| Chat
Transcript
The transcript from our May 14, 2001, live chat follows.
The chat, "Hong Kong's Next Generation: Is the Wild East
Growing Up?" featured FORTUNE Editor Louis Kraar and webb-site.com
Editor David Webb.
Louis: This is Louis Kraar of FORTUNE, and we are
pleased to have David Webb, editor of webb-site.com. David
has demonstrated the power of the Internet. His independent,
nonprofit site advocates better corporate governance in
Hong Kong. David operates by dealing with facts and details,
not theory.
Louis: I'll get things started by asking the first question.
David, in the past year, a company nobody ever heard of
emerged as the hottest company on the Hong Kong exchange.
It was Pacific Century Cyberworks started by Richard Li,
son of the richest man in Hong Kong. A year ago, his company
was the hottest thing going in Hong Kong and now it has
lost most of its large market cap. What does the rise
and fall of PCCW say about Hong Kong? Is there a lesson
here?
David: I think PCCW was Hong Kong's largest example
of government mania, which of course was imported from the
United States. And unlike previous manias here, some of
which have been local, this was a global phenomenon, and
the excitement was increased among local investors because
of the Li family connection. At the height of the bubble,
I estimated the fair value of PCCW was (Hong Kong) $6. Professional
analysts were calling the target price of $35 (Hong Kong),
while the market price was around $28 (Hong Kong). This
gives you readers some idea of the sale of the double in
the stock. I was subsequently vindicated when the stock
collapsed, and is now well below even the valuation I had
one year ago.
Louis: David, what did you know that most other analysts
didn't seem to know?
David: I am a value investor. I like to look at
the stock based on fundamentals. I think there are many
other analysts who think the same way, but their judgment
is sometimes clouded by their investment-banking complex.
What we call sell-side analysts have an incentive to promote
companies in order to issue shares, and this conflicts
with the role of advising investors on company valuations.
Louis: In other words, these analysts are not independent.
David: That is correct. Also, I think the policy of analysis
(not just in Hong Kong, but globally) leaves a lot to
be desired, particularly when they resort to comparative
analysis. This means circular arguments about one stock
being worth X because another stock is trading at Y.
Louis: David, let's take some questions from our participants
in cyberspace.
Dolphin: What impact
will Asia have on global business in the next decade
David: I think Asia is already having a big impact.
The GDP of China is already one-tenth of the United States,
and 40% of the world's population lives in Asia. The low-cost
labor base has been a major contributor to the economic
success of the United States because by producing labor-intensive
goods it has allowed the U.S. economy to shift up the
technological scale. And at the same time these imports
to the Unite States have kept the U.S. inflation under
control. It's a surprising fact that 70% of the toys of
the world are now made in Southern China. And the vast
majority of plastic Christmas trees, for example, are
also made in China.
Tanya: How can the
world's largest multinationals tap into this rich and
growing marketplace?
David: I think the question relates to the over
2 billion consumers of Asia. The answer is that global
trade will continue to increase and the people who are
producing labor-intensive goods will prosper and start
buying high-tech goods from the West. However, do not
underestimate the difficulty of doing business in a third-world
country. Even after China eventually joins the WTO, they
will erect non-tariff barriers to restrict competition
in those sectors of the economy which are not yet ready
for it.
Philo: The long-run
average P/E ratio of Hong Kong is much lower than in the
United States and the U.K. How much is this market discounted
because it seems more risky than those in the West?
David: I would estimate between 20% and 30% discount
is applied to Hong Kong because of its weaker corporate
governance relative to the United States or the U.K. This
discount tends to be largest for small and secretive companies.
Louis: David, let me get you to elaborate a little
bit on this. Hong Kong wants to be a world-class financial
center, but the stock market often is a gambling casino.
How does it stack up to corporate governance, transparency,
and treatment of minority shareholders?
David: The Hong Kong market could be described
as the least bad in Asia alongside Singapore. That's nothing
to be proud of. I have spent the last three years campaigning
for better governance and I am making some progress. But
in order to move the market into a longer-term value generating
state and away from the casinos mentality, we need to
create a more balanced framework which gives minority
shareholders basic rights, such as the ability to choose
independent directors to monitor their interests in the
boardroom. One must remember that nearly every listed
company in Hong Kong has a controlling shareholder. So,
we cannot rely on public shareholder pressure to achieve
these goals. What is needed is a top down reform to provide
these rights.
Louis: David, which Hong Kong company is a good example
of doing the right thing? Which are some of the ones that
are making proper disclosures to shareholders?
David: I am reluctant to bestow any awards, but
of the major companies, I would say HSBC Holdings is at
the top of the ladder. However, this is because it is
a U.K. incorporated and regulated company which just happens
to be listed in Hong Kong.
Louis: David, at the other end of the spectrum,
you recently pointed out another kind of performance,
a relatively small Hong Kong cell-phone operator called
Sunday Communications. That company raised the pay of
its directors by nearly 300% last year, in the face of
continuing losses. Yet, Sunday was rated by a brokerage
firm as being among the better companies in corporate
governments. How do you explain this disconnect?
David: I think the incentive to the brokerage
when they issued that report was that Sunday issued its
annual report in which the big increase in directors'
pay was disclosed. Their viewpoint may be somewhat different
when you look at the pay raise in the context of an 87%
share price drop since the IPO of Sunday (which, incidentally,
is also listed on Nasdaq).
Alex: Do Westerners
really understand how to conduct business with China?
David: Some more than others. It takes a long
time to understand the culture of a foreign market and
it also depends on the sector in which you operate. But
underlying any attempt to do business with China is the
constant challenge of endemic corruption, and many westerners
end up employing "consultants" to smooth the
way. However, Chinese business people are not very different
fundamentally from any other business people; they simply
operate in a less regulated and more corrupt environment
and behave accordingly. I am sure that doing business
in the early days of the United States would have been
similar.
Teri: What needs
to be done to make the Hong Kong market more transparent
for investors?
David: My time this year is being spent lobbying
for a major new initiative. It is called HAMS, the Hong
Kong Association of Minority Shareholders, and it would
be funded by a small levy of 0.005% on trading. It would
include three major areas. First, it would represent public
shareholders' opinion and formulate policy proposals to
improve their rights. It would be authoritative, because
any investor could join the governing body of HAMS to
reflect their views. I estimate there are 500,000 investors
globally in Hong Kong stocks. I would hope to get 10%
of them into HAMS within two years. The second area is
a corporate government ratings service to score every
listed company--good, bad and ugly--and provide a deterrent,
as well as an incentive to better behavior. Investors
would then use this measurement alongside traditional
ratios such as PD and dividend yields. The third area
is enforcement. Surprisingly, there are many existing
laws which provide some degree of protection, and more
are coming. But in Hong Kong, the cost of going to court
is prohibitive to most investors and we have no class-action
system and no contingent fee arrangements. Therefore,
since people cannot enforce their rights, the laws do
not provide a deterrent. HAMS would resolve this by acting
on behalf of all of its members and seeking compensation
on their behalf. The cost would be funded from the trading
levy. This would then create the deterrent to reduce bad
governance.
Louis: David, could I follow up on that just a little.
Many of the companies listed on the Hong Kong market are
from Mainland China. Do they make this market more attractive,
and how are they at disclosing and being open? Do they
meet international standards?
David: The mainland companies are mostly controlled
by the mainland government. In the past, they have been
very poor at corporate governance and thus things are
changing. In the last year, the regulators in Beijing
have made corporate governance a greater priority because
after nearly a decade of public companies in China, they
recognize that that governance is holding back economic
reform. Secondly, they have a double in the domestic stock
market in Shanghai and Shen with P/E ratios of between
50 and 70 times, and the market value is already the same
size as Hong Kong. They have a bubble in the domestic
stock market. So it is now important to deflate this before
the market grows any larger, and to keep the market operating
more smoothly after that in order to continue the reform
process of moving from a centrally planned economy to
a market economy. This process could be disrupted if the
market effectively becomes inoperable due to a major crash
later on.
Apps Good: The Hong
Kong Securities and Futures Commission recently appointed
you among seven members of the Takeovers and Mergers Panel.
Can you advise regulators and still maintain independence?
David: That is a fair question. I do not think there
is any complex and readers of webb-site.com will have
seen my continued criticisms of the SFC's regulations.
But I can achieve more by having my voice heard inside
these bodies than simply heckling from the outside. And
I think this applies to most forms of public protest.
Parker: You recently
remarked that Hong Kong companies believe that stockholders
should be seen, but not heard. Please explain what you
mean.
David: Attending a general meeting in Hong Kong
is a very Victorian process. I made that comment in relation
to the Victorian era in which children should be seen
but not heard--they were invited upstairs once a day to
visit their parents, so long as they did not make too
much noise. Attending an annual meeting feels similar.
Louis: David, I've heard that in Hong Kong some investors
judge companies by the refreshments and food they serve
at annual meetings. What do you think of this culinary
measure of judging companies?
David: I don't think there is a good correlation there,
but apparently the AGM of San Miguel Brewery is always
a lot of fun.
Louis: You mean they serve a lot of beer?
David: Yes!
Wiz: Why is stockholder
activism so rare in Hong Kong?
David: Activism is rare because there is very little
that one can achieve in general meetings, either by voting
or speaking. And to overcome this, as I said earlier,
we need structural reform. Also, fund managers often care
more about their performance relative to each other than
their absolute performance over long periods of time.
And the relative performance is unaffected by good or
bad governance. It is like facing a headwind in a bicycle
race. Everybody gets blown in the same direction.
Frank:
Does the system work at all now, or is it holding China
back from reaching its economic potential?
David: Poor governance is holding China back, and they
are working on it. I think that the HAMS initiative will
be an accelerating influence if it is adopted by the Hong
Kong government.
Jennifer: Do you
think Hong Kong will be the center of global business?
David: I don't think there will be any center of global
business, but Hong Kong can be a regional financial center
if it reforms its infrastructure, both financial and environmental.
As we look out of the window in Hong Kong Island today,
we can see the gray hills beyond--they should be green,
but the air in between is gray.
Horton: Many companies
listed in Hong Kong are from Mainland China. Do they make
the market more attractive to investors? Do these mainland
companies have good standards of disclosure to shareholders?
David: There are over 100 mainland-controlled
companies in Hong Kong. As I mentioned, their governance
has been poor in the past, but it is improving. They are
beginning to emerge after 30 years of communism between
1949 and 1979 and are learning the skills of a capitalist
economy. But you must remember that many of today's senior
management grew up and were educated under communism,
and have no formal training in the motives of shareholder
values and financial performance. They also have conflicting
objectives imposed by the government shareholder, such
as maintaining stability of employment in their city and
sometimes subsidizing loss-making unlisted companies.
Quill: What do you
consider the best-governed listed companies in Hong Kong?
And the worst?
David: If I told you the worst companies by name, I might
spend a lot of time in court and this is one reason why
HAMS, in order to give comprehensive ratings scores, must
be given statutory immunity from libel so long as it proceeds
in good faith. This is not unprecedented; the same protection
is given to our consumer council and our securities regulator.
I have already answered the first half.
George: What is the
government willing to risk for economic growth?
David: The PRC government has to balance the need for
total stability with the need for market reform. There
are millions of jobs in state-owned companies which are
redundant, but the government must let these go gradually
if they are to avoid massive unemployment and social unrest.
However, continuing to run loss-making companies at the
top of the state makes it difficult for private sector
companies to compete.
Peter: The mainland
is so different from Hong Kong--will it ever catch up
to that kind of growth?
David: Yes. By the time I am 82, and the 50-year period
of the basic law which defines Hong Kong has expired in
2047, then I hope that the border will be almost invisible
and mainland standards of living will have converged with
those in Hong Kong, as well as the rule of law and the
multi-party democracy. Sometime between now and then,
there has to be a fundamental change in the single party
state system.
Eddie S: How does
corporate governance and transparency of Hong Kong-listed
companies compare with those in other Asian markets, such
as Tokyo and Singapore?
David: The Singapore market is similar to Hong Kong and
much of its regulations were inherited from the same colonial
power when Singapore became independent in the 1960s.
And I am not an expert on Tokyo, but I believe the transparency
of companies there is much lower even than Hong Kong.
It is only very recently that Japanese companies published
meaningful financial statements, rather than simply errant
company statements in which the losses could be brushed
under the carpet of subsidiaries.
Marianne: The Hong
Kong Exchange plans to require all formal announcements
by listed companies to be published on the Exchange's
website. Is this an improvement in transparency?
David: Certainly this is an improvement, and it will
make life easier for overseas investors who do not have
access to the morning newspapers which contain paid advertisements
from listed companies of their news.
Louis: David, I've always seen you as somewhat of a crusader,
but a crusader with facts. A few years ago you wrote on
your website a critical report about the Cyberport Project
which was supposed to be a technology park, but as you
and others point out, it is mostly a real estate and housing
development. As I recall, you wound up being investigated
by an international detective agency. What was that all
about?
David: The Kroll Associates detective agency was
appointed to investigate a barrage of criticism of this
project. I was in the vanguard of that, largely because
I believe the project should have been tendered and any
developer should have had the right to win. I was surprised
that anyone would feel so paranoid as to use a detective
agency, but the worst thing about this was that the agent
posed as a journalist. This undermines journalism in the
same way that it would be undermined by a war photographer
carrying a gun, and the freedom of the press and speech
is paramount to maintaining a free-market economy. So
now, I always have to verify journalists' credentials
and I'm pleased to say that FORTUNE passed the test.
Louis: One last question. David, you were an investment
banker, and now you are best known for running a nonprofit
website, which all of us journalists follow. Which is
more fun?
David: There is a lot of fun in my life and yes,
a large part of it comes from the freedom of being able
to publish my views on the Internet and with the large
group of correspondents and supporters that I have received.
There is no money in it, but I do feel that I am making
some small contribution to our society here. And that
makes up for the rest of my time, which is spent finding
under priced small cap stocks in Hong Kong and benefiting
only myself.
Louis: David, you've certainly contributed a lot to
FORTUNE.com today, and we thank you very much.
David: It's been my pleasure!
|