TABLE OF CONTENTS
1. TABLE OF CASES;
2. CHAPTER I – INTRODUCTION;
~ History and Evolution of the Indian Banking System;
~ Overview of the Indian Banking Industry and the emergence of the Merger wave;
~ The Indian Banking System-Progress so Far;
~ Research Methodology;
3. CHAPTER II - CONSOLIDATION IN THE INDIAN BANKING INDUSTRY:
~ Merger-Growth and Diversification 'through Consolidation;
~ The race for size, efficiency, synergies and profitability;
~ Why merger in Banks-A necessity?
~ Objective behind mergers and acquisitions in banking industry ~ Benefits of Bank Mergers;
~ Why Consolidation in the Indian Banking Industry?
~ Risk Associated with Consolidation;
4. CHAPTER III -THE EXISTING LEGAL FRAMEWORK GOVERNING BANK MERGERS:
I) Compliance with the Regulations of the Banking Regulation Act;
"Voluntary Amalgamation-Section 44A
~ Banking Regulation Act to override memorandum and articles of association;
~ Compulsory Amalgamation-Section 45. " Protection of Depositor's Interest;
II) Procedural Aspects of Bank Mergers:
a. Merger of a private bank with a nationalized bank;
b. Merger of a nationalized bank with State Bank of India {SBI);
c. Merger of a nationalized bank with a subsidiary bank of State Bank of India;
d. Merger of a private bank with State bank of India or its subsidiaries;
e. Merger/ Amalgamation in the cooperative banking sector and Regional Rural Banks;
f. Merger/Amalgamation of a Non- Banking Financial Company.
5. CHAPTER IV- THE RESERVE BANK OF INDIA'S MERGER REVIEW PROCESS:
I) The Regulation and Supervision of Amalgamation of Banks by the RBI;
II) The Role of the RBI vis-it-vis the Role of the Courts in effecting the merger/amalgamation of banks:
a. Role of the Courts in Corporate Mergers and Amalgamations;
b. Role of the Courts in the amalgamation of banks;
6. CHAPTER V - EMPLOYMENT IMPACT OF MERGERS IN THE INDIAN BANKING SECTOR:
Interests of the employees in Corporate Mergers;
Interests of the employees in Bank Mergers;
7. CHAPTER VI -TAX IMPLICATIONS AND ACCOUNTING ASPECTS OF MERGERS AND ACQUISITIONS IN THE BANKING INDUSTRY:
a. Accounting Procedure.
b. Taxation;
c. Valuation methods:
A) Earnings based valuation;
B) Market based valuation;
C) Asset based valuation;
d. Methods of acquisition pricing;
e. Bank earnings and stock prices: Which earnings matter?
f. Evidence from market responses to bank M&A announcements;
8. CHAPTER VII -INTERNATIONAL DIMENSIONS IN CROSS BORDER MERGERS IN THE BANKING SECTOR:
~ Consolidation in Asian Countries;
~ Foreign Bank stakes in Indian Banks;
~ RBI's road map for foreign banks in India:
a. Phase I: (March 2005 to March 2009):
1. New Banks - first time presence;
2. Existing banks - Branch expansion policy;
3. Conversion of existing branches to Wholly Owned Subsidiaries;
4. Acquisition of Shareholding in Select Indian Private Sector Banks;
b. Phase II: (March 2005 to March 2009):
1. According Full National Treatment to Wholly Owned Subsidiaries of Foreign Banks;
2. Dilution of Stake in Wholly Owned Subsidiaries;
3. Mergers and Acquisition of any Private Sector Bank in India;
>- Impact of Basel II Accord in Bank mergers;
9. CHAPTER VIII - CONCLUSION:
a) Why bank mergers do not succeed?
b) How to make bank mergers successful?
1. IT implication;
2. Human resources issue;
3. Cultural shift;
4. Shareholder value;
c) The Road ahead for consolidation in the Indian Banking Industry;
d) Problems and Suggestions/solutions;
. BIBLIOGRAPHY