Accounting vs. Auditing – Fixing Blame for Manipulation of financial Statements
To give you some background on this post, last week I had disagreement with a celebrated financial expert about the ethics of preparing financial statements. It started with me saying this – “if the management does not want you to know something about the accounts, you will not know it. Period.” There is a thin […]
5 Qualities of A Good Manager
Analysts and investor focus so much on things that are foreseeable based on financial aspects that the subject of management traits such as qualities of a good manager hardly, if at all gets any mention in a standard equity research report. What needs to be paid the highest level of attention to, is mostly ignored […]
Best Managed Companies in India
A manager may be sitting on one of the most innovative idea, he could have found a way to cut his cost to zero and achieve potentially unlimited profitability; if he is a cheat, you will lose money by betting on him. For years, successful investors have paid the highest amount of attention on […]
Promoter under ICDR Regulations And Company’s Act – Legal provisions
I cannot count the number of times I have spotted people confusing between directors, promoters and management. Even read articles in national newspapers with the wrong classification. I believe that there are 2 reasons for this. First, often the same person(s) act in all these capacities. Second, mostly these articles are written by journalists and […]
Loan Agreement – Reviewing Restrictive or Negative Covenants
Oftentimes companies do not pay attention to the loan agreement and sign it off as standard template of the bank. The banks in turn do their bit in convincing management, and particularly younger entrepreneurs that such is the case and that everybody signs the same document. Nothing could be further from truth. Remember: A bank’s […]
Corruption in private sector to be criminalized
With a view to check corruption in the private sector, the Government of India has proposed to make bribery in private sector a criminal offence. To this end, the Government has proposed to amend the Indian Penal Code, 1860 to criminalize both giving as well as receipt of bribes in the private sector. For this […]
FCPA Compliance – Challenges for U.S. Companies doing business in India
The past few years have seen a spate of FCPA enforcement actions against US Corporations with imposition of unprecedented fines and penalties. In 2008, Siemens paid the highest penalty to date – $800 million[i]. U.S. enforcement agencies have also imposed significant penalties against other companies such as Baker Hughes Inc. ($44 million)[ii], ABB Ltd. ($10.5 […]
Hostile Takeover defenses in India – Business Judgment Rule
Hostile takeovers in India are not very common. The use of advanced takeover defenses is hardly ever required and directorial conduct in such situations never comes under any serious scrutiny. Sometime back, I wrote about the standard of conduct required of board of directors in India (click here to view the post). The post elaborates on that and […]
Board of Directors – Role, duties and standard of conduct in India
As the volume of corporate activity rises in India, regulations are becoming extremely sophisticated. This article gives a brief view of how developed the Indian law is with regard to the role, duties and liabilities of the board of directors. To put some context, I will assess the standard of conduct required from the board of directors while […]