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INDIA TODAY
    CURRENT ISSUE DECEMBER 27, 2004
 
   COVER STORY: RELIANCE FEUD
 
Dividing The Empire

The war for the Reliance Group is getting murkier by the day. Perhaps this is an indication that the Ambani brothers are inching closer to a settlement.
 

Real life often inspires reel-life essays. The ongoing spat between the Ambani brothers, Mukesh and Anil, has all the ingredients that could make it a TRP gusher. Except that it is already on air, almost India's prime TV show. It has been a month since Mukesh Ambani spilled the ownership issues onto the public domain but the war for the Rs 1,35,490 crore Group has got only bloodier.

  
IN TOTAL CONTROL: Mukesh says he is the boss
BRACING FOR THE BATTLE: Anil wants a fair deal

Without doubt some more linen will be washed in the public domain before the saga takes a decisive turn. Some corporate watchers tend to believe that this is just the lull before the storm, rather the storm before the settlement. But a settlement is not easy. The Ambani family itself holds 5 per cent of the shares while the rest are vested in a complex web of investment companies. India Today is in possession of a document that delineates part ownership of Sanchitya Mercantile Pvt Ltd (before it was christened Reliance Industries) through a web of 77 investment companies. There are more than 1,400 such companies which ensure tax and investment advantages but deter division.

  PICTURE SPEAK
THE MUKESH FORMULA
THE CALCULUS OF ANIL
Anil can run Reliance Energy and Reliance Capital. He can get some funding for his proposed projects and maybe some cash. But in return for the 30 per cent share Mukesh wants him out of RIL.
70-30
Anil wants his share in the empire which he built along with Dhirubhai and Mukesh. He wants independence in REL and RCL and funding for the future besides a say in the affairs of RIL.
60-40
 

The family is fully aware of the serious implications of government or judicial intervention for unraveling the real ownership. In fact, the mighty and penetrative investigative skills of well-known journalists such as S. Gurumurthy and Arun Shourie have failed to reach the real owners of RIL. Both Mukesh and Anil would like to settle the ownership issues within the four walls of their empire. So, a solution will have to first unravel the cross-holdings.

But before that the brothers have to first come to the table. Essentially this means they have to figure out and agree on who gets what.

Mukesh, it seems, has offered Anil 30 per cent of the group while he retains 70 per cent. Mukesh would also like Anil to be out of RIL. Anil has apparently rejected this and wants 40 per cent of the group and will not quit the RIL Board.

To understand the ratios, consider this: Anil today is vice-chairman and managing director of RIL, runs Reliance Energy as well as Reliance Capital. In terms of worth, these account for only Rs 5,622 crore of the Rs 1,35,490 crore empire (see chart). This, Anil believes, is clearly inequitable.

  THE EMPIRE STAKES
CLICK HERE TO SEE THE GRAPHIC

Battle for Documents
A pitched battle is on to acquire and hoard documents that could either form part of the negotiating strategy or simply stand to tell a story if the matter reaches the courts. A band of lawyers are scouring regional offices of the Registrar of Companies (ROC) in Chandigarh, Chennai, Delhi and Ahmedabad. And the intriguing fact is that in most cases documents relating to ownership of companies are missing and cannot be traced in a number of rocs. Lawyers who filed applications at the Naranpura roc in Ahmedabad for documents found to their surprise that some of the documents that are registered are not available in D-file and some documents which have been filed but not registered. But Prem Chand Gupta, company affairs minister, has refused to take suo motu action. His opinion: "There is no point in disturbing such a big industrial house." This is when questions are being raised about who owns the investment firms.

NO SUO MOTU ACTION
"There is no point in disturbing such a big industrial house."
PREM GUPTA,COMPANY AFFAIRS MINISTER

As the battle for control continues, viewers and readers are being treated to a daily dose of the desi Dynasty which is threatening to give regular soaps a run for their money. As with the reel-life versions, this one too is replete with emotions, drama, godmen, friends-turned-foes and, of course, the quintessential Maa. It also has its share of stars ranging from celebs like Parmeshwar Godrej to filmstar Amitabh Bachchan, political spin doctor Amar Singh, high-profile Congress MP Murli Deora, Uttar Pradesh politician Rajiv Shukla and Union Defence Minister Pranab Mukherjee. But nobody is talking. Indian mythology boasts several instances of brothers at arms but none where Ram and Lakshman cross over to the sets of Mahabharat. Even though there is evidence of Shakunis this one is truly of the 21st century genre. There is very little dialogue, no great face-off barring the forced handshake and, of course, the script is in e-mails, minutes of board meetings and documents.

Charges Galore
On December 13, in a closed-door meeting, the Securities and Exchange Board of India directed the Bombay Stock Exchange and the National Stock Exchange to check if the group companies have complied with listing and disclosure norms. The provocation clearly was a fusillade of charges unleashed by the Anil Ambani camp.

 

MUM'S THE LAST WORD
IN TUNE: Kokilaben Ambani (centre) with Tina Ambani (right)

Kokilaben does not want the legacy of Dhirubhai to be torn down and would like her sons to co-exist for which she is willing to be the neutral umpire. 40-40-20

Each of these issues raised was aimed at triggering the provisions of corporate governance. Take the case of the investment in the public issue of Oil and Natural Gas Company (ONGC). Anil's camp released papers to point out that two companies, currently called Smart Infosolutions Private Limited and Smart Entrepreneur Solutions (SESL), had purchased 1.35 crore shares of the PSU major. The allusion was that Mukesh had interests in the companies and pecuniary benefits. This was subsequently denied by RIL which clarified that the two firms were owned by Reliance Communications Infrastructure Ltd (RCIL), a subsidiary of RIL. They added that the shares were bought at Rs 750 apiece and with a market price of around Rs 1,000 the subsidiary had profited. Which opened the Pandora's box as Anil's camp asked: why invest in a competing entity and, more to the point, why invest through a subsidiary when RIL could have invested directly?

Now SEBI will have to unravel the case. Interestingly, the SEBI chief has neither given the bourses any indication of which specific clause to look at nor any time frame for the action.



Next

 

CURRENT ISSUE
DECEMBER 27, 2004
 IN THIS ISSUE
COVER STORY

Dividing The Empire
 
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