What a difference Deloitte made!
Six months ago, a Deloitte lawyer demanded that I delete all blogs about her client, and apologise for spreading lies about the firm. She warned that legal action could follow if I did not do so within thirty days. My request for a list of the alleged untruths was ignored, and consequently, so was the lawyer.
This past weekend, the admirably ‘obsessive and unbearable’ Jana Klimova of MfD reported that CEZ’s internal appraisers had actually refused to accept Deloitte’s valuation of the firm’s share in the Mibrag coal mine, which CEZ sold to EP Holding in mid-2011.
CEZ had apparently put a book value on its Mibrag assets of Kc 3.69bn, whereas Deloitte valued these same assets at under Kc 1bn.
With such a magnificent difference in opinion, it is small wonder that the financial crimes police are interested in the transaction. No doubt, there is a very good explanation. Assets are rarely, if ever, bought or sold at book value. And what, after all, is the point of a second opinion if it is to be identical?
Nevertheless, the difference requires an explanation. There are at least three good reasons to doubt the commercial good sense of this particular transaction for CEZ shareholders.
The first is the size of the difference. It suggests that Deloitte, a long standing provider of appraisal services to CEZ under Martin Roman and Daniel Benes, might have been privy to information that CEZ’s own accountants were not –for example, a dramatic plunge in 'goodwill', the intangible value of an asset.
The second reason is the conflicts of interest that undermine effective supervision of the decisions of CEZ’s management. Naturally, Mr Roman, the supervisory board chairman of CEZ, is satisfied with the terms of the transaction he himself closed as the then chairman of the board of directors. Likewise, prime minister Necas, whose party colleague, Martin Riman, was chairman of the supervisory board of CEZ at the time (and another party colleague, Martin Kocourek, before him), has good reason to cover up any failure of supervision.
And the third reason is the special relationship (some might prefer the term ‘collusion’) that has existed between CEZ under Martin Roman and Daniel Benes, and EP Holding under Daniel Kretinsky. I have described elsewhere (click here) how CEZ and EP Holding have worked together, notably through the acquisition of assets that EPH, for reasons of cash flow, would have difficulty in acquiring without CEZ. And through the acquisition of assets that CEZ, for reasons of market dominance, would have difficulty in acquiring without unwanted scrutiny from competition authorities.
The fact that this special relationship is now in ruins (the signing of a deal between CEZ and Czech Coal last month has lowered the goodwill that Daniel Kretinsky had enjoyed with CEZ, as well as the tangible and intangible value of his company) does nothing to alter the conclusion that the 2011 Mibrag transaction is suspicious enough to justify a police investigation –and even, dare I say it, an independent enquiry.
Here is Dinah Washington singing What a Difference a Day Made
This past weekend, the admirably ‘obsessive and unbearable’ Jana Klimova of MfD reported that CEZ’s internal appraisers had actually refused to accept Deloitte’s valuation of the firm’s share in the Mibrag coal mine, which CEZ sold to EP Holding in mid-2011.
CEZ had apparently put a book value on its Mibrag assets of Kc 3.69bn, whereas Deloitte valued these same assets at under Kc 1bn.
With such a magnificent difference in opinion, it is small wonder that the financial crimes police are interested in the transaction. No doubt, there is a very good explanation. Assets are rarely, if ever, bought or sold at book value. And what, after all, is the point of a second opinion if it is to be identical?
Nevertheless, the difference requires an explanation. There are at least three good reasons to doubt the commercial good sense of this particular transaction for CEZ shareholders.
The first is the size of the difference. It suggests that Deloitte, a long standing provider of appraisal services to CEZ under Martin Roman and Daniel Benes, might have been privy to information that CEZ’s own accountants were not –for example, a dramatic plunge in 'goodwill', the intangible value of an asset.
The second reason is the conflicts of interest that undermine effective supervision of the decisions of CEZ’s management. Naturally, Mr Roman, the supervisory board chairman of CEZ, is satisfied with the terms of the transaction he himself closed as the then chairman of the board of directors. Likewise, prime minister Necas, whose party colleague, Martin Riman, was chairman of the supervisory board of CEZ at the time (and another party colleague, Martin Kocourek, before him), has good reason to cover up any failure of supervision.
And the third reason is the special relationship (some might prefer the term ‘collusion’) that has existed between CEZ under Martin Roman and Daniel Benes, and EP Holding under Daniel Kretinsky. I have described elsewhere (click here) how CEZ and EP Holding have worked together, notably through the acquisition of assets that EPH, for reasons of cash flow, would have difficulty in acquiring without CEZ. And through the acquisition of assets that CEZ, for reasons of market dominance, would have difficulty in acquiring without unwanted scrutiny from competition authorities.
The fact that this special relationship is now in ruins (the signing of a deal between CEZ and Czech Coal last month has lowered the goodwill that Daniel Kretinsky had enjoyed with CEZ, as well as the tangible and intangible value of his company) does nothing to alter the conclusion that the 2011 Mibrag transaction is suspicious enough to justify a police investigation –and even, dare I say it, an independent enquiry.
Here is Dinah Washington singing What a Difference a Day Made