In the dot-con days, ESOPs money trains ran out of steam on the locomotive
side of things. But in this case, the passengers pulled the chain. Over the past
few quarters, tech major Infosys Technologies has suspended its stock option
scheme for employees, on the plea that the "whole options space is
clouded". Besides, Infosys employees, the company said, were now saying no
to ESOPs, instead, preferring to factor the same into their pay hikes.
Infosys is also debating the ESOP issue against the absence of a proper
accounting methodology, according to Kris Gopalakrishnan, COO and deputy MD.
"We need to figure out how it is accounted for as we are listed in both
India and the US and the accounting methodology is quite different in both the
countries," Gopalakrishnan said.
Infosys has brought to the fore the lack of an accounting model for ESOPs,
and the conflicting norms on pricing laid down by Indian and US regulators.
Coming at a time when employees of brick-and-mortar companies too have clambered
aboard the ESOPs bandwagon, the present accounting roadblocks confronting Infy,
given the company’s brainstorming on how options are to be treated and
expensed on the balance-sheet, are a far cry from its scrupulous maintenance of
a well-disbursed ESOPs portfolio in the 1990s.
All
smiles: But what’s their next option?
Now, Infosys is awaiting clarity on the accounting and expensing issues
vis-a-vis India and the US—it’s biggest market. As Infosys CEO, president
and MD Nandan Nilekani observed, "It is an Indian as well as a US
issue."
Given that Infosys is listed both in India and the US (on Nasdaq), there
could be huge disparities in the issuance of ESOPs. SEBI, for example, requires
pricing at an average of two weeks’ value, while as per US-GAAP, it is at the
closing price of the previous day, according to company sources.
The sub-text of the issue is diverting: for some time, pressure is known to
be building up on Indian IT giants to scale up their business models in a bid to
ensure long-term growth. Infosys, which is in the process of widening its global
reach and service offerings, is no exception. Indian firms still have to work
hard to manage client expectations in areas like service offerings, size of
contracts and the level of engagement with the client. A number of surveys
conducted across US and European corporations reveal that large clients in US
are expecting more bang for their buck, and the ability to scale up and provide
specific domain expertise. With more metrics entering the picture, the Daedalian
accounting process can only get more complex by the quarter, with factors like
pricing, delivery, onsite-to-offshore ratio, technology and business models—which
are addressed locally—being given increased weightages on the Infosys
balance-sheet. The "feedback" within the company for pay hikes instead
of ESOPs could also be a function of the above factors, besides the recent
salary hikes in the company, which were much higher than the industry average.
So, while the duration of the ESOPs suspension is as yet unclear, Infosys
maintains that its staff were "not keen" on ESOPs and the decision to
suspend the ESOPs was taken from May 2003.
Interestingly, in 2003, Infosys had under its two ESOPs of 1998 and 1999,
issued 56,948 shares valued at Rs 13.5 crore, against the 28,013 shares (Rs 4.6
crore) it had issued in 2002. More importantly, of the 8.2 million shares
earmarked for allotments under ESOPs, only 104,278 shares (1.3%) were issued
till March 2003, before the Great Freeze set in.
Prior to this, the year 2002-03 was witness to the great ESOP goldrush. ESOPs
of Infosys, Wipro, Satyam Computer and Digital Global had reported an over 100%
increase in demand and allotments in when the equity markets bounced back that
year. Infosys so far has had three ESOP plans—the 1994, the 1998 and the 1999
schemes. Under the 1994 plan—the most lucrative—2,575 employees were given
stock options.
Understandably, Infosys used its lucrative ESOPs programme to pay
below-market wages to its employees, which it rightly remedied in February, well
after the suspension took effect. Infosys’ ESOP scheme was the stuff of fables
when it made millionaires out of chairman and chief mentor Narayana Murthy’s
personal assistant and chauffeur, besides a host of lower and middle-level
employees. It had all the colours of a sop story, but Infosys has seemingly
chosen not to argue with a volatile market, and demanding overseas clients; and
the clashing India-US regulations on pricing these stock options. Even the
company which pioneered the ESOPs revolution can ill-afford to ignore these
factors. Or the hard "accounting model" reality of laying out the
ESOPs fable on a balance-sheet.