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Saturday, December 10, 2011

Muthdoot Finance pre IPO trademark poison pill

While reading the draft prospectus of Muthdoot Finance(http://www.sebi.gov.in/cms/sebi_data/attachdocs/1323411962927.pdf), I noticed an interesting thing that though the company had the 'Muthdoot' trademark registered in its own name(which it had been using since inception), the promoters filed a rectification application in Oct-10, not contested by the company, where they required that the ownership of the trademark revert to them. The company will still be allowed to use the trademark for a fee of 3% PAT, as long as the promoters continue to hold 51% in it.

Now, the rate of royalty does not seem unreasonable compared to other trademark fees like of the Tata name etc. What is interesting is the timing of the application. The promoters must have decided that they might as well as milk trademark fees from the newly listed entity, as corporate governance norms will minimize any potential for siphoning funds. Also, this does act as a slight deterrent to corporate raiders. I'd blogged earlier about this being done for personal services businesses, but it seems Indian promoters are now becoming more IT savvy, and cautious about losing it in the event of a takeover/sale of pledged shares.

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