Consultants are laughing all the way to the bank as India Inc prepares to comply with Clause 49 of the Securities and Exchange Board of India's listing agreement.
As the year-end deadline for listed companies to implement Sebi's tightened corporate governance norms draws closer, promoters and chief finance officers are scurrying to multinational consultancy outfits for help because of their global experience.
Around 10 companies have signed Ernst & Young to help them meet the new guidelines. "This is where the action is," said Rajiv Memani, country managing partner and CEO, Ernst & Young.
KPMG, which has come out with a "Clause 49 Diagnostic Kit", has "started winning work with a lot of companies", according to KPMG Executive Director Pradeep Kanakia. Senior PricewaterhouseCoopers partners, too, said that business was on the upswing.
It mirrors what happened elsewhere in the world when market regulators tightened the screws on corporate governance after a string of accounting scandals came to light. Consulting firms made a killing in the US when the Sarbanes-Oxley Act came into force -- their audit and internal control business went up by as much as 25 per cent.
In particular, companies want consultants to help them draw an enterprise risk framework that can be disclosed to shareholders every quarter along with steps taken to control these risks.
"Unlike the Sarbanes-Oxley Act, Clause 49 does not provide a risk framework. This is where we are going to seek the help of a consultant," Ballarpur Industries Ltd Director (Finance) B Hariharan said.
Escorts Ltd CFO Shailendra Tandon added: "If the CEO and CFO of a company need to certify the controls that have been put in place, proper assessment of risk is required. And this is best done by a consultant."
Corporate have also realised that listing the traditional business risks will no longer suffice as there are a number of unforeseen internal risks that can crop up any time.
"Traditionally, the management of companies have focused on strategic risks. But there are other risks in areas like treasury, supply chain and purchase. These are best assessed by a consultant because he is an outsider," said Memani.
"The top management can overstate the company's performance if there is a policy linking compensation with performance. This is a high-level risk. Or the cashier may not record the cash transactions properly, which is a low-level risk," said KPMG's Kanakia, adding: "We have forensic experts who can tell companies how frauds can happen and how these can be controlled." All multinational consultancy firms are drawing upon their global resource pool to help the Indian companies.