambanis are doing.


Posted By: barla
Date Posted: 14/Feb/2011 at 10:35pm
forgive small companied???????????
 
What about the even smaller shareholder.
 
I mean what about the cheated?????
 
 
Originally posted by nav_1996

Let us forgive small companies. It may be question of existence for these fellows.

Looks at what Munjals and Ambanis are doing.


Posted By: sharetips_info@
Date Posted: 04/May/2011 at 6:51pm
Thanks for the article.It's really helps an investors to draw their attention towards reality in Indian stock market and boost up the small investors.


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Posted By: srihsd1
Date Posted: 04/May/2011 at 8:11pm
Hello Teddies,
 
Is there a way I can bookmark certain posts? While I do follow most of the posts as much as possible, some post are just too interesting to miss. Please let me know if there is a way to bookmark/subscribe to certain posts interestng to me.
 
Thanks!


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Best Regards
Sri


Posted By: values
Date Posted: 04/May/2011 at 9:00pm
Originally posted by srihsd1

Hello Teddies,
 
Is there a way I can bookmark certain posts? While I do follow most of the posts as much as possible, some post are just too interesting to miss. Please let me know if there is a way to bookmark/subscribe to certain posts interestng to me.
 
Thanks!


Click on the link ( email_notify.asp?FID=50&TID=2816&PN=5 - Toggle Email Notification for this Topic ) which is on every topic to toggle email notification..


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Knowledge is power!


Posted By: subu76
Date Posted: 24/Aug/2011 at 8:30am
One thing is for sure: 
 
Ignoring past history of promoters is risky.
 
One can cite examples to the contrary but it could lead to big losses.
Just read that Subhiksha promoter had an entity which was banned twice from the market.
 
Should Premji's firm have invested with such a promoter?


Posted By: subu76
Date Posted: 24/Aug/2011 at 9:04am
Originally posted by subu76

One thing is for sure: 
 
Ignoring past history of promoters is risky.
 
One can cite examples to the contrary but it could lead to big losses.
Just read that Subhiksha promoter had an entity which was banned twice from the market.
 
Should Premji's firm have invested with such a promoter?
 
After reading more:
 
Premji Invest had always intended to flip the stock during an IPO.
 
Serves them right. Clap
 
ICICI guys conned them into making the investment in a hurry by convincing them that the IPO could happen any minute.
 
Good stunt by ICICI Guys. Clap
 
Remind me of Murthy's firms investment in SKS.
 
Quick smarty gains can often lead to permanent losses.


Posted By: basant
Date Posted: 24/Aug/2011 at 10:07am
Subu: A great entrepreneur can be a bad investor (in other sectors) and a great investor can also be a bad entrepreneur (RJ - his first venture to do some basi drug manufacture bombed off in the early 80's before he came to Dalal Street)

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'The Thoughtful Investor: A Journey to Financial Freedom Through Stock Market Investing' - A Book on Equity Investing especially for Indian Investors. Book your copy now: www.thethoughtfulinvestor.in


Posted By: Crimsonarcher
Date Posted: 24/Aug/2011 at 11:34am
Not sure if the past is the predictor of the future. I thought the promotors of Subiksha had a good business model, but in the hurry to expand based on VC investments/pressure it drowned !


Posted By: Vijkm
Date Posted: 25/Aug/2011 at 12:49pm

Why Subhiksha Trading Services collapsed

http://economictimes.indiatimes.com/news/news-by-company/corporate-trends/why-subhiksha-trading-services-collapsed/articleshow/9727883.cms



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Vijay


Posted By: subu76
Date Posted: 25/Aug/2011 at 2:25pm
Originally posted by basant

Subu: A great entrepreneur can be a bad investor (in other sectors) and a great investor can also be a bad entrepreneur (RJ - his first venture to do some basi drug manufacture bombed off in the early 80's before he came to Dalal Street)
 
Thanks for the point Basant Sir. I'll remember this one esp since I'm hooked with the Piramals


Posted By: subu76
Date Posted: 25/Aug/2011 at 2:26pm
Originally posted by Crimsonarcher

Not sure if the past is the predictor of the future. I thought the promotors of Subiksha had a good business model, but in the hurry to expand based on VC investments/pressure it drowned !
 
well, 220 cr went missing in a short while


Posted By: retailinvestor
Date Posted: 25/Aug/2011 at 2:58pm

Business as usual even in the supposedly polished world of corporates in India. Absolutely no difference between the traffic policeman taking the bribe so shamelessly and promoters of the companies involved in such practices.

 Corrupted to the core and it is very difficult to remove such habit. Every one assumes it to be "normal practice" and expects to give bribe for anything to be done - just like fuel to the fire.

Chak de India


Posted By: subu76
Date Posted: 25/Aug/2011 at 3:08pm
It's the same every where....Punishment cycle is the diff I guess


Posted By: srisaurabh2000
Date Posted: 26/Aug/2011 at 11:56pm
Originally posted by subu76



Premji Invest had always intended to flip the stock during an IPO.
 
Serves them right. Clap
 
ICICI guys conned them into making the investment in a hurry by convincing them that the IPO could happen any minute.
 
Good stunt by ICICI Guys. Clap
 
Remind me of Murthy's firms investment in SKS.
 
Quick smarty gains can often lead to permanent losses.


I thought that Subiksha folks had bought some Chennai firm and had got a backdoor listing. Subiksha's game I thought was more to open and have a good number of stores and then exit whenever foreign investment could come in the sector. And they got exhausted before that could happen. Premji would have got sold on that, it could as well have been a backhand deal for other reasons. Anyone who knew retail when Premji got in would have known that these guys were in serious trouble and could fall.

These IT folks used to invest in all NFOs etc. without any logic, and with that don't think that their investment skills would be very diff. from a normal guy.


Posted By: wiseowl
Date Posted: 21/Dec/2011 at 3:53pm
Various news reports suggest that the govt is looking at ways to bridge the fiscal deficit and fund its ambitious populist programmes by milking cash-rich PSUs.





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You alone are responsible for your actions.


Posted By: rohit1889
Date Posted: 10/Sep/2013 at 12:06pm
Aanjaneya Lifecare Ltd, came out with an IPO in 2011. Stock price was driven by operator from 300 to 850 odd levels. Then came a massive fall of 95%. Down from 850 to 30 odd.
The sales and profits were increasing at good pace but the company was having negative CFO (Cash Flow from Operation)- First red flag.

Also large quantity of shares were pledged by promoters.

Now there is a interesting development in the company.

http://www.bseindia.com/corporates/anndet_new.aspx?newsid=a2ca2ef5-1509-4643-90ba-c1989a249b0b¶m1=1

Aanjaneya Lifecare Ltd has informed BSE that the Company has changed its name from Aanjaneya Lifecare Ltd to Dr. Datasons Labs Ltd.

And now the operators are again playing the game. Stock is up 70% in last 1 week. Now more suckers will buy the stock as very few will take the pain of noticing that it has changed the name to wash its previous sins.(Something similar to what Peter Lynch said about companies that change their names).
Is SEBI sleeping?

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If you're prepared to invest in a company, then you ought to be able to explain why in simple language that a fifth grader could understand, and quickly enough so the fifth grader won't get bored.



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