Is rights issue a scam where promoters gain at the cost of retail investors?

Karan Dsij
/ Categories: Trending, Mindshare
Is rights issue a scam where promoters gain at the cost of retail investors?

Isn’t it like a Diwali bonanza or in financial terms, a Ponzi scheme?!

A deluge of rights issues raised money from the market in the last couple of years and some more are in the race, which has announced to raise money via the rights issue.  

So, first of all, let us understand why there is a need for a rights issue!

There are two types of capital that companies can use to finance their operations i.e. debt and equity. With debt financing, the company has to repay the amount borrowed with interest but with equity financing, there is no obligation to repay the shareholders.

In a rights issue, the company raises funds by issuing more shares to its existing shareholders.

How do rights issues work?

If you are an existing shareholder of the company, you get the ‘right’ to buy additional shares in a certain ratio and at a certain price, which usually is at a discounted rate from the current market price. For example, a 5:1 issue means that you get the right to buy one share for every five shares you own. Rights are offered to only those shareholders whose names exist on the register of shareholders of the company on a record date, which usually happens a few days after shareholders approve the proposal to raise money through rights.

From the above description, I’m sure you must have got a clear idea about the rights issue. However, the crux of the article is that beyond the rights issue, it delves deep into how some of the promoters are acquiring stocks for free at the cost of retail investors.

Usually, the rights issue is offered at a discount but there is no specified limit that a company can offer a discount on its rights issue. 

So, here comes a big loophole!

Shares are offered at a reasonable discounted rate, let’s say, Reliance Industries, which offered a discount of nearly 14 per cent while Bharti Airtel offered a discount of 26 per cent. However, if the right issue is launched at a deep discount compared to its current market price at that moment as a shareholder, one must raise an eyebrow!

Beat The Street (BeatTheStreet10), an independent market research organisation, who is closely tracking corporate governance in Indian markets and has the eye of an eagle with respect to the proceeding of rights issue posted and also inform us about an incident wherein promoters would have gained a whopping 20 crore from the rights issue.

They shared a case of Sandur Manganese & Iron Ores, whose stock price was around Rs 4,000 when the company said that it would issue two right shares at Rs 10 each for every one share held in the company. Now, imagine that you are getting a share worth Rs 4,000 at Rs 10 each that to not a single share but two! Isn’t it like a Diwali bonanza or in financial terms, a Ponzi scheme?!

Coming back to the topic, the ex-right price of a share is roughly estimated to trade around Rs 1,340. So, let us assume that you, as a shareholder, did not apply for the rights issue, then the share price for you would remain at Rs 1,340. So, you lose around 66 per cent of the value of your holding in the stock. On the other hand, if the promoters applied for an additional right issue, they have got Rs 1340 worth of share for just Rs 10 as highlighted by Beat The Street. Here is a table explaining the nitty-gritty of the calculation wherein, SHP stands for ownership.

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So, from 18 crore right issue promoter actually made 20 crore, an amount equal to 10-year remuneration of promoters of the company.

Before summing up, let’s have a quick glance - Rights are an option that a shareholder may or may not exercise. However, guiding investors and creating awareness among the investors is always the first priority of our organisation. So, investors have two options

1. Apply for right issue which is complex process, which many investors are not aware.

2. Sell right entitlement which is credited to your demat account during right issue period whose aggregated value will be equal to right issue differential amount.

 

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7 comments on article "Is rights issue a scam where promoters gain at the cost of retail investors?"

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CMA ASIM SAHA

Primarily the analysis is correct. But this is possible if public renounce their right which may not correct every right issue. The evaluation is correct on specific situation only.


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arunARUN

False. Price of share is in range of 600-800 in recent time. How did promoter gain if he did not sell. 2ndly Shareholder always had a choice to sell cum right and buy ex right if he wanted to avoid hassle of rights issue


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Sunil Bansal

SEBI should immediately set new guidelines for Right Issue , as this a scam. Just read Sandir Mangnese case.


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Anilesh Mohari

SEBI is the incharge of making all scam ...buy metal or property... otherwise these are fraudulent method to take over your paper currency ...


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AJAY GOYAL

This not a scam this normal practice if some don't apply rights issue even normal shareholders apply for additional shares they will get propionate extra shares along with promoters so it is fault of shareholders who didn't not apply making this as a scam nonsense


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Anurag Sharma

The whole logic of this writer is based on that shareholders will forego rights issue at deep discounts price

I think majority of retail investors who opt for rights issue are long term investors who know and understand about the company prospect quite well

Thumbs down to this write up


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Pramod Kumar Singh Chauhan

Sir, The Sandur Manganese and Iron Ore limited's Management are NOT well wishers towards the investors/ retail investors.

I had total 40 RE of Sandur's as on record date. I considered the complex and extremely difficult process of applying in their rights issue and instantly knew that many retail investors will not be able to apply for their RE (and these will be lapsed and the Management will gobble up them as "UNSUBSCRIBED SHARES/RE"). I applied for 500 RE . My simple logic was/is " If I am"SUBSCRIBING" for additional 460 shares... they are not "UNSUBSCRIBED SHARES" any more, hence these shares CAN'T BE TAKEN by the Management people and thus would be allocated to me. What actually happened that they allotted me 40+01additional share = 41 shares total. They simply GOBBLED UP 459 shares (which didn't rightfully belonged to them!!) So INTEGRITY WISE they are not GOOD towards the investors.

I am contamplating to lodge complaint with the SEBI in this matter. Any suggestions/line of action from all of you are most welcome. Regards.

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