Merchant Banking - basics by saylee

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    Merchant

    Banking

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    INTRODUCTION

    Refers toBritishMerchantbanking .

    Concernedwith mobilising

    savings of

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    DEFINITION

    MERCHANT BANKING is defined asan institution which covers a widerange of activities such as

    management of customer services,portfolio mgmt, credit syndication,acceptance credit, counselling,

    insurance etc.

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    ORIGIN Originated through

    London merchants.

    Extension ofactivities to

    domestic businessof syndication oflong-term & short-term finance, share

    transfer agents,

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    Merchant

    Banking

    In India?

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    Merchant banking in

    IndiaNeed for merchant banking was

    felt with rapid growth in number& size of issues made in primarymarket.

    Merchant banking services werestarted by foreign banks, namelyNational Grindlays in 1967 &Cit bank in 1970 .

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    Merchant banking services wereoffered along with othertraditional banking services.

    SBI was first Indian bank to setup Merchant banking division in1972.

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    DIFFERENCE BETWEENCOMMERCIAL BANKING &

    MERCHANT BANKING Deals with Debt

    & Debt related

    finance.

    Asset oriented.

    Generally avoidrisks.

    Deals withEquity & Equity

    related finance.

    Management

    oriented.

    Willing to

    accepts risks.

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    Merchant

    Banking

    Services?

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    SERVICES OF MERCHANT

    BANKThe financial institutions in India

    could not meet the demand forlong-term fund required by theever expanding industry andtrade.

    Corporate sectors enterprise

    meet their demand through

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    Preparing projectreport for govt.approval , financialassistance

    ProjectCounseling

    2

    Covers the entirefield of merchantbanking, Ltd togiving suggestions

    CorporateCounseling1

    SummaryParticularsSrNo

    Services of Merchant

    Banks

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    Drafting, completion of

    formalities, appoint

    Managers to

    Issue

    6

    Guarantee given by theunderwriter, make raisingof external resource easy

    Underwriting5

    Marketing corporate

    securities, intermediary intransfer of capital fromone who owns to needy

    Issue

    Management

    4

    Assistance rendered toget term loan for project,

    help client makeappraisal, designingcapital structure etc

    LoanSyndication

    3

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    Provide help in betterand smooth trade toNRIs

    Non-ResidentInvestment

    10

    Help in areas involvingforeign currency

    Off ShoreFinance

    9

    Middlemen in setting

    negotiation

    Mergers

    andtakeovers

    8

    Investment in different

    kind of securities

    Portfolio

    Management

    7

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    Merchant Banker asManagers, Consultants or

    Advisors Companies are free to appoint one or

    more agencies as managers to the

    issue. Sebi guidelines prescribe that issue

    should be managed atleast by oneauthorised merchant banker.

    Not more than two M.B. should beappointed as lead managers to a

    public issue.

    In issue over Rs.100 crores,

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    Merchant Banker As lead

    ManagerAppointment of a lead manager

    by a companyS.

    No

    Size of the issue Maximum

    Number Of

    Lead Manager

    1. Less than Rs.50 crores 2

    2. Rs.50 crores to Rs.100 crores 33. Rs.100 crores to Rs.200 crores 4

    4. Rs.200 crores to Rs.400 crores 5

    5. Above Rs.400 crores 5 or more as

    prescribed by

    SEBI

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    Duties & Responsibilities

    Of LM To enter into anagreement

    Certificate of registrationwith SEBI

    Work of issuemanagement

    Clearly defined

    responsibility

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    Due care & diligenceSubmitting due diligence

    certificates

    Submit all particulars to SEBI

    Suggestions or modifications

    Collections of the amountEnsuring refund

    Inform depository participants

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    Qualities Required of

    Merchant Bankers

    Ability to analyse

    Abundantknowledge

    Ability to built up

    relationship Innovative

    approach

    Integrity

    (left) Rashesh Shah

    Chairman & CEO, Edelweiss

    (right)Nimesh Kampani

    Chairman & MD, JM Financial

    (Best merchant bankers)

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    CATEGORY OF MERCHANT

    BANKER CATEGORY

    1st :-

    2nd :-

    3rd :-

    4th :-

    MINIMUMNETWORTH

    1 crore

    50 lacs

    20 lacsNIL

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    The M.B.registered with SEBIclassified according to the

    category :-MERCHANT

    BANKER

    PUBLIC SECTOR PRIVATE SECTOR

    COMMERCIAL

    BANKS :- 24

    INTERNATIONALBANKER :- 10

    FINANCIAL

    INSTITUTION :- 6

    STATE

    INSTITUTION :- 4

    BANKS :- 10

    FINANCE &

    INVESTMENT :- 231

    LEASING

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    Merchant

    banking

    Problems.?

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    Restriction of merchant

    banking activities

    SEBI guidelines have authorisedmerchant bankers to undertakeissue related activities and madethem restrict their activities orthink of separating theseactivities from present one and

    float new subsidiary and enlarge

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    Minimum net worth of

    Rs.1 crore SEBI guidelines

    stipulate that a

    minimum networth of Rs.1crore for

    authorisation ofmerchantbankers.

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    MERCHANT BANKERS

    COMMISSIONMaximum 0.5%

    Project appraisal fees

    Lead Manager :-

    - 0.5% upto Rs.25 crores

    - 0.2% more in excess ofRs.25 crores

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    Underwriting fees Brokerage commission

    1.5% Other expenses :-

    - Advertising

    - Printing- Registrars

    expenses

    - t m t

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    Merchant

    banking

    Scope in India?

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    1) Growth of new issues

    market Indian market largest emerging

    market

    Domestic and foreign investorssetting up their biz here.

    Many public and private issuescoming up

    Growth in new issues market

    Sco e for M.Bs. have risen

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    2) Entry of FII

    Indian capital market is globalised

    Indian Cos. are permitted to invest ineuro issues. Similarly, FII arepermitted to invest in India.

    Hence they need M.Bs to advisethem for their invt in India.

    Increasing no. of JVs also require

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    3) Changing policy of FI

    Liberalisation of policies

    FI would require expert servicesof M.Bs for project appraisal,

    financial management, financialrestructuring etc.

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    4) Development of debt

    market Good portion of

    capital can be

    raised throughdebt instruments.

    Tremendousopportunities toM.Bs.

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    5) Innovations in Financial

    InstrumentsNew financial instruments have

    come up.

    M.Bs are market makers for

    these instruments.

    )

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    6) CorporateRestructuring Liberalisation and globalisation

    Competition in corporate sector

    becoming intense.

    Cos. reviewing their strategies,

    structure and functioning etc. leadingto corporate restructuring.

    Good opportunity to M.Bs to extend

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    7) Disinvestment It means reduction

    of some kind of

    asset of a firm forachieving eitherfinancial or ethicalobjectives.

    Motive ofdisinvestment is to

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    Conclusion

    Inspite of problems popping up,merchant banking in India has

    vast scope to develop because oflot of domestic as well as foreignbusinesses booming here. Indianeconomy provides an amicableenvironment for these firms toset up, flourish and expand here.

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    Thank

    you...