mergers & acquisition in banking sector

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    Merger:-

    A Merger may be defined as the combinationof twoor more independent business corporations

    into a

    single enterprise, usually involving theabsorptionof one or more firms by a dominant firm.

    Mergers may be broadly classified asHorizontal,

    Vertical or Conglomerate

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    Acquisition:-

    It is defined as an act of one enterprise of

    acquiring,directly or indirectly of shares, votingrights, assets

    or control over the management, of another

    enterprise .

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    Difference BetweenMergers & Acquisitions

    Merges AcquisitionsThe case when two companiesdecide to move forward as a singlenew company instead of operatingbusiness separately.

    The case when one company takes overanother and establishes itself as thenew owner of the business.

    The stocks of both the companiesare surrendered, while new stocksare issued afresh.

    The buyer company swallows thebusiness of the target company, whichceases to exist.

    For example, Glaxo Welcome andSmithKline Beehcam ceased to existand merged to become a new company,

    known as Glaxo SmithKline.

    Dr. Reddy's Labs acquired Beta harmthrough an agreement amounting $597million.

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    Regulatory acts for merger:- The Companies Act, 1956 The Takeovers Code, 1997

    The Monopolies and Restrictive Trade Practices Act,1969

    The Foreign Exchange Management Act, 1999 The Foreign Investment Promotion Board (FIPB)

    The Reserve Bank ofIndia

    The Income Tax Act, 1961

    Mergers, amalgamations, de-mergers,acquisitions of business units or divisions, areall governed by The Companies Act for allregistered companies

    Acquisition of shares in listed Indian companiesis governed by The Takeover Code, 1997.

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    Motives behind M&A Economy of scale

    Economy of scope

    Increased revenue or market share

    Cross-selling

    Synergy

    Taxation Vertical integration

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    Types of merger

    1. HORIZONTAL: Between enterprisesin the same product market and atthe same level of the production or

    distribution cycle.2. VERTICAL: Between enterprisesthat operate at different levels ofthe production and distributioncycle.

    3. CONGLOMERATE: Betweenenterprises operating in differentmarkets.

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    Advantages of merger

    Accessing new markets Maintaining growth momentum Acquiring visibility and international

    brands Buying cutting edge technologyrather than importing it

    Taking on global competition Improving operating margins andefficiencies

    Developing new product mixes

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    The Industrial Development Bank ofIndiaLimited commonly known by IDBI is oneofIndia's leading public sector banks and 4thlargest Bank in overall ratings.

    TheIndustrial

    Development Bank of

    India (

    IDBI)was established on July 1, 1964 under an Act of

    Parliament.

    10th largest development bank in the world interms of reach with 1228 ATMs, 720 branches

    and 486 centers. Some of the institutions built by IDBI are NSE,

    NSDL, SHCIL, the Credit Analysis & Research Ltd,the Exim Bank, SIDBI , the EntrepreneurshipD

    evelopmentInstitute of

    India.

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    IDBI Bank

    Type Public sector bank

    Industry Banking

    Financial services

    Founded July 1964

    Headquarters Mumbai,India

    Key people Mr. R. M. Malla, CMD

    Products Finance and insurance

    Website www.idbibank.com

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    IDBI Bank Ltd - Company Profile

    SnapshotCompany Profile: IDBI Bank Ltd

    Ticker: 500116

    Exchanges: BOM

    2010 Sales: 178,170,000,000

    Major Industry: Financial

    Sub Industry: Commercial Banks

    Country: INDIA

    Employees: 10201

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    Total mergers ofIDBI

    United Western Bank

    Satara Swadeshi CommercialBank

    Union Bank of Kolhapur

    IDBI Ltd

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    United Western Bank

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    Saraswat Co-operative

    Bank Ltd.(A Schedule Bank)

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    Position of merged banks as on 31.03.2009

    Name of Bank Date of Merger

    TotalBusinessAdded

    (Rs. Incr.) as on31.03.09

    NumberofBranch

    Licensesreceived

    Gross NPAs on thedate of

    merger(Rs. Incr.)

    Gross NPAs on31.03.09

    (Rs. Incr.)

    Profitearnedfrom the

    date of themerger(Rs. In cr.)

    Maratha MandirCo. op. Bank Ltd.

    20.03.06 1,104.28 12 66.54 29.79 29.48

    Mandyi Co.-op.Bank Ltd.

    30.03.07 1,157.24 19 40.38 17.68 38.14

    Annasaheb KaraleJanata Sah. BankLtd.Murgharajendra

    . Bank Ltd.

    30.06.07 333.04 22 73.82 45.79 -2.04

    Nasik Peoples Co-op. Bank Ltd.

    21.12.07 251.35 14 56.24 41.92 6.75

    South Indian Co-op. bank Ltd.

    01.09.08 159.00 14 13.43 13.23 -3.11

    KolhapurMaratha Co-op.

    06.03.09 86.62 15 26.00 26.00 -2.42

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    1. Maratha Mandir Co-op. Bank.

    2. Mandyi Co-op. Bank Ltd.

    3. Annashaheb Karale Janata Sahakari Bank.

    4. Murgharajendra Sahakari Bank Ltd.

    5. Nashik Peoples Co-op. Bank Ltd.

    6. South Indian Co-op. Bank Ltd.

    7. Kolhapur Maratha Co-op. Bank Ltd.

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    KOLHAPUR MARATHA CO-OP. BANK

    MERGED WITH SARASWAT BANK Those were merged on August 15, 2007.

    It is the fifth acquisition for Saraswat Bank.

    The Saraswat banks chiarman is Mr. Eknath Thakur.

    Across the country there are 15 branches of KolhapurMaratha Co-op. Bank.

    With the merger, the total branches of Saraswat Bankgoes to 172 and now including the Maratha bank.

    Total Business added in Saraswat bank of Rs. 86.63caror.

    NPA still constant from the date of merger i.e. Rs.26caror.

    Saraswat co-op. bank goes on loos when it is merged

    with Kolhapur Maratha Bank i.e. 2.42 crore.

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    Reason of merger Kolhapur Maratha with a total business of Rs 110

    crore and number of depositors of 1.31 lakhspread over 15 branches, had run into moredifferent types of difficulties.

    Shareholders of the acquired bank will notreceive any shares after merger since the bank isa loss-making one. The merger is not with theintention of expansion but to protect smalldepositors.

    It is also considering merging two cooperativebanks with itself. The bank has set a businesstarget of Rs 19,000 crore for the current financialyear and expects to touch Rs 25,000 crore by2010-11.

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    Difficulties of Kolhapur

    Mhanagar bank

    The Kolhapur-based bank has reported an

    accumulated loss of Rs 24 crore till dateand its gross non-performing assets stood

    at 40 per cent. It has a deposit base of Rs

    65 crore and advances base of Rs 45

    crore.