Priyanshi Gaur
Priyanshi Gaur
BY
PRIYANSHI GAUR
(Enrolment No A60006420181)
Under Guidance of
DR. ARIF HASAN
Assistant Professor
Acknowledgement is not a mere obligation but epitome of humility and ineptness to all
those who have helped in the completion of this project. I am thankful to Prof (Dr) Arif
Hasan [Assistant Professor] for their constant guidance and encouragement provided in
this endeavour. I also thank my parents for their continuous support, understanding and
patience without whose support and understanding this endeavour would have never
been fruitful. I also thank all my friends for helping me out in completing this project
and helping me in solving various problems encountered during the progress of this
term paper.
WARM REGARDS,
PRIYANSHI GAUR
CONTENT
Pages
Front pages
ACKNOWLEDGEMENT………… 1.
INTRODUCTION 2-19
1.1 HISORY OF BANKING IN INDIA
1.2 MEANING OF MERGER OF BANKS
1.3 REASONS BEHIND MERGER OF BANKS
1.4 ADVANTAGES/ DISADVANTAGES OF MERGER
1.5 DESIRES OF MERGER AND ACQUISITIONS IN INDIA
1.6 TYPES OF MERGERS
1.7 MERGERS AND AMALAGAMATIONS
1.8 MARKET CAPITALIZATION AND ENTERPRISE VALUE
1.9 INTRODUCTON OF PUNJAB NATIONAL BANK
1.10 BANK PROFILE OF ORIENTATIONAL BANK OF COMMERCE
1.11 BANK PROFILE OF UNITED BANK OF INDIA
1.12 REASON BEHIND THE MERGER OF ORIENTATIONAL BANK
OF COMMERCE AND UNITED BANK OF INDIA WITH PNB
1.13 RULES AND REGULATIONS FOR MERGER GIVEN BY RBI
CHAPTER 2 20-21
REVIEW OF LITERATURE
CHAPTER 3
RESEARCH OF METHODOLOGY 21-24
CHAPTER 4
DATA ANALYSIS 25-28
CONCLUSION 28-29
REFERENCE 29-34
CHAPTER 1:
INTRODUCTION
This venture is about the mergers in financial industry. A merger happens when two
banks joined to shape a solitary bank. A merger is basically the same as securing or take
over with the exception of merger existing investors of the two banks included hold a
common premium in new company in short in an obtaining one bank buys a main part
of second organizations stock making a lopsided equilibrium of proprietorship in the
new joined bank.
Ongoing years have additionally purchased change in the nature and nature of work in
the area. To the extent retail banking is concerned, most of the India private banks are
turning out to be more forceful. They are following the trend of merger for getting
increasingly more retail client. During the most recent time of years the Indian financial
framework has seen some exceptionally ‘high profile’ mergers, for example, the Mojo
of PNB Limited with its managing an account with its financial arm PNB bank
restricted of merger of Oriental Bank of Commerce and United Bank India with Punjab
National Bank and all the more as of late the merger of IDBI with at banking arm IDBI
bank Limited.
Essentially a merger includes a marriage of at least two banks. It is for the most part
accepted that mergers advance cooperative energies. This undertaking is about the
variables advancing mergers, it's effect on business, working conditions and customer,
its hindrances and instances of consolidations of banks in India.
1.1 HISTORY OF BANKING IN INDIA
As indicated by our Indian financial history, The East India Company shaped "The
Hindustan Bank " in Calcutta and Bombay in 1870, it was the absolute first bank that
entered the financial universe of India
What's more, establish three administration banks under administration Banks act 1876
I.e., Bank of Calcutta, Bank of Bombay (Mumbai) and Bank of Madras.
The principal greatest occasion throughout the entire existence of banking in India
occurred in 1919 when the administration banks were joined and brought forth
"Majestic Bank of India". Banking Companies examination request came in January,
1946 and in February,1946 the financial Company's limitation of branches Act was
passed by which the quantity of branches a bank could open were restricted. In 1949,
the financial organizations act was passed which was subsequently revised to peruse as
BANKING REGULATION ACT.
RBI act was passed in 1934 & Reserve bank of India became the ruler of all banks in
the Indian market an apex bank without major government ownership. Banking
regulation act was promoted in 1949. This new rule brought Reserve bank of India
under government control. With the help of this act, RBI got more powers for
supervision and control of banks. The act also granted licensing powers and the
authority to conduct inspection in RBI.
The Reserve Bank is totally moved by handle by the Government of India.
The Preamble of the RBI depicts the basic components of the Reserve Bank as:
The Reserve Bank's exercises are addressed by a central top administrative staff, RBI is
by and large worked with a 21-section central directorate designated by the Government
of India according to the RBI Act.
19 July ,1969, the public authority took proprietorship and control of 14 significant
banks in the country. Rationale behind this was to acquire business banks the field of
financial improvement with distinct social commitments obligations and objective.
Then, at that point, on fifth April 1980, six additional business banks were nationalized
In the new year’s there has been a lot of progress in the working of banks in India. The
measure of innovation utilized by these banks have expanded definitely. A few banks
presently use cash distributor and give 24 hours cash withdrawals offices, getting
account detail and cash move through PC network are currently extremely simple.
Because of increasing completion in this field services have to be sold in ways never
done before
Everyone can do their banking transactions from home.
Banks have established ATMs
Debit cards and credit cards and some are contact less cards to make
payments even more effort less.
This has changed the face of banking in India.
The process in which two or more banks decide to merge together and create a
new company usually with a new name and operate as a single legal entity
instead of remaining separately owned and operated.
Merger helps in reducing weakness and get a stronger and more competitive
edge in the banking market. In this process the merging companies share a lot of
information in relation with debts, resources, technology, assets etc with each
other.
Banks usually merger in order to gain access to larger market and consumers
and by merging they also reduce the competition.
Banks can follow different types of mergers depending on their goals and
objectives.
Merger is different from an acquisition. Mergers takes place when two or more banks
decide to form a new entity together. Whereas in acquisition one bank takes over the
other bank.
1.3 REASON BEHIND MERGERS OF BANKS
Mergers help banks to secure more resources and increase the scale of the
missions.
Sometimes banks merger in order to get assets from the other bank which will
take time for them to acquire on their own internally.
Banks agrees to merger in order to enter the bigger market or diversify their
services and offers.
The merger between banks also reduces the competition between them, reducing
the advertising expense and increase the sales since the number of customers
will merger and increase as well.
Eextension IN PROFITS: The union would grow the assets by joining that of the
amalgamated substance, which will fabricate the value of the financial backers.
Improvement: By technique for union, banks can widen their organization and achieve a
quick advancement with broadened market access.
Solidified SYNERGY: It is one of the points of view of the union. The solidification
would grow the capability of execution and worth of the associations when they are
joined.
Diminishing THE RISK: Mergers through and through reduces the risk of indebtedness.
Decline OF COMPETITION: By mixing the banks, the potential competitors will be
held.
1.4 ADVANTAGES OF MERGER:
DISADVANTAGES OF MERGER:
Price increases
Mergers in India
1.5 Desires of Merger and Acquisitions in India:
Right of section: Acquisitions made outside of India give Indian firms admittance to set
up business sectors from one side of the planet to the other.
One of the essential advantages and inspirations for firms to take part in M&A
exchanges is the exchange of innovation. Commonly, organizations require innovation
that are not open in India to make a specific item or offer an assistance. In such cases,
they access innovation through procuring/teaming up with firms abroad.
New Product Mix: Manufacturing things in-house is at times unrewarding for
organizations inferable from cost limitations or the requirement for huge consumptions.
For this situation, framing an organization with another firm might permit them to
advertise and widen their product offering.
Supporting Country Risks: Mergers and acquisitions are additionally used to broaden
away from Indian business sectors and keep away from nearby business cycles.
Con generics extension merger: this type of mergers takes place between
companies working in the same field. This merger results in addition of a new
product to the existing product line of one company. As a result, union,
companies can now access a larger range of customer base and increase their
market share value. For example, if a company that makes DVDs merges with a
company that makes DVD players, this is known as concentric consolidation,
because DVD players and DVDs are complementary goods that are frequently
purchased together. These are commonly used to collaborate with consumers
since selling these goods together is easier. This would also aid the
organization's expansion, resulting in increased profits. Selling one of the goods
will help to promote the sale of the other, resulting in additional revenue for the
company if it can grow the sale of one of its products.
Horizontal merger: I’m this merger two banks that operate as compete in the
same market merges together on the bases of that it will provide economies of
scale from the bigger combined unit This type of merger has the advantage of
eliminating competitors, allowing the business to grow its market share, sales,
and profits. Furthermore, it provides economies of scale when the company
grows in size, lowering average costs as a result of increased production volume.
These types of mergers also promote cost efficiency since redundant and
inefficient tasks, such as advertising, purchasing, and marketing, are removed
from the operations.
Vertical Merger:
A vertical merger aims to bring together two firms that are part of the same
value chain and provide the same product or service, with the only variation
being the level of production at which they operate. For example, if a clothing
store acquires control of a manufacturing plant, this is known as upward
consolidation because the business is the same, such as clothing, but the stage of
production is different: one firm works in one area, while another works in an
auxiliary area. Because of our approach, the clothing shop can be confident that
clothes will be delivered by the material production facility, these types of
consolidation are commonly used to ensure supply of basic items and avoid
supply disruptions. It is also done to limit Vertical consolidations likewise offer
expense saving and a higher edge of benefit, since maker's portion is disposed
of. Supply to competitors, resulting in a larger share of the entire industry,
earnings, and benefits.
I. Business Law
The Merger Provisions govern mergers and acquisitions involving a corporation, its
subsidiaries, and its affiliates. Creditors and stockholders. Provisions for a Merger are in
reality worded in a particular way that they allow for and oversee all types of company
reorganisation things a business may do, such as Mergers, amalgamations, demergers,
and spin-offs are all examples of mergers and amalgamations. hive off, as well as any
other concession, settlement, or agreement A c and a d have made an agreement or a d
have made an arrangement.
casting a ballot at such gathering (if the gathering is held) consent to the consolidation,
then, at that point, the consolidation, whenever authorised by the NCLT, is restricting
on all lenders and investors of the organisation. The Consolidation Provisions comprise
a thorough code in themselves, and under these arrangements, the NCLT has full ability
to authorise any modifications in the corporate design of an organisation.
For instance, in normal conditions a firm should look for the endorsement of the NCLT
for affecting a decrease of its portion capital. Notwithstanding, if a decrease of offer
capital structures part of the corporate rebuilding proposed by the organisation under the
Merger Arrangements, then, at that point, the NCLT has the capacity to endorse and
authorisation such decrease in share capital and organisations won't be needed to follow
a different interaction for decrease of offer capital as specified under the CA 2013.
In 1951, the Bank expected request over the assets and liabilities of Bharat Bank Ltd. in
addition, changed into the second most conspicuous bank in the private locale. Dalmia’s sorted
out some method of buying the pieces of the extraordinary PNB from the business districts and
startlingly in 1953, the bank was gone from Punjabis strongly influenced by Dalmia’s and Jains.
Lala Yodh Raj left and Shiri yans Prasad Jain expected risk for the PNB. The nationalization of
fourteen enormous banks by Mrs. Indira Gandhi on the 12 PM of nineteenth July 1969 changed
the way where banking was done in India. PNB participates in the benefit of staying aware of
records of the conspicuous public pioneers like Mahatma Gandhi, Jawahar Lal Nehru, Lal
Bahadur Shastri, Indira Gandhi and piercingly what's more the Jallianwala Bagh Committee has
an establishment separate by Amalgamation as in year 1960 PNB amalgamated Indo-
Commercial Bank Limited(established in 1933) in a rescue then in 1961 PNB got Universal
Bank of India after this goal nationalized PNB in 1969 then Hindustan Commercial Bank ltd
and New Bank of India has in like manner been gotten by PNB in year 1988 and 1993.
In 2003, for enforcing Centralised Banking Solution (CBS), OBC joined palms with
Infosys Technologies and Wipro. In 2004 Global Trust Bank was once amalgamated
with OBC.
In the identical year, it tied up with IDBI Capital Market Services in order to supply on-
line share buying and selling amenities to its customers.
In 2008 it entered into distribution tie up with Kotak Mahindra Asset Management
Company
1.11 BANK PROFILE OF UNITED BANK OF INDIA
United Bank of India who was established under the Banking Companies (Acquisition
and moves of Undertaking) Act 1970 on July 19, 1969. The administrative centre of the
Bank was Kolkata. Joined Bank of India is one of the 14 banks which were nationalised
on July 19, 1969.
Oriental Bank of Commerce (OBC) and United Bank of India (UBI) are converged with
the Punjab National Bank (PNB). So, after this consolidation now the PNB will be the
second-biggest Public Sector Banks of India after the State Bank of India as far as the
branch organisation. It’s all out branches would be 11,437 and the absolute business of
the PNB is more than Rs.17.95 lac crore.
Government planned not to just gift capital but also good governance
Giving decision making power to the bank on any other banking issues
Forming special agencies for managing and checking loans above Rs 250 crores to
avoid bank frauds happened like in the case of Vijay Mallya
Government set a goal and make up a clear path to achieve target of $5 trillion economy
Section 44A of the Banking Regulation Act, 1949 requires that the draft scheme of
amalgamation has to be accepted with the aid of the shareholders of every banking
enterprise through a decision handed through a majority in variety representing two-
thirds in price of the shareholders, existing in individual or by using proxy at an
assembly known as for the purpose.
Before convening the assembly for the functions of acquiring the shareholders'
approval, the draft scheme of amalgamation wishes to be authorised personally with the
aid of the Boards of Directors of the two banking companies. When in accordance this
approval, the Boards want to supply specific consideration to the following things:
1. The values at which the assets, liabilities and the reserves of the amalgamated
organisation are proposed to be included into the books of the amalgamating
banking agency and whether or not such incorporation will end result in a
revaluation of belongings upwards or credit score being taken for unrealised
gains.
2. Whether due diligence workout has been undertaken in recognise of the
amalgamated company.
4. Whether the swap ratio has been decided by way of impartial valuers having
required competence and trip and whether or not in the opinion of the Board
such swap ratio is truthful and proper.
5. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
6. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval.
7. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval
8. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval.
9. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval.
10. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval.
11. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval.
12. The shareholding sample in the two banking businesses and whether or not as
an end result of the amalgamation and the swap ratio the shareholding of any
individual, entity or team in the amalgamating banking business enterprise
will be violative of the Reserve Bank pointers or require its unique approval.
13. The have an impact on of the amalgamation on the profitability and the
capital adequacy ratio of the amalgamating banking company.
Section 44A of the Banking Regulation Act, 1949 additionally requires that
after the scheme of amalgamation is authorised via the requisite majority of
shareholders in accordance with the provisions of the Section, it shall be
submitted to the Reserve Bank for sanctions.
To allow the Reserve Bank to think about the software for sanction, the amalgamating
banking corporation have to post to the Reserve Bank the records and archives precise
in Annexure A.
To enable the Reserve Bank to determine such value, the amalgamated banking
company should submit the following: -
a file on the valuation of the share of the amalgamated employer made for this
reason by way of the valuers appointed for the dedication of the swap ratio
where the shares of the amalgamated business enterprise are quoted on the
inventory exchange: -
details of the month-to-month excessive and low of the citation on the alternate
the place the shares are most extensively traded collectively with range of shares
traded at some stage in the six months without delay previous the date on which
the scheme of amalgamation is permitted by using the Boards.
The quoted rate of the share at shut on every of the fourteen days right away
previous the date on which the scheme of amalgamation is authorised with the
aid of the Boards.
Such other information and explanations as the Reserve Bank may require.
The amalgamated bank will have a more extensive geological reach through 11,000 or
more branches, in excess of 13,000 ATMs, one lakh workers and a busine
ss blend of over Rs 18 lakh crore
- PNB has named 'Bank Sathi' at all branches/zones/head office (of each of the three
banks) that will address client concerns and help them in picking the right items and
administrations. It will likewise smoothen the client progress.
- The consolidation will make the second biggest nationalized bank of the nation - both
as far as business and branch organization. SBI is the biggest one
- A powerful danger administration instrument has been set up to alleviate dangers and
make the financial experience secure and safe
In the meantime, PNB has divulged another logo following the consolidation of United
Bank of India and Oriental Bank of Commerce with it. The new logo will bear
particular signages of all the three public area moneylenders.
The collaboration from the blend will make an internationally serious, cutting-edge
bank, PNB 2.0, the bank said in a delivery and added that all clients, including
investors, will be treated as PNB clients. "The greater topographical impression will
assist us with serving our clients all the more successfully and effectively," said S
Mallikarjuna Rao, MD and CEO of Punjab National Bank.
CHAPTER 2
REVIEW OF LITERATURE
Hearly et al. (1992)- investigated the post-solidification pay execution for 50 greatest
US combinations and derived that the functioning show of joining firms chipped away
at thought to be following acquisitions, in assessment with their organizations, in the
five years following unions. The survey saw that the improvement in post-combination
salaries was not accomplished to the disservice of the mixing firms long stretch
sensibility, since the model firms stayed aware of their capital use and Research and
Development (R&D) rates as indicated by their endeavors. The concentrate similarly
suggested that the extension in industry-changed working returns could be inferable
from an augmentation in asset turnover rather than an addition in working edges.
Berger and Humphrey (1994)- analyzed the post-consolidation income execution for
50 biggest US consolidations and inferred that the working exhibition of combining
firms worked on thought to be following acquisitions, in examination with their
businesses, in the five years following consolidations. The review saw that the
improvement in post-consolidation incomes was not achieved to the detriment of the
blending firms long haul reasonability, since the example firms kept up with their
capital use and Research and Development (R&D) rates according to their enterprises.
The concentrate likewise recommended that the expansion in industry-changed working
returns could be inferable from an increment in resource turnover rather than an
increment in working edges.
CHAPTER 3
RESEARCH OF METHODOLOGY
The find out about of this paper is descriptive. The secondary records have been used to
accumulate information. Number of press releases, lookup publications, journals and
newsletters from quite a number Internet web sites related to this mega merger 2020 has
been used for the study. Reserve Bank of India (RBI) legitimate internet site is been
used for gathering records on overall performance of amalgamating Banks.Secondary
data is a type of data that has already been published in books, newspapers, magazines,
journals, online portals etc. Tere is an abundance of data available in these sources
about your research area in business studies, almost regardless of the nature of the
research area. Therefore, application of appropriate set of criteria to select secondary
data to be used in the study pays an important role in terms of increasing the levels of
research validity and reliability. These criteria include, but not limited to date of
publication, credential of the author, reliability of the source, quality of discussions,
depth of analyses, the extent of contribution of the text to the development of the
research area etc.
CHAPTER 4
DATA ANALYSIS
In this exploration paper we have utilized different proportions and factors, for example,
overall revenue, revenue-total stores, absolute resources and market capitalization for
assessing the pre-consolidaton and post-consolidation effect of Punjab National bank,
oriental bank of trade and joied bank of India.
year Earnings per share Net interest margin Market capitalization Profit margi
ratio
PNB OBC UBI PNB OBC UBI PNB OBC UBI PNB OB
2015 18.78 16.58 3.78 2.74 2.20 2.05 261,414.5 61,349.1 23,884.2 14.44 2.4
0
2016 - 5.20 -3.36 2.29 2.26 1.76 166,316.7 27,481.1 15,992.8 -15.73 0.7
19.32 0
2017 4.14 -31.82 1.86 2.08 1.94 1.36 318,982.4 48,758.1 32,070.2 3.47 -5
0
2018 - -168.09 -9.65 1.94 1.93 1.03 231,158.5 31,709.2 19,757.1 -50.31 -3
54.63 0
From the above table we can say that the money related show of the banks is improving
as the Earning per piece of PNB has extended from - 54.63 to - 29.68. The current net
interest edge is 2.21 which suggests that the Interest edge has furthermore extended
when stood out from all of the three banks pre-solidification. Furthermore, the mix
moreover incited a Market Captalization of 363,089 and an improvement in generally
speaking income from - 50.31 to - 38.5. From this data we can translate that the union is
earnestly influencing the financial show of the bank.
The net income edge extent assesses the how productive is the associations placing its
resources conversely, with its expenses on the endeavours of the association. The net
income edge of Punjab public banking, oriental bank of exchange and joined bank of
India is lessening bit by bit. Regardless, the exceptional edge of three associations is
positive that suggests banks put capably in all of the years.
MARKET CAPITALIZATION:
Market capitalization of the associations exhibits striking segments of stock. The market
capitalization of the Punjab public bank has decreased to 231,158.50 in 2018 that
suggests the Punjab public that infers they have confined resource and it is less secure
for monetary patrons to place assets into PNB. The oriental bank of business and joined
bank of India are not playing out all around stood out from Punjab public bank.
PROFIT:
The net income of the every one of the three associations is negative in the 2018
techniques the Punjab public bank, oriental bank of exchange and joined bank of India
cost of creation outperforms the total arrangements which shows association's frailty to
control costs. In 2017 oriental bank of exchange is (- 5.93) the association isn't
performing commendably when stood out from Punjab public bank and joined bank of
India.
The chart shows about the all-out stores of the Punjab public bank which
is contrasted and the stores of oriental bank of trade and joined bank of
India. In the year 2016 the stores were more than the 2019 stores in
Punjab public bank after the declaration of consolidation.
CHAPTER 5
CONCLUSION
The combination of Oriental Bank of Commerce and United Bank of India into PNB
became effective from April 1, 2020. "With this PNB has closed the combination and
relocation of information bases of the two banks, which welcomes every one of the
clients on the normal stage and empower them to execute flawlessly across bank's
organization just as utilize PNB's advanced Banking stages like Internet Banking and
Mobile Banking," it said.
The whole relocation has been finished without affecting any adjustment of client
account numbers, charge cards or net financial accreditations, the bank added. PNB MD
SS Mallikarjuna Rao, said, "this movement welcomes every one of our clients on a
solitary stage and gives the chance to consistent commitment. We will keep on giving
cutting edge administrations to every one of our clients".
PNB has finished this relocation action with negligible interruption and presently all
clients will actually want to partake in a variety of administrations on its more extensive
organization of branches, ATMs and vigorous computerized channels.
CHAPTER 6
REFERENCE
REFERENCES-
-Goyal, Krishn & Joshi, Vijay. (2011). Mergers in Banking Industry of India: Some
emerging issues, Asian Journal of Business and Management Sciences.
-Kuriakose Sony & Gireesh Kumar G. S (2010), “Assessing the Strategic and Financial
Similarities of Merged Banks: Evidence from Voluntary Amalgamations in Indian
Banking Sector”, Science & Society, Vol. 8, No. 1, 20
-www.unitedbank.co.in 8.
-https://www.netpnb.com/
-https://www.obcindia.co.in/
-https://timesofindia.indiatimes.com/blogs/economic-update/public-sector-banks-
merger-a-half-yearly-review
Drill Bit Similarity Report
A-Satisfactory (0-10%)
B-Upgrade (11-40%)
C-Poor (41-60%)
D-Unacceptable (61-100%)
7 SIMILARITY %
13
MATCHED SOURCES
A
GRADE
2 www.icsi.edu 1 Publication
6 www.imf.org 1 Publication