Blog

Quick analysis : Two investment ideas

Q

I have been analysing and following these two companies for quite some time. Around 1-2 months back, the price for both the companies fell to around 50% of my estimate of intrinsic value. As a result I have built an almost 70-80% position in these two companies

The companies are Maruti suzuki and CRISIL. Both companies are part of my core porfolio now, so I am very likely to be baised about them now (please do post any negative feedback about the companies)

You can find the analysis for maruti suzuki here. During the month of november, due to the credit crunch and general slowdown, car sales dropped dramatically. The market reacted sharply and pushed the stock price below 500 for a short period of time. The assumption built in that price was that maruti’s business was permanently damaged due to the slow down.

I don’t think that is the case. I agree with overall assessment that car sales would be weak for 2009 or even 2010. However my investment approach does not involve focussing on the next month or next quarter results. I prefer to look at how the company would do for the next 5-7 years as my holding period is typically more that 2-3 years.

The stock price has appreciated almost 20% since the lows. Does that prove my thesis? I don’t look at short term price action to prove my investment thesis. It is the business performance over the next 1-2 years which will prove whether I am right or wrong. If I used short term price as a validation, then I would invariably be wrong for the first 6-12 months as most of my picks have a bad short term outlook.

The second company is crisil. I have looked and written about CRISIL in the past. There is a good analysis of the company here.

Key plusses and minuses for the company
– The company has a very high competitive advantage in the business. This business has very high entry barriers and other companies cannot enter into this business easily
– The business needs low amounts of capital to grow and can re-invest this capital at very high rates of return
– The risk for ratings agencies in the US and other markets does not hold at the same level for CRISIL. CRISIL was not involved directly in rating subprime instruments and hence should not get impacted directly.
– There has been a reputational loss for the ratings agency. However in the current sceanrio there is no alternative (atleast in india) to the rating agencies.
– The current price discounts a lot of the negatives and more for these companies

There are definite risks for both the companies. At the same time, you will never find a company which has no business and valuation risk at the same time. If the business risk is low, then the valuation risk is high (sky high valuations). On rare ocassions, you may find a neglected company with low business and valuation risk. In such as case, you can load up on the company, but you will need patience for the market to discover the value

Disclosure : As I said earlier in the post, I have positions in both the companies. I have built these positions in the preceeding months and may or may not publish when I exit these positions. So please read my disclaimer and then decide for yourself.

Learning and planning

L

I wrote in my previous post about time management issues, we face as non-professional investors. We barely have enough time for our jobs and family. How the hell can I one pursue an outside interest such as investing ?

I am not referring to investing one’s capital via other vehicles such as mutual funds, FD etc. These options require much lesser time and can give a decent level of returns. I am referring to pursuing investing as an interest or hobby. In such a case, one is not looking for only returns, but also at learning and becoming a better investor.

The beginning
My own journey started more than a decade ago. I had started managing the finances for my family and had started reading up on the basic such as what is an FD, what is a stock etc. Those were pre-internet days, so access to information was limited. I remember searching for books and finding very limited numbers on investing. My main sources of learning initially were finance textbooks and economic times.

By 1998, I had access to internet and that was like opening a huge door for me. For professionals like us, the internet is god send opportunity. I cannot imagine being able to learn and develop as an investor while still working at my day job without the internet. Even this blog would not have existed without it !

Well, with access to internet and all this information, I started reading and learning the basics of investing. The period 1999-2002 was time spent on learning the basics. During the period 2002-2006, I started reading more annual reports compared to general articles and books. However the reading was random and all over the place.

Reading too random
I realised by 2006, that my reading was quite random and not directed. As a result I was reading the entertaining stuff, but not necessarily the dry and important materail such as accounting, AS standards , annual reports etc.

In order to avoid that, i now have a list of topics I want to learn and improve upon. For example, my current year plan includes learning more on behavioral finance, GAAP accounting and arbitrage.

The process
With these topics in mind, I start by looking for books and will list 3-4 books on the topic. Once I have the books I need, I will generally spend 2-3 months or more on that topic. This ensures that I maintain focus on a topic, explore it fully and at the end of it have more depth in it.

As an example, I am current focussing on behavioral finance. I have read 3 books on it already and plan to read 1-2 more books on it. Based on my learnings, I plan to review my current holdings to check my biases and will also be updating my investment templates (see here for the templates).

Additional reading
In addition to the focus topics, I continue reading annual reports and tracking the performance of my current holdings. I am currently not searching for new ideas as my current list of holdings have reached my maximum limit (in terms of number of holdings). As a result I am reviewing my current holdings and will require a new holding to replace an existing one.

The above is a reading/ learning plan. All my blog entries and updates are usually centred around the topics and companies I am reading about. So you can see, the blog is an extension of my learnings and current thoughts.

So in summary I can break down my approach into the following points
– key objective is to learn and be a better investor
– all reading and learning is focussed on the key objective
– The objective would be achieved by identifying areas of learning and then focussing on them one at a time

No shortcuts and magic bullets here !

Time management

T

I received this email from vikas and thought of putting a post on it.

I had a very quick qn for you. How do you manage to find time for your daytime profession, your family and your value investing hobby? Please give me some examples from your daily life. I find myself in a very similar position and I find myself unable to spend anytime learning value investing?

This is an important question, especially for non professional investors like us. Most of us, having a day job, do not have the luxury of being able to spend 8-10 hrs a day reading, analyzing and visiting companies for our investments. So how do I go about it? It is neither a prescription nor some approach, just an idea of what I do.

Lets invert the problem. With limited time, what can I ‘not’ do?

– Cannot track stock prices, volumes etc on an hour by hour basis
– Cannot trade short term, as I may not be able to execute the trade at the right time due to other commitments.
– Cannot analyze more than 30-40 companies in detail or more than 1 or 2 companies per week.
– Cannot track market gossip, chatter, inside news etc.
– Cannot devote more than 10-15 hrs (max of 20 hrs) to investing

With the above constraints in my, I have adopted an investment style, which matches my situation. As regular readers of this blog would have realized, I typically analyze and invest in a limited number of companies. I run a few screens to generate a list of decent ideas, analyze those ideas in detail and invest in a few for the long term.

In addition, I spend 2-3 weeks analyzing a company in detail and build my position over the next few months.

A professional investor would typically be able to devote 50-60 hrs per week on investing. However due to a day job, family and other time constraints, I am able to devote a maximum of 15-20 hrs per week (on average).

I spilt this time between learning value investing, reading up on companies and on this blog. Almost 50-60% of my time is spent on reading up on companies and following my current holdings, 20-30% on learning value investing and the rest on this blog (10-15%).

The other reason for being able to devote 10+ hrs per week on investing is due to the fact that I have no other hobbies or interest (other than watching movies). So I am a pretty dry person with limited interests outside investing 🙂

I am not able to devote 10-20hrs per week every week. There are weeks when, due to job and other constraints, I am able to devote only a few hours a week. During other times, when work is slow, I am able to put more time into investing. In addition, I use my spare time, travel time etc to read books and annual reports.

I have been doing this for the last 10+ years and although the time spent per week or month is small, the learning accumulates over time. The initial few years were spent in learning the basics and there were several times when I felt, I was not making much progress. However over time slow and steady progress adds up.

I eventually plan to invest professionally. The main reason for that is that I am passionate about it and would like to spend more of my working time on it.

The best person to answer the question would of course be my wife and kids who typically see me with a book or on my laptop reading something or engrossed in my thoughts thinking about some investment idea :). Of course my wife does not read this blog …so I am safe!

I think the key to finding time is how passionate or interested you are about investing. Paradoxically if you love the process of learning and investing and are not into it just for the money, you will find time and will enjoy the journey more than the destination (returns in this case).

Added note: I have switched the feed to this blog. There is a re-direct of the old feed to the new one in place. I would appreciate if some one can leave a comment if they are reading this post via their feed.

Next post: How do I plan for investing (if I feel there is interest in the topic)

NIIT tech: A falling knife ?

N

I received a question : NIIT tech has dropped from 100 to around mid 50s. Is it a falling knife which one should avoid ?

I have written a post on the above topic earlier. So the point is how does one avoid a falling knife scenario ? In other words when it is wise to increase the holding as the stock price is dropping versus avoid averaging down.

Two factors
I would answer the above question based on two key factors one should keep in mind when purchasing a stock. The first factor is the intrinsic value of the stock. One should have decent idea of the Intrinsic value range of a stock. If the stock price is dropping and the stock is more undervalued now, one can look at increasing the holding.

The second factor is position size or risk management. Personally when I am looking at a stock, I make a decision on whether the stock would be a part of my core portfolio or the cheap-graham portfolio. Once I have made that decision, I have pre-set limit on the position size. One can have an amount or percentage of the portfolio – position size. I typically start off with a 50% position (50% of the full position) and keep adding as the stock price drops.

Once I had built the full position, I will not add to the position even if the stock price is dropping. This is the key to risk management. I regularly check my thesis to confirm if any of my basic assumptions are incorrect and if my estimate of intrinsic value is too high. However I will not add to my position even when the stock price falls. There is no averaging down for me, once I have built a full position

70% strike rate
I have read that most of the top investors typically have 70-80% hit rate. That is 20-30% of their stock picks result in losses, either due to bad luck or incorrect analysis. I don’t believe I will do better than that. I have now started working with an assumption that 20-30% of my picks will fail. In such a scenario, the risk management aspect is crucial. To do well on a portfolio basis, my successful picks should do better than my failures.

What about NIIT tech ?
In the case of NIIT tech or any other company, my focus is on intrinsic value and not on the stock price. The stock price can get disconnected from the intrinsic value for sometime, but it eventually converges to it.
My own estimates of intrinsic value for the company have not changed. The current quarter results show a bottom line drop of around 50%, mainly due to forex losses. I do not consider them as core losses (just as forex gains are not permanent gains). I have seen a lot of people get all worked up about forex losses, which does not make sense to me.
Unless the company is speculating on forex (via non effective hedges), I think the forex gains and losses should even out over the period of few years and hence one should be concentrating on the core profits to value the company.

As an example look at the results of the airlines such as southwest (in the US). Southwest airlines has been consistently profitable for the last 20+ years. They have had 2-3 quarters of hedging related losses due to oil price volatility. Do you think they have a problem in their core operations?

Anyway, I digress. Coming back to NIIT tech, I have not changed my estimate of intrinsic value and I have already built my planned position. As a result even if the price drops, I will not add to my position to manage the risk (if I am wrong about NIIT tech).

Management issue
However if you believe that in light of the satyam episode, you cannot trust the management , then the only course of action is to exit the stock.
Personally, the moment I lose faith on any management and cannot trust them, I will exit the stock irrespective of the loss I have to take on my position.

As an aside, my previous post was in jest. I received a few personal emails ‘challenging’ my prediction and one guy asked me why I did not predict the level, if I knew the time . I have no clue where the market will be in the future. However if you want to pay me, I can guess for you 🙂

Hoping for a quick rebound ?

H

Have you been hoping for a quick rebound and a re-start of the bull market? I would not hold my breath on that. No one knows when the market will rebound. Those who claim to know are guessing. If you need a forecast fix on when the rebound will start, let me give you one – 11:22 am, 22 April 2009.

If the above forecast comes out to be false, I will just keep mum and issue a new forecast.

If the above guess turns to be correct, expect a banner on the blog proclaiming my brilliance and infinite wisdom (hail rohit !!). I will start issuing regular forecasts after that and will charge you for it.

Now this would be an easy way to make money, as long as I can find enough suckers …sorry ‘investors’ for it.

So are you willing to sign up for my hourly, daily, weekly, quarterly and annual forecasts? If you sign up today, I will give you a special 20% discount and throw in two extra forecasts, absolutely free !!!.

Moving the feed account

The feed to this blog is on feed burner (see here to understand what is a feed). Google (which owns feedburner) is moving all feedburner accounts to google accounts.

I am planning to move my account to google too. Hopefully it should be a non event. However in the event, there is some technical glitch and you do not receive an update in 3-4 days, I would request you to check the blog and leave a comment for me. Being a super duper tech whiz, I will immediately get down to fixing it :).

In case you are new to the blog or have not subscribed to the blog, you can use this link to subscribe to my blog. you could all the juicy forecasts in your mailbox 🙂

Cash – good or bad ?

C

I was recently referred to an article by Prof. Bakshi (read here). Prof bakshi has written about a few companies which seems to be cash bargains (selling less than cash on the books), but are suspect due to their accounting and corporate governance.

Readers of this blog would be aware that I have a bias for companies with low debt and high cash on books. I do not get excited by growth as high growth companies are usually fairly valued or overvalued. However slow to moderately growing companies with a solid business model are frequently undervalued. Excess cash on the book only adds to the attractiveness of these companies.

Low debt and cash on books is usually a good thing, but excess cash holdings for long periods of time are not good for shareholders. It usually signifies that the management is allocating capital poorly and in absence of high return opportunities is letting the cash idle. This is ofcourse better than spending the cash on stupid acquisitions. However a shareholder friendly management should return the cash through dividends or buybacks.

The above holds true if the cash is actually present. After the satyam episode, one cannot be completely sure of that. I have always looked at the management quality and corporate governance of a company in the past, before committing my money to it. It is easy to identify cases of bad (see aftek here, which the prof has also referred to in his article) or good governance. The problem is identifying managements which are not good, but not overtly bad. The bigger problem is identifying complete frauds, where the !@## (put your choice of expletive) auditors are hand in glove with the management.

There are books, which discuss this topic (of financial fraud) in detail (see here). There are no clear-cut formulae to identify aggressive or fraudulent accounting. A deep understanding of accounting and experience, will throw up red flags when one is reading and analyzing the annual report of a company. A single red flag may not be a cause for concern, but several of them together should alert you. I will be covering some of these red flags in a future post.

Let me come back to another example in the article – HTMT global. I have discussed about the company in the past and have a small holding in the company (it is part of my diversified graham styled portfolio). The key reasons for my investment are – cash on books higher than the market cap, decent topline and bottom line growth and ultra cheap valuation. However the negative on the stock is corporate governance. As indicated in the article, the cash is held in a subsidiary in Mauritius.

The CFO indicated in the analyst meet that the cash is being held to avoid the 30% tax and for acquisitions. During the analysis of the company, I read this explanation (I was searching for it) and found it plausible. However on reading, prof bakshi’s article I was disappointed to read this

HTMT has deposited cash in Mauritius. When asked about keeping its money outside India, Anand Vora, CFO, said: “We have been getting a lot of queries, because PwC is our auditors and have a considerable amount of cash on our books. We don’t want to comment till we get a clearance from our legal team. So, while your questions (on overseas accounts and account balance and cash on books) may not be very sensitive issues, we will still like our legal team to go through it.”

There are two red flags in the above statement : PWC and the reluctance of the CFO to give a straight response. If you have cash on the books, why do you need the legal team to go through it?

Does the above mean that the cash does not exist? Should one exit the stock? To be honest, I don’t have an answer for that. If one cannot trust the management and the auditors to tell the truth, then it is not possible to invest in a company. The entire financial system depends on this trust. No one will invest, if the management and auditors cannot be trusted to tell you the truth.

So where do we go from here? For starters I am reviewing all my holding to check their cash holdings closely and tie it with the interest income. I have checked these numbers in the past, but with only a passing interest. I will however be looking at these numbers far more closely now.

In addition, though I have focused on corporate governance in the past and rejected several ideas for my core portfolio, I have been more tolerant in my graham styled portfolio. I plan to give more wieghtage to this factor in my stock picks in the future. I have purchased companies, which are statistically cheap, even if they are not upto the mark in corporate governance. I plan to put more wieghtage on this factor going forward.

I am still thinking about HTMT and have not decided yet. However my comfort levels have dropped a lot with this company and my gut feel is not good (yes, I listen to my gut feeling ..ignoring it in the past has been costly). I may decide to exit the company even if I have to take a small loss. This may be an over-reaction to the satyam episode as there is still no factual basis to distrust the company. However there should be no tolerance on corporate governance and transparency. In the end i would rather err on the side of caution than repent later.

Added note : I just glanced at Satyam’s annual report. The company reported 3300+ crs of cash with scheduled banks and an interest income of 270 Crs. The scheduled banks seem to be bank of baroda, BNP, citibank, HDFC, HSBC and ICICI bank. How the hell did the auditors certify the cash if the management says all this cash was fictitious ? If this news report is true, then one could derive comfort that the statements were not fraudulent and the cash was actually siphoned out.

Stock analysis – Ingersoll rand

S

About
Ingersoll Rand (india) is a subsidiary of Ingersoll rand (US) with a 75% holding of the parent company. The main business (after all the disposals) of the company is air solutions – mainly compressors and other instruments such as air dryers, filters, after-coolers, receivers, water separators, etc.

Financials
The company has been disposed off three businesses in the last 3 years. This includes the road development, utility equipment, Bobcat business and climate control business. The company has realised a pre-tax profit of almost 217 crs in the last 3 years.
Due to the above developments, the topline of the company is not comparable across the years. The remaining business – airsolutions seems to be growing at double digits for the last few years. The net margins of the company has improved to almost 10% (which could be cylical high) and the ROE has leaped from a good 20%+ to 70%+ number (net of surplus cash on the balance sheet).
The improvement in the ROE has come via improvement in margins and asset turns (both inventory and recievables ratios have shown improvements in the last 4 years).

Positives
The company’s balance sheet looks extremely good. Almost 80% of the balance is cash and equivalents. Part of this cash is from the sale of the various businesses and rest has come from the free cash flow of the business. The core business of the company is throwing off a good amount of cash with low Capex requirements.
The company has become more efficient via a combination of improvement in margins (which may drop) and improvement in various ratios (due to improvement of efficiencies).
The air solutions business has been showing decent growth in the last few years. This growth may slow down in the short to medium term, but should remain good over the long term. In addition the valuations of the company are very attractive. The business is selling for 1-2 times the current years earnings (excluding cash).

Risks
The business risk seem to be low. There are 3-4 competitors in this business like Elgi equipment, Atlas copco etc. However the level of competition has not been intense. However with such high growth rates and returns, foreign competition is being expected. This may result in lower returns and low growth in the future. The valuation however discounts this and more currently.

There are several risks for the minority shareholders. The key risk in my opinion is that the company is a 75% subsidairy of an MNC. The parent company has an unlisted company in india and there is a clear conflict of interest. My personal experience with such type of situations has been bad. The minority shareholders in such cases have suffered from poor governance, poor utilization of excess cash (cash continues to lie in the balance sheet with no clear plans) and no special focus from the parent company. In some cases the parent has bought out the minority holders at an unfair price.

In addition, the Annual report is sketchy in terms of the future plans for the business and how the excess capital will be utilized.

Competitive analysis
The main competitors of Ingersoll Rand are Atlas Copco and Elgi equipment. Atlas Copco is twice the size of Ingersoll rand and Elgi equipment is roughly the same size as Ingersoll rand. The various financial parameters such as Net margins, ROE, Sales etc are similar for Elgi and Ingersoll rand. Ingersoll rand is slightly cheaper than Elgi equipment. However the elgi management seems more focussed on the growth of the business (as atleast they are more articulate about it) and have aggressive growth plans for the domestic and international markets, so that may explain the difference in the valuations.
By various measures even Elgi equipment seems to be cheap and it can be preferred over Ingersoll on qualitative parameters
Atlas copco has similar margins (10%), higher turnover (twice) and lower efficiency ratios (ROE of around 20%) . The valuation for Atlas is however much higher than the other two companies and can be used as a reference point for comparitive valuation

Valuation
The company net of cash is selling at 1-2 times of the free cash flow. At the current rate, the business would be a cash bargain in the next 1-2 years. From a pure, numbers point of view, the stock is undervalued by a decent margin.

Conclusion
The company looks cheap and undervalued by quantitative measures. The core business is growing and should pick up steam once the economy recovers. However there are quite a few small things, which make me uncomfortable from a subjective standpoint. The management has no interest in communicating with minority shareholders (who are less than 25%) on the future plans for the business, the cash holding etc.

In addition the parent has an unlisted subsidiary, which is generally not a good thing for the indian shareholder. If I were to consider this company, it would be part of my graham style portfolio and not the core due to above issues.

Additional point: I did this analysis before the satyam issue. There is no change in my analysis due to the above incident. Having cash on the balance is not a red flag for fraud. One cannot invest based on the assumption that all companies are committing a fraud, unless proven otherwise.

Please read disclaimer

India’s Enron – Satyam

I

update 9-Jan
When it rains, it pours ! for satyam it is pouring bad news.
I am reminded of buffett’s comment – There is never a single cockroach in the kitchen.

There are no suitors coming up. Who wants to be associated with a tainted brand ! The value of an IT company comes from three sources – its brand/ reputation, customer relationship and employees. The brand/ reputation is the foremost and a damage to this asset can destroy the other two.

Satyam, with a new board may be able to rebuild the company (though not to its former glory) partly. However the company is facing a cash crunch and if it is not able to get cash for operations, then it could be in serious trouble. Getting a loan is not going to be easy, if the books have been cooked and the banks cannot trust your accounts.

Once clients feel there is a risk, they may press the panic button too. It is not easy to change a vendor, but i will not be surprised if clients have not started working out a contigency plan.

Finally, this episode will impact Indian IT in the long run. Do you think clients will trust other companies as easily as they have in the past ? With Indian companies vying with IBM and the likes for billion dollar deals, trust and faith is far more important. This episode is going to make life diffcult for all the vendors.

——————————————————————————————————–

A few days back, I wrote about corporate governance in Indian companies. I hardly expected this – a full fledged fraud at satyam. I was shocked to say the least. Satyam is not a fly by night operator. There were some concerns on the coporate governance (forget the peacock or whatever ‘bird’ award), but what has come out is not some corporate governance lapse, but outright cooking of the books.

Bad intentions
I personally have no idea of the intentions of the management. However from the letter and from what I have seen in the past on such incidents, is that the start of such a fraud is small and not with malice. The management typically is not able to meet the numbers and fudges the numbers a bit to meet the targets with the hope that they will be able to cover the gap in subsequent quarters. However the gap does not get covered and the management resorts to even more manipulation to meet the numbers till finally they hole is too big to cover. This happened with Enron, worldcom and several other companies during the dotcom bubble in the US.

Bankruptcy
Is satyam headed for bankruptcy ? I don’t think so. This is not a bank where there could be a run on the company. That said, there is more pain ahead and the critical thing to watch over the next few quarters would be how the company manages its customer relationships and employees, which are the bigger assets than the cash on the balance sheet.

Possible to know before hand ?
I received a comment on how to calculate the value of the company if the numbers cannot be trusted ? My response is – you cannot. The entire basis of investing is ‘trust’. When you invest your money in a company, you trust that the management is honest and presenting the true picture. You trust the auditors to be doing their job when they certify the accounts. Clearly both the management and the auditors blew it at satyam.

You can expect articles to come out on how it was evident that something was wrong at satyam. I would say that is complete bullshit. I have not analysed the satyam annual reports till date and plan to do so now to see if it was possible to know the fraud before hand. Most of the times there are red flags on aggressive accounting which would give you a clue that something is not right. You can use these red flags to stay away from the company. However it is very difficult to detect fraud from the public filings such as annual and quarterly reports.

What now?
Such incidents are not unique to India. They have happened in other countries around the world. What is different is the kind of punishment for such a fraud. In the US, the CEO of Enron was sentenced to 24 years in jail. The US law is very strict with white collar crime and gives out harsh punishment for such crime.

In india, I doubt much will happen. We treat white collar crime as no crime. This incident is going to cast a major shadow on all indian companies. If satyam could fudge cash of 5000 crs+, what about all the smaller mid and micro cap companies which have some unknown auditors and a weak to non-existent board.

I hope investors now demand tranparency from companies and vote with their feet (sell !) if the management is not transparent.

Lesson for us
As an investor I can think of two ways to handle such an eventuality – avoid companies where corporate governance is suspect and diversify.

This is a complete tragedy, especially for the 53000+ employees who have worked for years with the company and now face this for no fault of theirs.

Corporate governance – Satyam and other Indian companies

C

I think most of you must be aware of what has been happening with satyam lately. I will not go over the details as you can find it on the net easily.

The key events seem to be
– Satyam decided to buy out Maytas infra using the surplus cash on it balance sheet. The logic provided was that the company was trying to de-risk its IT business and diversify
– The market did not like the deal due to the conflict of interest (Maytas is owned by the same management)
– The stock price of Satyam crashed even after the deal was cancelled
– The Rajus (promoters) had pledged their shares against loans taken by them. Due to the price drop, they got into a margin situation and some of their holdings were sold off.
– This drop in the holding has created an interesting situation as the Promoters held around 8% of the stock earlier which may have dropped further. This has put the company into play and there seem to be several other IT companies/ PE players, which are interested in satyam now.

I have been surprised by the above turn of events. However, i am not a bit surprised by the corporate governance fiasco. Does anyone think that this incident was an exception?

I have been reading and analyzing companies for the last 9 years. I can safely bet that almost 90% of the Indian companies have corporate governance issue. One has to search for companies, which are shareholder friendly. There are issues like huge cross holdings, excessive compensation, poor disclosure, diversion of surplus cash to other promoter firms and in some cases pure apathy where the management just sits on the cash and does nothing with it.

These problems are not limited to Indian managements. MNC’s are worse than Indian companies in this respect. Most MNCs have unlisted subsidiaries which are used to launch new products, whereas the listed subsidiary is allowed to just stagnate. Some of these listed subs have huge cash holdings with no clear plans for the cash. In several cases after allowing the listed sub to stagnate, the parent has come out with a buy back offer at a price which is above the quoted price (but way lower than the intrinsic value). I think that is daylight robbery.

The annual reports of most MNC subs and Indian companies are a joke. There is minimal management discussion and analysis of performance. The disclosures are limited to whatever is mandatory. In some cases the companies don’t even care to post their Annual reports and quarterly statements on their website.

I could go on and on, but the key point is that corporate governance in India is very poor. It reflects our overall psyche. People in power, be it politicians or promoters care two hoots about others. The typical promoters thinks that the company is their personal fiefdom and they treat it as such.

The difference this time around has been that Satyam was listed in the US and has large FII and foreign holdings. These investors are not as apathetic as Indian shareholders and reacted negatively to this incident.

Such corporate governance issues happen in foreign markets too. However these markets have more active investors and thriving M&A market. If the market reacts negatively to the company’s performance or its governance practices, the company is put in play. An undervalued company then becomes a target for buyout or takeover. This threat keeps the management in check.

I personally don’t expect much to change after this incident. Our security laws are weak and managements can get away with anything. There is very weak market for hostile takeovers in India and as a result even if the company is undervalued, you will not find too many takeover bids.

There are a lot of undervalued companies in India (i hold several of them). In the US, a value investor can count on a hostile takeover to eliminate the undervaluation, if the management does nothing about it. I don’t expect it to happen in India.

As an investor my approach is to identify companies, which are undervalued and are a bit shareholder friendly (or atleast are not bent on stiffing the minority shareholder). I have given less wieghtage to corporate governance and management quality in the past. Although quality of management is a subjective issue and cannot be analysed with precision, I plan to pay more attention to this factor in the future.

Now this is one cheerful post to start the new year 🙂

Subscription

Enter your email address if you would like to be notified when a new post is posted:

I agree to be emailed to confirm my subscription to this list

Recent Posts

Select category to filter posts

Archives