Work+fun, funwork or fun*work?

What does fun mean in the context of the workplace?  Its nebulous.  I have three definitions:

1. Work+fun: Workplaces where one can have a good time.  Most tech/BPO campuses fall in this category.  The work may or may not be spectacular, but the average employee gets access to sports facilities, libraries, good cafeterias, the occasional music concert, team dinners etc.  All of this contributes to a feeling of well-being and that “life is good”.  But the fun is really outside the actual work.  Its a little artificial – but its better than work without fun.

2. Funwork: There are jobs which are (at least seemingly) fun.  Like Harsha Bhogle at ESPN – getting to watch every cricket match live and commenting on it.  One assumes that the folks in entertainment businesses have a lot of fun with their work (not always though – entertainment can be fairly serious business).  One also presumes that scientists working in high-end research labs also have a fair amount of fun.  By and large, though, there is a “star” element to this.  The top-dog gets to define his agenda, experiment, work with loose budgets and gets a disproportionate share of the glory.  Not everyone has fun, although there is a rub-off effect.

3. Fun*work: This is that rare category of companies where a person has the liberty to think creatively and do things differently even in his/her day-to-day job.  The workplace tends to encourage diversity of thought.  These companies thrive on incremental improvements and enhanced richness. For instance, Youtube has a vuvuzela button.  Google plays around significantly around its search function – building in little hooks (try searching for recursion in google).  Even among services firms, there are some which push you towards a template, and some which encourage you to change the template.  You don’t need to be a genius to express yourself at these places,  everyone can add their ingredients to the pot.

What kind of company are you at?  What kind would you build?

Acquisition governance

While on the subject of governance, lets take a look at acquisitions in corporate India.  Many acquisitions are of companies we never heard of, and probably with good reason.  They’re done to

(a) justify taking in investor money – PE or IPO

(b) give a struggling CEO breathing space – and a diversion – with the board

(c) siphon off money through a company that is owned directly or indirectly by the promoter

(d) make a CEO feel good about himself – and provide a talking point for the next party

At B-school, I tended to be dismissive of these kind of arguments – believing in the efficiency of capital markets and how they’d punish this kind of behaviour.  But, in reality, all this does happen.  And scarily, a lot of people engage in it.  What good is a CEO who doesn’t buy-out another company every few months?

So, what I’d like to see is a little more governance around acquisitions made by listed companies.  Specifically:

* A clear value creation plan for any acquisition – even the small ones.  How does this fit in the strategy?  What are the metrics that will get impacted?  What should we expect from this acquisition, by when?

* A clear picture of the (actual) ownership structure of the acquired company

* A sound valuation logic – including an NPV analysis (not just a multiplier based valuation) and cash flow projections for the business pre and post valuation

* A commentary on the funding mechanism and how the buyer traded off the use of cash vs equity

* An identified integration manager (ala Bharti) and his/her role in the new acquired entity

* Mandatory reporting of performance against the projected (post acquisition) numbers

* A report on the value created by the acquisition – plan vs actual – included in the annual directors report for a few years after the acquisition

Now put yourself in the shoes of the person trying to justify the Satyam-Maytas deal!