Episode Transcript
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0:00
Hello and welcome to FinShots Daily. In today's
0:02
episode we explain a SEBI order
0:04
highlighting the financial irregularities of a
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formerly listed company called Lloyd Electric
0:09
and Engineering. Before we
0:11
start today's episode, we have a question for you. Do
0:14
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Now onto today's episode. Lloyd
0:37
Electric sold a lot of air conditioners in
0:39
India. It was the third biggest player in
0:42
the country at one point up to Voltus
0:44
and LG and it had a 12% market
0:47
share. It also sold televisions,
0:49
washing machines and air purifiers under
0:51
its consumer durables division. But
0:54
that's not how Lloyd started off in
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the 80s. It actually began life making
0:58
coils and selling them to regular AC
1:00
manufacturers. It also did some work to
1:03
help cool the Indian railways and made
1:05
some heating equipment. This was
1:07
its business to business or B2B strategy.
1:10
Now in 2017, Lloyd's business caught
1:12
the eye of Havels. The folks
1:14
who made wires, switch gear, lighting
1:17
and fans. But Havels only liked
1:19
the AC business. It
1:21
wanted to diversify into ACs too
1:23
and build its consumer business. Its
1:26
previous attempts to sell ACs had failed
1:28
and the company felt that Lloyd's would
1:30
be a perfect fit given his massive
1:33
distribution channel across India. So it
1:35
offered 1550 crore rupees to seal the deal. Lloyd accepted.
1:37
It wanted
1:41
to use the money to clear off some
1:43
debts. So it gave Havels the permission to
1:45
sell ACs and other appliances under the Lloyd
1:47
brand's name. Lloyd Electric
1:49
would change its name to
1:51
LEEEL to avoid any confusions
1:53
too. And LEEEL would continue
1:55
its B2B business. But
1:57
no sooner had the ink on the agreement dried
2:00
that an allegation of fraud emerged.
2:02
A fund manager named Porinju Velayath
2:04
had picked up nearly an 8%
2:06
stake in LEEL and in 2019
2:08
he alleged that the promoters of
2:10
LEEL were involved in
2:12
daylight robbery, that they were siphoning
2:14
off the funds the company had
2:16
received from Havel. Naturally, Sebi
2:19
jumped in. It began to investigate if
2:21
there was any truth to these allegations
2:23
and it put Deloitte to the task
2:25
of scoring through LEEL's financial statements. A
2:28
few days ago it published its final
2:30
order for the world to see. So
2:33
what did Sebi find out you ask? Ok,
2:35
just to be clear, Havel's
2:37
didn't pay LEEL the full
2:39
1550 crores. It made some
2:41
deductions for debt obligations and
2:44
employee benefits. It also
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set aside some money in case any
2:48
legal obligations arose. After all this it
2:50
deposited 1458 crore
2:53
rupees into LEEL's bank account.
2:56
But LEEL didn't show this entire amount
2:58
as a profit from the sale of
3:00
the consumer diorville's business. No, it
3:03
got to work to show some deductions of its
3:05
own too. And one deduction it showed was an
3:07
amount of 91 crore rupees. LEEL's
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explanation was that it conducted regular
3:12
business with Havel's. Maybe Havel's bought
3:14
coils from it or whatever. But
3:17
LEEL said Havel's owed the company
3:19
91 crore rupees. So it
3:21
set off this sum from the money received during the
3:23
sale. But here's the kicker. When
3:25
Sebi asked Havel's whether it owed
3:27
money to LEEL, the electrical goods
3:29
company put its hands up and
3:31
said, What? We didn't have
3:33
any business dealings with LEEL prior to
3:35
our acquisition. And since LEEL
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didn't have any proof of correspondence with
3:40
Havel's either, that was enough for Sebi
3:42
to figure out that LEEL was trying
3:44
to understate its pre-fit from the sale.
3:46
Not a good look, is it? But
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that wasn't all. LEEL also deducted 320
3:50
crore rupees from the profits of the
3:53
sale and said it was the cost of
3:55
the inventory it had transferred. But when
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Sebi looked at the audit report of inventory prep-
4:00
by a CA firm in September 2017, right
4:02
around the time the deal was getting
4:04
finalized, there wasn't any mention of inventory
4:07
worth 320 crore rupees. Can it
4:09
get worse? Oh yes, we had to talk
4:11
about siphoning off the funds so that the
4:13
promoters and their associates could benefit, right? So
4:16
LEEL wanted to sell its AC business for
4:18
two reasons. It wanted to pare down its
4:20
debt. But it also wanted to make some
4:22
capital investment and build a set in infrastructure
4:24
that would help it to expand. And
4:26
if you look at its Capital Work in
4:29
Progress or CWIP, it would make sense. Think
4:31
of CWIP as the expenditure on
4:33
assets that are in the process
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of construction or completion. For LEEL,
4:37
it suddenly rose from 10 crore
4:39
rupees to a whopping 313 crore
4:41
rupees. But guess what? The
4:44
CWIP rose because of a neat
4:46
trick. See, there were some
4:48
entities that LEEL promoters were also
4:50
associated with. Ones like
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Himalayan Mineral Waters Private Limited and
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Perfect Radiators and Oil Coolers Private
4:57
Limited. And these companies owed money
4:59
to LEEL. So what did
5:01
LEEL do? It simply adjusted the accounts
5:03
which showed that these entities owned LEEL
5:05
money and it put the money in
5:07
the CWIP account to show that it
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had received land as an asset from
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the entity. For instance, it showed
5:14
a CWIP balance of 120 crore
5:16
rupees for Himalayan Mineral Waters Private Limited.
5:19
But when Sebi looked at the books
5:21
of the water manufacturer, they found something
5:23
that blew their mind. Not only did
5:25
the company have land only worth 13.5
5:27
crore rupees in its books, but its
5:29
revenues were just 3 crore rupees too.
5:32
So there was no way that the company
5:34
would have been able to transfer assets worth
5:36
120 crore rupees to LEEL. And that was
5:38
enough to convince Sebi that the folks in
5:40
power at LEEL were up to some nefarious
5:42
schemes. Quite a sad state of affairs at
5:44
a 30-year-old company which had quite a stellar
5:46
reputation till then. podcast
6:00
streaming platform until next time.
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