Isn't
that a 1995 Veuve Clicquot Ponsardin champagne?'' exclaimed Jacob
Featherman, as soon as he spotted the tall, dark-green bottle on
the cabinet behind Richard Adams' table. ''You always had an eye
for wine,'' said Adams, getting up to pour the $530 champagne into
two Krosno flutes. Feathermen and Adams were bankers. The former
was a long-time director on the board, and Adams was the Chairman
of New England Bank. This was their 20th year of friendship. Featherman,
however, knew Adams too well to think that he had been invited merely
for a glass of champagne.
''What's on your mind, Rick?'' Featherman cut
to the chase.
''It's Hari,'' the 68-year-old Chairman said,
making no attempt to pussy-foot. ''I think he's too aggressive,
is spending a lot on acquisitions, forcing exit of employees who've
been with us for decades... I don't think this is how our bank should
grow.''
Adams was referring to the 45-year-old India
born CEO, Hari Sharma, who had joined the British bank barely three
years ago, after successful stints at American and German banks.
Adams had picked Sharma from a short-list of five candidates. What
clinched the job for Sharma was his strong experience in both South-East
Asian and European markets. And New England Bank, although headquartered
in the UK, was essentially an emerging market bank, with most of
its revenues coming from Hong Kong.
Soon after taking over the CEO's job, Sharma
had quickly put the bank into overdrive, snapping up smaller rivals
in key markets. In fact, Adams had stood firmly behind the young
CEO as he made big bets, and went about shaking things up at the
conservative bank. But Featherman had long sensed Adams' discomfort
with the pace of change.
THE POSSIBLE SCENARIOS
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BEST-CASE SCENARIO
» Sharma
agree to change his stance and go slow on expansion
» Adams
realises the need for change and fully backs Sharma
»
Both Sharma and Adams
agree on a middle path and work together
»
The board achieves consensus
on the direction the bank should take
WORST-CASE SCENARIO
» Sharma
quits in a huff and worried investors pummel the stock
» Board
argument becomes public argument, and affects business
»
A weak stock makes the
bank vulnerable to hostile takeovers
»
Internal strife stymies
growth and paralyses strategy-making
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''Have you had a chat with him about slowing
down a bit?'' Featherman asked his friend.
''I have, but he doesn't seem keen to do that,''
replied Adams. ''I wanted your opinion on what we should do.''
''What do the other directors of the board
feel? Do they share your concern?'' Featherman wanted to know. ''You
are due to retire soon, Rick, and the board may want to create a
bigger room for Hari.''
''That's unlikely,'' dismissed Adams. ''Most
of our directors also feel that we ought to slow down. In fact,
later this evening I have asked for a meeting, Hari included,''
the ageing chairman revealed.
The meeting was to start at 6:00 pm, but the
11 members of the board took their appointed place in the conference
room only by quarter past six. ''Gentlemen,'' Adams started the
meeting, addressing nobody in particular, ''a time comes in every
organisation when it has to stop and ask itself the question whether
it is doing everything right. In our case that time has come. I
am sure that all of you will agree with me when I say that over
the past three years Hari has done a wonderful job in consolidating
the bank's business in new markets. But my fear is we may have done
so at the cost of business in our home country and our employees.
I don't think we should continue to do that.''
''A conservative approach will take us nowhere,''
shot back Sharma, making his stand clear. ''The topography of the
banking industry has changed rapidly. It is obvious that organic
growth is not the way to go any more. We have to leverage competition
and build a critical mass for ourselves. Why, if my memory serves
me right, this is precisely the reason why I was hired three years
ago,'' said Sharma, not trying to camouflage the sarcasm.
Indeed. When Sharma joined, after having been
wooed for two long years, the bank was at a critical juncture. The
Asian crisis had just happened and many of its competitors were
fleeing from the region. That, however, was not an option for a
bank whose mainstay was Asia. As Adams saw it then, the bank not
only had to stay its ground, but gain some too. For that reason
too, Sharma had been the obvious choice. He had a proven track record
in the region and the ethnic background needed to succeed.
Sharma's answer to the crisis had been typical
of him. He had gone on an aggressive buying spree in Asia, catapulting
the bank to the top slot. The strategy: Sharma kept liquidating
the bank's assets in the developed world and replacing them with
those in emerging markets. The bank had also started building a
strong presence in the retail banking side. The expansion made sense
to investors, who responded by boosting its stock price. That had
actually helped New England thwart two takeover attempts.
Christopher Neel, an independent director on
the board, saw sense in Sharma's argument. ''Hari is right. Sure,
the bank is a hundred years old, it has a great brand equity and
a strong focus in Asia. But we need scale. I don't think we can
survive anymore takeover attempts,'' Neel said.
''Precisely,'' said Sharma, happy at having
found a supporter. ''Look at what the analysts are saying about
us. They are loving what we are doing today. We just can't afford
to lose the momentum we've built up.''
The meeting didn't produce any verdicts. But
it was clear that things were coming to a head. For the life of
him, Sharma couldn't figure out how things shaped up this way. He
had only acted in the best interest of the bank. Why suddenly the
tide, whipped up by Adams, was turning against him was not clear.
One thing was, though: Sharma wouldn't want to work with his hands
tied. The choice before the board was clear too: it had to throw
in its lot with either Adams or Sharma. Or was it possible to find
a third solution?
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