Hermitage Case Study

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Strategy case study: The Hermitage Fund: Media and Corporate Governance in Russia Strategy case study: The Hermitage Fund: Media and Corporate Governance in Russia What are the various ways in which managers in Russia extract value out of their companies disproportionate to their equity stakes? Which of these methods seem to be peculiar to the Russian environment? The corporate governance issues that are very characteristic of the business environment in Russia started arising in the 90s following the privatization waves. In fact, given the level of funds need of the state, these waves started in the 90s but excluded all the strategic industries of oil, gas, and mineral deposits. But beginning in 1995 these industries were sold in a third wave called loans-for-shares privatization. In March 1995, with the federal government in desperate need of funds, it proposed a solution to get loans from Russian banks: use shares from these companies as collateral. Given that the state couldn’t repay all its debt, many people achieved control through voucher privatizations and oligarchs assembled controlling stakes through a loans-for-shares scheme. From that moment, these stakeholders started taking advantage of this powerful position in order to enrich themselves. Managers started disregarding all legal entities and judgements, either by manipulating and corrupting judges or by completely ignoring a judgement against them. Working through regional courts, bankruptcy procedures led to rapid shifting of assets from equity holders to creditors., Moreover, shareholders started using their power to pressure and limit practices against their interests (pricing, strategic decision etc.) in expectations of diversion of returns by not being willing to pay much for shares. What institutions and mechanisms are normally important in decisions by insiders to divert resources
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