Professional Documents
Culture Documents
Why Conglomerates Thrive Outside The U S
Why Conglomerates Thrive Outside The U S
Why Conglomerates Thrive Outside The U S
They may be called different things in different countries—qiye jituan in China, business houses in
India, grupos económicos in Latin America, chaebol in South Korea, and holdings in Turkey. But no
matter where they are, business groups are becoming increasingly diversified. On average, they
set up a new company every 18 months, more than half the time in a sector unrelated to their
existing operations. Most of them are profitable. In India, they deliver above-average
performance: Companies belonging to the largest Indian business groups generated higher
returns on assets from 1997 to 2011 than the rest of the companies listed on the Bombay Stock
Exchange, according to a study we conducted, and more than 60% of those groups generated
better returns than a comparable portfolio of standalone companies did.
The success of the business group—a network of independent companies, held together by a core
owner—in most emerging markets is remarkable for several reasons. First, it defies history.
Conglomerates were all the rage in the United States and Europe for decades, but hardly two
dozen of them survive there today. By the early 1980s, they had been laid low by their poor
performance, which led to the idea that focused enterprises were better at creating shareholder
value than diversified companies were. Most conglomerates shrank into smaller, more
specialized entities.
The multidivisional company is the dominant structure for managing multiple business lines in
the West today. But it, too, faces challenges. Pioneered by DuPont and General Motors in the
1920s, the divisional structure was supposed to improve the parent’s ability to deal with
diversification. But the problems associated with the structure—extra layers of senior executives,
opaque accounting, the inability of headquarters to cope with different businesses, and so on—
have often made the whole less valuable than the sum of its parts. If that isn’t happening with
business groups, they must be more effective in some way—and it’s important for executives to
understand how.
Second, the unbridled expansion of business groups challenges the conventional wisdom that
they have succeeded in developing countries mostly because they’ve been able to compensate for
institutional voids there and, in the process, catalyzed their own growth. Since the early 1990s,
however, economic reforms in those nations have led to the creation of new institutions modeled
along Anglo-American lines: Legal infrastructures and corporate governance requirements have
been strengthened, and sophisticated market intermediaries have emerged. Although
institutional voids have contracted, and markets have become relatively more efficient, business
groups haven’t imploded, suggesting that making up for institutional inadequacies may not be
their only raison d’être.
Of course, countries take generations to develop efficient markets and institutions, so it may be
too early to conclude that. However, business groups are neither a temporary phenomenon nor
found only in developing countries; many, such as the Tata Group in India (which dates back to
1868), Jardine Matheson in Hong Kong (1832), Doosan in South Korea (1896), and Mitsubishi in
Japan (1870), were born over a century ago.
Third, business groups in developing countries have grown mainly through diversification, even
though U.S. investors believe that diversification destroys value. On Wall Street the typical
conglomerate discount ranges from 6% to 12%. That makes the structural choices today rather
stark: If a CEO can convince Wall Street that a new business relates to the current one, it can be
accommodated in the form of a division. Otherwise, the CEO will be compelled to divest or let go
of the opportunity, regardless of its promise, in order to retain the benefits of a focused
enterprise. Not surprisingly, in recent times conglomerates such as Fortune Brands, ITT, McGraw-
Hill, and Tyco have all broken up into more focused entities.
U.S. investors think diversification destroys
value. On Wall Street the conglomerate
discount ranges from 6% to 12%.
Business groups represent an alternative to this “divisionalize or divest” approach. We’ve done
five years of research on them in India, and we’ve found that, because of the way they are
structured, they can manage a portfolio of enterprises better than multidivisional companies can.
Another major factor in their effectiveness, we’ve observed, is that their leaders have stopped
relying on family members and associates to oversee companies and created a formal
management layer, called the group center, which is organized around the office of the group
chairperson. That mechanism is helping smart business groups spot more opportunities and
capitalize on them while retaining their identity and values.
The Business Group (G Form) instance, comprises around 100 listed and
A holding company, often unlisted, holds unlisted entities (some of which have more than
equity stakes in several independently one division). Each affiliate has a separate board
listed affiliates. of directors, is answerable to its own
shareholders, raises capital from investors on its
own, independently develops and executes
strategies, and creates its own incentives for
managers. To borrow a term that Anand
Mahindra, the chairperson of India’s Mahindra
Group, likes to use, a business group is a
“federation” of companies.
Two, in business groups, there’s a high level of involvement between ownership and
management. In some groups, the core owners, who may hold large equity interests in affiliate
companies, directly participate in overseeing them—as CEOs, functional heads, or board
members. An investment committee, composed of representatives of the core owner and the top
management of the key affiliates, usually reviews and approves all major investment decisions of
the group and its affiliates.
These features help business groups better navigate the challenges of operating diverse
businesses in three critical areas:
Decision making.
In multidivisional organizations, the top management teams of divisions are empowered to make
decisions—in theory. In practice, corporate headquarters casts a long shadow over divisional
management. And that destroys value. Michael Goold, Andrew Campbell, and Marcus Alexander
of the Ashridge Strategic Management Centre summed the reason up when they asked: “Why
should the parent’s managers, in 10% of their time, be able to improve on the decisions being
made by competent managers who are giving 100% of their efforts to the business?”
Incentive design.
While multidivisional organizations can base their incentives on the performance of each
business, the task is not without challenges. After all, a single corporate entity can tolerate only
so much variation in incentives. Moreover, it’s impossible to create a separate market-based
measure of performance for each division.
Because each affiliate in a business group is legally independent, it has greater latitude to tailor its
performance measurement systems to its distinctive needs. Its stock price also provides an
accurate market-based measure of performance. The combination of greater autonomy in making
decisions and more-appropriate rewards increases managers’ psychological ownership of the
affiliates, inspiring greater entrepreneurship.
Resource allocation.
In a multidivisional structure, business divisions allocate capital more efficiently than external
capital markets could, because their executives have better information. At the same time,
divisions have only limited control over free cash flows; surplus cash usually flows to
headquarters, which makes the call on redistributing it. This centralized system is susceptible to
supply-and-demand mismatches, bureaucratic delays, and favoritism. In business groups,
however, each affiliate retains the capital it raises and the cash it generates, largely mitigating
those problems. Further, the affiliate can raise capital directly from the financial markets, which
usually ensures better valuations.
In addition, membership in a business group provides access to the highly diverse resources of
sister companies, and that allows affiliates to tap greater growth opportunities. Our statistical
analysis of a large sample of Indian companies from 1994 to 2010 suggests that affiliates of the
biggest business groups had greater access to business opportunities than standalone companies
did. And the affiliates of more diversified groups had access to even more opportunities than
those belonging to less diversified groups.
A group’s core owners often play a critical role in exploiting these opportunities. Because their
associations with affiliates are long-term (whereas the average CEO tenure in the United States is
now just six or seven years), they have a rich understanding of all the affiliates’ capabilities,
knowledge, and assets. And their shareholdings give them the influence to coordinate those
resources in novel combinations. For these reasons, business groups often spot—and seize—
opportunities that multidivisional organizations can’t. (See the sidebar “How Tata’s Group Center
Drove Cross-Business Innovation.”)
Several Indian groups imploded, but the progressive ones chose to increase their capacity to
manage new businesses. As the policy environment became less restrictive, the owners shifted
their role from helping their affiliates gain access to the corridors of government to helping them
formulate strategic goals, build organizational capabilities, find resources, and achieve their
growth aspirations. Over time, the process led to the development of the group center—a formal
management layer at group headquarters.
Business Group Affiliates In 1998, for instance, the Tata Group announced
Outperform Other the creation of a group executive office that
Enterprises
would strengthen its relationship with its
From 1997 to 2011, companies belonging
affiliates and review strategy issues. Soon after,
to the 50 biggest Indian business groups
had higher returns on assets than the several groups, such as the Aditya Birla Group,
rest of the corporations listed on the the Murugappa Group, and the Mahindra Group,
Bombay Stock Exchange.
announced the formation of group centers that
would explore synergies between businesses
and forge strategic plans. The job of
coordination in the business group has shifted to
the group center, which acts as a centripetal
counter to the forces of fragmentation.
Strategy work.
The group center helps affiliate companies develop and reshape their strategic frames. From its
vantage point, the group center can challenge the assumptions that affiliates hold and spur them
to set their sights higher. Typically, the center drives a three-part agenda:
In the 1990s, Anand Mahindra asked a number of people at his headquarters to scout for
opportunities beyond his group’s tractor and utility-vehicle businesses. Among the pitches he
received was one for a time-share-based hospitality business. Back then, time shares in India
were associated with shady operators and had a bad name. Mahindra sensed an opportunity to
leverage his group’s impeccable reputation and invested some $5 million in the business. By
2012, Mahindra Holidays & Resorts had become the market leader, with a stock market valuation
of over $500 million when it first went public. It has built a base of more than 150,000 members
today, delivered high levels of service—and wiped away the sector’s unsavory image in the
country.
In 2007, the Aditya Birla Group’s flagship, Hindalco, India’s largest integrated aluminum
producer, bid for Atlanta-based Novelis, the world’s leading producer of rolled aluminum.
Although it was not performing well, Novelis was four times the size of Hindalco, and many
believed that the Indian company was overreaching. The bid had unqualified support, however,
from the group center, which thought that the acquisition would give Hindalco global scale, a
portfolio of premium products, and technological expertise. Hindalco eventually bought Novelis
for $6 billion and turned it around. Executives at the group center played a crucial role in the
cross-border acquisition and in teasing superior performance out of it. They deployed key
personnel to integrate the American and Indian operations and help rework Hindalco’s strategic
plans to take advantage of Novelis’s distinctive capabilities.
Identity work.
A business group’s brand, motto, reputation, and organizational identity are important sources of
value. That’s why identity work—a lever for shaping the beliefs, perceptions, and motivations of
customers, business partners, employees, and talent—is usually an integral part of the group
center’s activities.
Because the affiliates are autonomous and have different aspirations, the center’s first challenge
is to manage the presence of multiple identities. The creation of a robust and meaningful
überidentity that can help executives “think like one group” is crucial to cohesion. The
überidentity will lend stability and continuity to the group as the environment changes and
provide the boundaries within which affiliates can articulate their individual identities. The
Murugappa Group, for instance, has built a corporate brand around the core values of moderation
and helping the community. The group believes that the brand has kept it in good stead even as it
diversified away from its traditional businesses of manufacturing abrasives and bicycles to
making fertilizers and pesticides and, more recently, providing financial services.
A second challenge is that the group’s intangible resources, particularly the parent brand, can be
devalued by affiliates’ actions. Such problems can be prevented only if the intangibles have a
guardian.
Refresh identity.
The center must periodically rejuvenate the group identity and brand. Five years ago the Godrej
Group embarked on a complete makeover of its corporate brand after research determined that
consumers associated it with the image of a frumpy old woman. After studying the group’s
heritage and key business lines, consultants helped articulate a unifying aspirational proposition
—“Brighter Living”—and revamped the Godrej logo to incorporate vibrant colors and
contemporary motifs. This repositioning also led to a new brand architecture, which
distinguished between businesses that were master branded (such as Godrej Properties), platform
branded (Godrej Interio furniture), and endorsed (Real Good Chicken). The Godrej name
dominated the master brands but was used as a prefix to the platform brands and was not part of
the endorsed brands. The platform and endorsed brands are allowed to embody values other than
Brighter Living. That new architecture, the group center felt, was essential to transform the
Godrej brand into a strategic asset.
Safeguard values.
The center should reaffirm the group’s identity in day-to-day workings and manage that identity’s
alignment with key strategic decisions. But the center’s paramount role is to act as the custodian
of values, as Anand Mahindra said in an HBR interview several years ago. (See “Finding a Higher
Gear,” July–August 2008.)
In the late 1990s, the Tata group executive office received a proposal from an affiliate that wished
to produce movies. Senior executives were concerned that movie production, then tainted by the
financial ties some producers had to organized crime, was incompatible with the group’s purpose
of “improving the quality of life of local communities.” Ultimately, the group executive office
decided to turn down the proposal.
Systems that ensure proper communication of the group’s identity and values are critical. The
Tata Group has codified the values that it stands for in the Tata Code of Conduct, which it expects
its affiliates to abide by. R. Gopalakrishnan, a key member of the group executive office, refers to
it as the group’s bible; it provides guidance on the dilemmas and questions that crop up in the
course of business every day.
Multiply goodwill.
Systematically channeling resources for socially responsible activities through a group center
increases their impact. A centralized agency that guides and coordinates social initiatives can
generate enormous economies of scope. Take the Aditya Birla Centre for Community Initiatives
and Rural Development. Headed by Rajashree Birla, the matriarch of the Birla family, it focuses
on education, health care, sustainable living, and rural infrastructure development. The center is
setting up a vocational training facility in the state of Kerala, which will begin operating in early
2014. The 23rd facility run by the Aditya Birla Centre, it will provide skills development in
careers such as tailoring, carpentry, construction, and plumbing to around 10,000 people every
year.
But not all group centers are ready to handle that task. We believe that centers fall into four basic
categories (see the exhibit “How to Assess Your Group Center”). Some pay no attention to either
identity or strategy work; they belong in the absentee landlord category. In our experience, the
long-term survival of groups with this kind of center is endangered unless a charismatic owner
and his or her top management can miraculously compensate for the center’s lack of initiative. A
center that is a clan leader, on the other hand, pays attention to identity work but neglects
strategy work. It sustains the identity that binds the affiliates together and protects the group’s
reputation but shows little concern for coordinating the pursuit of growth opportunities. Lacking
a common strategic vision and unable to get affiliates to work together on new projects, this kind
of center frequently fails to demonstrate the value of belonging to the group. That often raises
questions about the legitimacy of the owner’s control.
A venture capitalist group center conscientiously shapes the group’s strategy, identifying
opportunities and assisting affiliates with resource and leadership challenges. This type of center
doesn’t cultivate and communicate a common identity, however, so it doesn’t energize affiliates
with a collective purpose or support them with a group brand. The fourth category of center is
the evangelical architect—which is committed to both identity and strategy work. Such centers
undertake initiatives that enhance the groups’ performance as well as their longevity.
J. Ramachandran is a professor at the Indian Institute of Management Bangalore. K.S. Manikandan and Anirvan Pant are
assistant professors at the Indian Institute of Management Tiruchirappalli and the Indian Institute of Management
Calcutta, respectively.
Anirvan Pant are assistant professors at the Indian Institute of Management Tiruchirappalli and the Indian
Institute of Management Calcutta, respectively.
This article is about ORGANIZATIONAL STRUCTURE
FOLLOW THIS TOPIC
Comments
Leave a Comment
POST
0 COMMENTS
POSTING GUIDELINES
We hope the conversations that take place on HBR.org will be energetic, constructive, and thought-provoking. To comment, readers must sign in or
register. And to ensure the quality of the discussion, our moderating team will review all comments and may edit them for clarity, length, and
relevance. Comments that are overly promotional, mean-spirited, or off-topic may be deleted per the moderators' judgment. All postings become
the property of Harvard Business Publishing.