Tag: Merchant

  • Merchant Banking: Functions, Origin, and Evolution

    Merchant Banking: Functions, Origin, and Evolution

    Meaning of Merchant Banking: Dictionary meaning of Banking points at merchant bank as an organization that underwrites securities for corporations advises such clients on mergers and involves in the ownership of commercial ventures. The term “Merchant Banking” has been used differently in different parts of the world.

    Learn, Explain each topic of Merchant Banking: Functions, Origin, and Evolution!

    While in the UK, merchant banking refers to the “Accepting and issuing houses”, in the USA it knows as “Investment banking“. The word merchant banking has been so widely used that sometimes; it applies to banks who are not merchants, sometimes to merchants who are not banks, and sometimes to those intermediaries who are neither merchants nor banks. Explain the Organizational setup of Merchant Bankers in India!

    Functions of Merchant Banking:

    The basic function of a merchant banker is marketing corporate and other securities. Now they require to take up some allied functions also.

    A merchant bank now takes up the following functions:

    1. Promotional Activities:

    A merchant bank functions as a promoter of industrial enterprises in India He helps the entrepreneur in conceiving an idea, identification of projects, preparing feasibility reports, obtaining governmental approvals and incentives, etc. Some of the merchant banks also assist technical and financial collaborations and joint ventures

    2. Issue Management:

    In the past, the function of a merchant banker had mainly been confined to the management of new public issues of corporate securities by the newly formed companies, existing companies (further issues); and the foreign companies in dilution of equity as required under FERA In this capacity the merchant banks usually act as sponsor of issues.

    They obtain the consent of the Controller of Capital Issues (now, the Securities and Exchange Board of India) and provide several other services to ensure success in the marketing of securities. The service provided by them includes the preparation of the prospectus, underwriting arrangements, appointment of registrars, brokers, and bankers to the issue, advertising and arranging publicity and compliance of listing requirements of the stock exchanges, etc.

    They act as experts of the type, timing, and terms of issues of corporate securities and make them acceptable for the investors on the one hand and also provide flexibility and freedom to the issuing companies.

    3. Credit Syndication:

    Merchant banks provide specialized services in preparation of the project, loan applications for raising short-term as well as long-term credit from the various bank and financial institutions, etc. They also manage Euro-issues and help in raising funds abroad.

    4. Portfolio Management:

    Merchant banks offer services not only to the companies issuing the securities but also to the investors. They advise their clients, mostly institutional investors, regarding investment decisions. Merchant bankers even undertake the function of purchase and sale of securities for their clients to provide portfolio management services. Some merchant bankers are operating mutual funds and offshore funds also.

    5. Leasing and Finance:

    Many merchant bankers provide leasing and finance facilities to their customers. Some of them even maintain venture capital funds to assist entrepreneurs. They also help companies in raising finance by way of public deposits.

    6. Servicing of Issues:

    Merchant banks have also started to act as paying agents for the service of debt- securities and to act as registrars and transfer agents. Thus, they maintain even the registers of shareholders and debenture holders and arrange to pay dividends or interest due to them

    7. Other Specialized Services:

    In addition to the basic activities involving the marketing of securities, merchant banks also provide corporate advisory services on issues like mergers and amalgamations, tax matters, recruitment of executives and cost and management audits, etc. Many merchant bankers have also started making bought-out deals of shares and debentures. The activities of the merchant bankers are increasing with the change in the money market.

    Origin of Merchant Banking:

    The origin of merchant banking can trace back to the 13th century when a few families-owned and managed firms engaged in the sale and purchase of commodities were also found to engage in banking activity. These firms not only acted as bankers to the kings of European States, financed coastal trade but also borne exchange risk.

    To earn profits, they invested their funds where they expected higher returns despite the high degree of risk involved. They charged very high rates of interest for financing highly risky projects. In turn, they suffered heavy losses and had to close down. Some of them restarted the same activity after gaining financial strength. Thus merchant Banking survived and continued during the 13th century.

    Later,

    Merchant Bankers were known as “Commission agents” who handled the coastal trade on a commission basis and provided finance to the owners or supplier of goods. They made investments in goods manufactured by sellers and made huge profits. They also financed continental wars. The sole objective of these merchant bankers was profit maximization by making investments in risky projects.

    Then came the industrial revolution in England. The scope of international trade widened to include North America and other continents. Many people were attracted to take up merchant banking activities to transfer the machine-made goods from European nations to other nations and colonies and bring raw material from other nations and colonies to Europe and to finance such trade.

    During the early nineteenth century, merchants indulged in overseas trade and earned a good reputation. They accepted the bills of the lesser reputed traders by guaranteeing the holder to receive full payment on the due date. This practice of accepting bills has grown over the years with expansion in trade and has become part of merchant banking activity.

    Merchant Banking Functions Origin and Evolution
    Merchant Banking: Functions, Origin, and Evolution! Image credit from #Pixabay.

    Evolution of Merchant Banking:

    Hundi” was the main instrument of credit used by indigenous bankers before the coming of western merchants in India. It was in 1813 when merchants came from European countries to trade with India. Agency houses were set up by merchant bankers based in London.

    These agency houses raised deposits at cheaper rates of interest viz. 4% to 5% from their home and made advances to native merchants at 10% to 12%; and also, they charged high commissions on every kind of service provided to the clients.

    Easy availability of money at the spot from the agency houses had eliminated the role of acceptance house or merchant banking in India. It was only with the entrance of East India Company that restrictions were put on the operation of agency houses.

    During the 19th century,

    Foreign merchant bankers operated in India through “East India House”. East India House members moved into real estate business viz. tea and rubber plantation, cotton mills, etc. They faced tough competition from Persian finance houses who were willing to grant credit to the trade with India.

    It was in 1860 when the merchant’s interest in joint-stock banking started growing and with their investments, they floated joint-stock banks. Some new banks were founded which included Orient Bank in 1845, Chartered Bank of India and Asia in 1853, Chartered Mercantile Bank of India, London & China in 1857, and so on.

    These banks financed trade transactions. The control and management of these banks lied with managing agents. Also, the managing agency system enabled a single firm to look after several firms in complementary industries.

    With the result,

    The banking industry flourished in India with the support of London-based merchant bankers; and, the merchants who had full control of the Board. Telegraphic transfers improved banking links and the business.

    The managing agents acted as merchants banks and performed functions of promoting financing and marketing of securities. They developed strong roots in depth of India’s economic, commercial and industrial structure. Also, they served the industry, trade, and commerce as the merchant bankers were doing in the UK; and, European countries or the investment bankers were doing in the USA.

    Managing agents acquire a large share of investible capital initially; and, later on, dispose of the shares once the company gets established. In other words, Managing Agency Houses acted as an issue house for securities. It founds that 600 industrial establishments did manage under the managing agency system in 1951.

    Few Indian managing agency houses did also established in pre-World War II who started as the family business, later on, converted into partnership and public limited companies.

    Examples of prominent managing agency houses included:
    • Tatas,
    • Birlas,
    • Dalmia’s,
    • Singhanias,
    • Thapar’s,
    • Narang’s etc.

    These managing houses had the necessary skills and expertise which helped in the development of projects.

    Functions performed include:
    • Investing funds like venture capital in promoting the enterprise.
    • Assist the enterprises in procuring finance by guaranteeing bank loans and advances.
    • Raising public deposits.
    • Enter into negotiation with foreign capitalists.

    Thus, they acted as intermediaries of investment by holding the shares of new companies; motivating people to invest, and keeping deposits for investment.

    In Post-World War II, Amendments in the Companies Act, 1956 led to the streamlining of the procedure for capital issues and facilitated the growth of the capital market in India.

    To speed up the pace of economic development, efforts did make to channelize household savings into investment in industry and trade. Significant amendments did make in the Companies Act, Capital Issues (Control) Act, Banking Companies Act to regulate the growth of business enterprises.

    In 1948,

    Industrial Finance Corporation of India (IFCI) did set up to provide long and medium-term finance to industrial enterprises and underwrite new securities. At the state level, State Financial Corporations did also established in 1951 to provide financial assistance to the industry.

    In 1955,

    The Industrial Credit and Investment Corporation of India (ICICI) did set up to provide developmental finance to industrial concerns. Also, ICICI invests in equity by way of direct subscription and also underwrites shares and debentures.

    Many more financial and investment institutions emerged at national and state levels e.g. LIC, RCI (Refinance Corporation for Industry), Industrial Development Bank of India (IDBI), Unit Trust of India (UTI), State Industrial Development Corporation (SIDC), etc. over the years.

    The basic objectives of setting up all these institutions were to boost the industrial sector, improve the capital market; make finance easily available and support the investment climate in the country. These institutions also underwrite the capital issues besides the lending support of broking houses.

    The need for merchant banking services did widely felt. It was during this period that National & Grindlays Bank (now Grindlays Bank) took a lead by taking up merchant banking activities; and announced the inauguration of its “Merchant Banking Division” in January 1969.

  • Merchant Banks: Definition, Nature, and Characteristics

    Merchant Banks: Definition, Nature, and Characteristics

    Merchant Banks is a combination of Banking and consultancy services, Banks Essay, Definition, Nature, Functions, and Characteristics. It provides consultancy to its clients for financial, marketing, managerial and legal matters. Consultancy means providing advice, guidance, and service for a fee. It helps a businessman to start a business. It helps to raise (collect) finance. Also, They help to expand and modernize the business. It helps in the restructuring of business. This helps to revive sick business units. It also helps companies to register, buy and sell shares at the stock exchange. Also learned, Set-Up of Merchant Banking.

    Learn, Explain Banks of Merchant Banking: Definition, Nature, and Characteristics.

    Definition: Banking can define as a skill-oriented professional service provided by banks to their clients, concerning their financial needs, for adequate consideration, in the form of a fee. The Concept of Merchant Banking is studying and explains – Definition, Nature, Functions, and Characteristics. 

    Definition of Merchant Banking:

    The Notification of the Ministry of Finance defines merchant banker as;

    “Any person who is engaged in the business of issue management either by making arrangements regarding selling, buying or subscribing to securities as manager-consultant, adviser or rendering corporate advisory services in relation to such issue management.”

    The Amendment Regulation specifies that issue management consists of a prospectus and other information relating to the issue, determining the financial structure, tie-up of financiers, and final allotment and refund of the subscriptions, underwriting, and portfolio management services.

    In the words of Skully,

    “A Merchant Bank could be best defined as a financial institution conducting money market activities and lending, underwriting and financial advice, and investment services whose organization is characterized by a high proportion of professional staff able to able to approach problems in an innovative manner and to make and implement decisions rapidly.”

    Nature of Merchant Banking:

    It is skill-based activity and involves serving every financial need of every client. It requires a focused skill-base to provide for the requirements of the client. As well as SEBI has made the quality of manpower one of the criteria for registration as a banker. These skills should not be concentrated in issue management and underwriting alone, which may hurt business.

    Merchant bankers can turn to any of the activities mentioned above depending upon resources, such as capital, foreign tie-ups for overseas activities, and skills. The depth and sophistication in the banking business are improving since the avenues for participating in capital market activities have widened from issue management and underwriting to private placement, bought out deals (BODS), buy-back of shares, mergers, and takeovers.

    The services of merchant banks cover project counseling, pre-investment activities, feasibility studies, project reports, the design of the capital structure, issue management, underwriting, loan syndication, mobilization of funds from Non-Resident Indians, foreign currency finance, mergers, amalgamation, takeover, venture capital, buyback, and public deposits. Also, A Category-1 banker can undertake issue management only. Separate registration is not necessary to carry on the act as the underwriter; next, we are going to study the functions of banking.

    Functions of Merchant Banking Organization:

    The following functions of merchant banking below are:

    1] Portfolio Management:

    Banks provide advisory services to institutional investors, on account of investment decisions. Also, They trade in securities, on behalf of the clients, to provide portfolio management services.

    2] Raising funds for clients:

    Banking organization assists the clients in raising funds from the domestic and international market, by issuing securities like shares, debentures, etc., which can be deployed for starting a new project or business or expansion activities.

    3] Promotional Activities:

    One of the most important activities of banking is the promotion of a business enterprise, during its initial stage, right from conceiving the idea of obtaining government approval. There is some organization, which even provides financial and technical assistance to the business enterprise.

    4] Loan Syndication:

    Loan Syndication means service provided by the bankers, in raising credit from banks and financial institutions, to finance the project cost or working capital of the client’s project, also termed as project finance service.

    5] Leasing Services:

    Banking organizations render leasing services to their customers. Also, Some banks maintain venture capital funds to help entrepreneurs.

    They help in coordinating the operations of intermediaries, concerning the issue of shares like registrar, advertising agency, bankers, underwriters, brokers, printers, and so on. Further, it ensures compliance with the rules and regulations, of the capital market.

    Merchant Banking Definition Nature and Characteristics
    Merchant Banking: Definition, Nature, and Characteristics! Image credit from #Pixabay.

    Characteristics of Merchant Banking:

    They are below as;

    • The high proportion of decision-makers as a percentage of total staff.
    • Quick decision process.
    • Also, The high density of information.
    • Intense contact with the environment.
    • Loose organizational structure.
    • A concentration of short and medium-term engagements.
    • Emphasis on fee and commission income.
    • Innovative instead of repetitive operations.
    • Sophisticated services on a national and international level.
    • Also, The low rate of profit distribution, and.
    • High liquidity ratio.
    Qualities of a Banker:
    • Ability to analyze.
    • Also, Abundant knowledge.
    • Ability to built up a relationship.
    • Innovative approach, and.
    • As well as Integrity.

    Merchant Banking in India:

    The activity was formally initiated into the Indian capital markets when Grind lays the bank received a license from Reserve Bank in 1967. Grind lays started with the management of capital issues, recognized the needs of the emerging class of entrepreneurs for diverse financial services ranging from production planning and system design to market research.

    Even it provides management consulting services to meet the requirements of the small and medium sectors rather than a large sector. Also, Citibank set up its banking division in 1970. The various tasks performed by these divisions namely assisting new entrepreneurs, evaluating new projects, raising funds through borrowing, and issuing equity.

    Indian banks started banking services as a part of the multiple services they offer to their clients from 1972. The state bank of India started the banking division in 1972. In the initial years, the SBI’s objective was to render corporate advice and assistance to small and medium entrepreneurs.

    Merchant banking activities are of course organized and undertaken in several forms. Commercial banks and foreign development finance institutions have organized them through formation divisions, nationalized banks have formed subsidiaries companies and share brokers and consultancies constituted themselves into public limited companies or registered themselves as private limited companies. Some banking outfits have entered into the collaboration with bankers abroad with several branches.

  • Explain the Organizational set up of Merchant Bankers in India!

    In India a common Organizational set up of merchant bankers to operate is in the form of divisions of Indian and Foreign banks and Financial institutions, subsidiary companies established by bankers like SBI, Canada Bank, Punjab National Bank, Bank of India, etc. some firms are also organized by financial and technical consultants and professionals. Securities and Exchanges Board of India (SEBI) has divided the merchant bankers into four categories based on their capital adequacy. Each category is authorized to perform certain functions. Also learned, Creative Accounting, Explain the Organizational set up of Merchant Bankers in India!

    Learn, here are, Explain the Organizational set up of Merchant Bankers in India!

    Defines merchant banker as:

    “Any person who is engaged in the business of issue management either by making arrangements regarding selling, buying or subscribing to securities as manager-consultant, adviser or rendering corporate advisory services in relation to such issue management.” 

    From the point of Organizational setup, India’s merchant banking organizations can be categorized into 4 groups on the basis of their linkage with parent activity.

    They are:

    1. Institutional Base:

    Where merchant banks function as an independent wing or as the subsidiary of various Private/ Central Governments/State Governments Financial institutions. Most of the financial institutions in India are in the public sector and therefore such set up plays a role on the lines of governmental priorities and policies.

    2. Banker Base:

    These merchant bankers function as a division/ subsidiary of the banking organization. The parent banks are either nationalized commercial banks or the foreign banks operating in India. These organizations have brought professionalism in the Merchant Banking sector and they help their parent organization to make a presence in the capital market.

    3. Broker Base:

    In the recent past, there has been an inflow of Qualified and professionally skilled brokers in various Stock Exchanges of India. These brokers undertake Merchant Banking related operating also like providing investment and portfolio management services.

    4. Private Base:

    These merchant banking firms are originated in private sectors. These organizations are the outcome of opportunities and scope in the merchant banking business and they are providing skill oriented specialized services to their clients. Some foreign merchant bankers are also entering either independently or through some collaboration with their Indian counterparts.

    Private Sectors merchant banking firms have come up either as the sole proprietorship, partnership, private limited or public limited companies. Many of these firms were in existence for quite some time before they added a new activity in the form of merchant banking services by opening new division on the lines of commercial banks and All India Financial Institution (AIFI).