Inside out
While there is a lot of fuss about the India Inc moving into the era of `Corporate Governance', one wonders whether it would ever be possible to check the practice of `insider trading.' The latest to enter the list of such practices may, in all probability, be the proposed buyback offer of Finolex Industries (FIL), formerly Finolex Pipes. However, in the absence of information from the stock exchanges on the identity of the buyers, it is difficult to pin down the players. Yet certain developments do point to such a possibility taking place.According to the reports available, Finolex Cables, one of the group companies, bought more than 10 lakh shares from October to November 27, 2000, the day of when the the board of directors met. The meeting proposed a buyback of around 10 per cent of equity share capital that translated into 1.5 crore shares at the price not less than Rs 40. It is interesting to note that FIL counter was a thinly traded one with low volumes. On the last day of September 2000, the share price was Rs 12.65 with the trading of close to 6,000 shares. But the FIL counter firmed up steadily as share price doubled to Rs 25 on November 21, 2000, besides the volume picking up to 2.3 lakh shares. This happened just a week before the directors' meeting. On the next day of the meeting, 4.2 lakh shares were traded. The major buyer, in this case, Finolex Cables, might have offloaded some shares after making a killing.
The issue has suddenly come up, as FIL will seek the shareholders' approval for the buyback sometime in the next month. In India, it can be reasonably expected that the proposal will go through as normally the promoters hold majority stake and many shareholders do not turn up for the general meetings. The reason is often place of meeting turns out to be inconvenient for most outstation shareholders spread across the length and breadth of the country. There is a strong case for postal ballots or electronic ballots as FIL cases may recur in the future.
The current crisis at the bourses has exposed the chinks in financial reporting and asymmetry in information gathering of value to the concerned, especially small and medium individual investors.
Unfortunately, the process of information gathering has been stonewalled by the regulators themselves, or so it seems from the current happenings on the bourses. Reliable and authentic information that is a right of the public is also denied in the name of maintaining privacy.
The only option available to the newspapers then is to act on news coming from insiders, which is often biased. The payment crisis at the Calcutta Stock Exchange (CSE) is a case in point. Figures of default in pay-in of settlement no 148 as reported by the newspapers and on the television channels varied widely. While some pegged it at Rs 20 crores, others gave a figure of 40 crores and some other wrote that there was no major default. In the absence of either denial or confirmation from the authorities that should know well, the gullible investing community and the general public have been left in a state of confusion.
Another instance relates to the annulment of dubious transactions and the pay-in and pay-out. Even in this case, there were reports in some newspapers that the transactions have not been cancelled and the exchange had taken funds out of its Trade Guarantee Fund to honour the transactions.Neither the CSE nor the regulator (Sebi) considered it necessary to clarify the position thus leaving the general public at the mercy of information from insiders.
The CSE is not the only one which had withheld information. Even the BSE and NSE have not been co-operative enough to share the information with the public. The default of Century Consultants, which is a BSE and NSE broker is a case in point. None of the stock exchanges were ready to reveal the exact amount of default by this broker, justifying the silence on the ground of maintaining client's privacy. Once again the press had to rely on unconfirmed market sources. While some sources pegged the amount at Rs 40 crores, others said that it could be to the tune of Rs 100 crores. Such instances reflect poorly on the regulatory authorities. It is farcical that the regulators require companies to disclose all material information to the general public, but shun from doing so themselves when the situation demands it in the public interest.
Copyright © 2001 Indian Express Newspapers (Bombay) Ltd.