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With the establishment of Competition Commission of India (CCI), Competition law-class actions, especially with regards to abuse of dominance by monopolists, are slowly becoming unhappy realities with both government-owned as well as private companies. This case used Coal India Limited (CIL), a public monolith which was penalized recently by CCI, as a subject of analysis to delve deeper into various conceptual understandings related to public sector functioning, such as public versus private provisioning, natural versus designed monopoly, dominance versus abuse of dominance, corporate governance versus government mandated governance, and finally natural resource allocation.

The learning outcomes of this study are as follows:1. Learn to analyze a hostile takeover bid from the perspectives of the acquirer, target firm’s management and a large institutional investor in the target firm.2. Review the structuring, financing, valuation, mode of consideration, legal and regulatory aspects of a hostile takeover.3. Understand the role of the target firm’s board in a hostile takeover transaction.4. Address “to sell or not to sell” dilemma of a large institutional investor in the target firm in the event of a tender offer given financial and non-financial considerations.

On June 14, 2019, Pulak Prasad, Founder and Chief Executive Officer (CEO) at Nalanda Capital, in consultation with other managing partners at Nalanda Capital, had to decide whether to tender a 10.6% equity holding in Mindtree Ltd. in an unsolicited open offer made by Larsen and Toubro (L&T) Ltd. Until then, Nalanda Capital, led by Prasad, had aligned with the Mindtree founders and had led a campaign to thwart L&T’s bid to acquire Mindtree; L&T’s offer to acquire 31% of Mindtree shares was because of open on June 17, 2019 and it is time for Prasad and the management team to take a reasoned call – whether to stay in Mindtree or to exit? Associated aspects included – What could be the consequences of not selling the stake? What could be L&T’s game plan? Could Mindtree continue to create wealth for its shareholders under L&T?

This case is appropriate for Mergers & Acquisitions and Strategic Financial Management courses in modules focused on structuring, financing and takeover defence techniques in a hostile takeover transaction. The case is appropriate for graduate MBA and EMBA programmes.

Teaching notes are available for educators only.

CSS 1: Accounting and Finance.

In 2015, Toyota proposed to issue a separate class of shares to attract long term individual Japanese shareholders aligned with the company's long-term R&D programmes. The distinguishing feature of these shares was the exit option with no loss of capital. The proposal was not received well by US based institutional shareholders of the company and proxy. A major proxy adviser recommended voting against the proposal. The case provides an opportunity to discuss security design issues and their implications for corporate governance.

After completion of the case, students will be able to understand the following: how to understand financial statements, income statements and cash-flow statements with the help of ratios; understand the concept of shareholding pattern along with different entities, namely, non-promoters, foreign institutional investor, domestic institutional investor and others; financial ratio analysis with traditional DuPont and extended DuPont analysis; understand the differences between comparable firms; how to analysis return, risk, covariance, correlation, market risk and capital assets pricing model (CAPM) and how to suggest an appropriate investment strategy.

The case presents company background and financial statements of four companies listed under departmental stores in India, namely, Vmart retail, V2 retail, Avenue Supermarts (known as DMart) and future retail. Students are asked to determine, which company is performing better to make a recommendation for investment. Students learn the tools of financial ratio i.e. profitability, efficiency, liquidity and market-based ratio along with the traditional DuPont decomposition and the extended DuPont analysis. Students also learn how to measure stock return, standard deviation, covariance, correlation, market risk and CAPM.

This case is suitable for management accounting, financial analysis and security analysis and portfolio management courses at the post-graduate or graduate levels. The case can be used in similar courses such as in financial statement analysis courses or security analysis and portfolio management courses.

Teaching Notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

CSS: 1 Accounting and finance.

The subject areas are entrepreneurship, start-up ventures and business strategy.

The case is appropriate for undergraduate and graduate MBA.

Shikhar Veer Singh (Singh), a post graduate in Medical Biotechnology, quit a cushy corporate job to start his own food venture WoknStove Foodworks Pvt. Ltd. (WSFL) in October 2015. WSFL sold the ubiquitous popular Indian snack food “Samosas” under the brand name of “Samosa Singh”. “Samosa” – a deep fried triangular in shape with conical edges crispy wrap with variety fillings of potatoes/vegetables – was part of unorganized sector and sold by small shops and road-side hawkers. Singh spotted an opportunity to “brand” the “Samosas” that as well was gaining momentum in the international convenience food markets. The company set up a central kitchen near Electronic city, Bangalore, and started experimenting with different fillings. In February 2016, WSFL opened its first quick service restaurant (QSR) in Electronic city, Bangalore. It was an instant hit with consumers of all age groups. Gradually, the company started supplying bulk orders to various other customer segments such as corporate customers, schools and movie theatres/event stalls, that resulted in revenue growth. By January 2017, his monthly annual revenues amounted to INR […] Singh had ambitious plans to expand his business from a single QSR to 15 QSRs across the city by 2018. However, to cater to the increasing demands and support his expansion plans, he was yet to find out the most suitable back-end processes. He had adopted few standard operating procedures (SOPs) for quality operations and implemented 30 per cent of automation for backend processes at his central kitchen. Singh was aware of the automated machinery available in international markets that had conveyor belt arrangements where one could place the flour dough and filling consecutively to get the end product in a shape, unlike the shape of the Indian “Samosas”. The triangular shape with conical edges of the Indian “Samosas” was of utmost importance for the Indian consumers, as the shape associated them with the favourite snack, the “Samosas”. Singh preferred the method of manual filling to maintain the shape and decided to focus on increasing the shelf life of the “Samosas” instead. He felt that an increased shelf life would better equip him to cater the increased market and seasonal demands. However, the question was that whether this was a feasible option to support his ambitious expansion plans (with only 30 per cent automation)? Was Singh’s thinking right with respect to the business operation? More importantly, whether WSFL venture would be able to make an attractive business proposition for investments from any future institutional/angel investor? Singh’s mood turned reflective as he pondered on the above questions.

The case is structured to discuss the structure of Indian QSR market and factors contributing to its growth, evaluate WSFL’s ability to leverage the Indian QSR market potential, its strengths and shortcomings, to highlight the steps of consumer decision making process in terms of selection of a QSR and discuss WSFL’s business model and its future sustainability.

Teaching Notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

CSS 3: Entrepreneurship

After completion of this case study, students will be able to describe the funding path for start-ups, including the amounts and profiles of the usual investors or sources of funds, according to the moment in their life cycle and the characteristics of the initiative; highlight the challenges faced by start-up founders in weak entrepreneurial ecosystems and risky institutional environments; and argue in favor of or against different modes and typical instruments of venture capital (VC) investments in the early stages of new businesses, each of them different regarding dilutions, valuation potential, depth of negotiations and term sheets.

Asistensi, a technology and telemedicine start-up founded in 2020 in Venezuela by three entrepreneurs (Andrés Simón González-Silén, Luis Enrique Velásquez and Armando Baquero), raised US$3m in less than a year in a seed round in which it attracted the attention of professional VC funds such as Mountain Nazca, Alma Mundi Ventures and 468 Capital. Everything was set for launching operations in Mexico and the Dominican Republic in April 2021. However, a series of difficulties led to higher expenditure than planned, prompting the entrepreneurs to seek additional capital. The decision on the financial instrument to be associated with the potential valuation and shareholder dilution figures has been posed as a dilemma.

The case study focuses on understanding the start-up financing process. It can be used effectively in management- and finance-related subjects for graduate students taking introductory topics in entrepreneurship and entrepreneurial finance, as well as introductory executive education courses in entrepreneurship, entrepreneurial finance and VC.

Teaching notes are available for educators only.

CSS3: Entrepreneurship

Roger Cagle, the co-founder and deputy CEO of SOCO International, watched the dreary London rain outside his office window one February morning in 2015. Never had SOCO, the oil-and-gas exploration and production player that ranked among Britain’s top 200 companies, experienced such a public backlash against its operations. For nearly 20 years, Cagle had helped steer his company’s projects around the world—often in volatile regions where others feared to tread, such as Vietnam, Russia, and Yemen—while delivering significant returns to investors. But the international uproar surrounding SOCO during the past year had been nothing short of mind-boggling.

The case is appropriate for courses in financial accounting and reporting, audit and assurance, forensic accounting, accounting practice and regulations and corporate governance. After studying the case, students should be able to explain the concept of control and power under IFRS; explain the concept of economic; discuss audit committee and external auditor independence issues and ways to strengthen auditor’s independence; assess the usefulness of the new extended audit report; and evaluate the role of gatekeepers such as financial analysts, audit committee, external auditor, institutional investors and regulators in enhancing the quality of financial reporting.

This case focuses on the accounting policy choices of the foreign associates of AirAsia Berhad. AirAsia Berhad is a phenomenal success, from a debt laden company to having been voted as World’s Best Low-Cost Airline in the annual World Airline Survey by Skytrax for eight consecutive years from 2009 to 2016 and the World’s Leading Low-Cost Airline in the annual World Travel Awards for four consecutive years from 2013 to 2016. In June 2015, an analyst report was leaked, and it led to heated discussion and exchanges in the market. The report questioned the non-consolidation of AirAsia Berhad associates. The share market also reacted. Various players in the market came into foray with their statements and opinions on the merit of the accounting policy choice by AirAsia Berhad. Whose views actually reflect the nature of accounting policy choice that is true and fair? Are these gatekeepers attesting to the accounting crux of substance over form?

Senior undergraduates; MBA; EMBA

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CSS: 1: Accounting and Finance

On March 18, 2019, Yuvraj Mehta, head Corporate Brand Management & Communications (CBMC) at Larsen & Toubro (L&T), heard about negative media narratives against L&T, following a high-profile merger and acquisition (M&A) between the company and Mindtree. Some of the allegations against L&T were “hostile takeover” and “destruction of Mindtree's culture.” Mehta was faced with the issue of influencing all stakeholders; turning the tide and changing the narrative from hostile takeover to continuity, growth and profitability; and integrating Mindtree and its employees and culture into L&T. Compared to L&T's previous acquisitions, which were small, and other strategic initiatives, which were mostly organic, Mindtree acquisition was the largest (in value terms) in its history. It was also the most complex as Mindtree promoters aggressively resisted the acquisition, and L&T had to acquire a large number of shares through an open offer. Media speculations began in January 2019 when L&T, the engineering and construction giant, planned to acquire a majority stake in the young IT firm, Mindtree. Soon the reporting changed to aggressive media ranting. Time was at a premium. Mehta knew he would need to begin strategising almost immediately. How should he proceed? What should be his first move?

This case was developed from secondary sources. The secondary sources included company websites, social media and news reports. This case has been classroom tested in multiple executive master of business administration (MBA) courses on business model innovation and entrepreneurship.

The case traces the entrepreneurial journey of Dozee, a remote patient monitoring system in India. Dozee was manufactured by Turtle Shell Technologies Private Limited, cofounded by Mudit and Gaurav. The primary customers of Dozee’s offering were households with elderly citizens and health-conscious individuals who sought preventive health care. The cofounders identified the unmet need for a convenient and user-friendly contactless health tracker. Dozee team built a thin sensor-embedded sheet and module that can be placed beneath the mattress to track sleep patterns and health vitals. They also provided data analysis and data interpretation services. After four years of conceptualization, Dozee launched its product and service in 2019. Although the initial response was lukewarm, the onset of the COVID-19 crisis led to significant changes in the health-care industry. Demand for virtual assistance and contactless monitoring devices became increasingly important elements of COVID-19 treatment. Unlike other sensor-based fitness trackers, the sheet could be easily placed under the patient’s bed to capture health vitals. Choosing to pivot from a home-based individual customer segment to a medical-grade device provider for hospitals could significantly increase the scale and scope of the offering for Dozee, but it would also place Dozee in direct competition with other health monitoring devices from different business categories.

This case is appropriate for MBA and executive-level courses related to entrepreneurship and business model innovation. The case explores issues such as digital disruption and how start-ups can design a go-to-market strategy. The case works well in the classroom, even if people are unfamiliar with the health-care industry. Participants can certainly relate to the concept of adopting artificial intelligence–enabled devices for monitoring their health. The instructor should be able to quickly engage participants in a lively discussion about Dozee’s vision and the opportunities and challenges in adopting digital solutions in health care.