Mod 8 FMS Investment Banking

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    InvestmentInvestment

    BankingBanking

    http://www.iamee.in/index.html
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    overviewoverview

    IntroductionFunctions and activitiesUnderwriting

    Bankers to an issueDebenture trusteesPortfolio managers

    Challenges faced by investmentbankersPrivate equity-functions, strategies,

    services

    Recent developments in India

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    IntroductionIntroduction

    Investment banking is anAmerican synonym of merchantbanking.

    Merchant banking originated inthe 13th century in the Europeancountries.

    These are institutions whichprovide valuable services likeportfolio management, bills of

    exchange etc.

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    What is merchantWhat is merchant

    banking?banking?The term "merchant bank" came

    back into vogue in the late 1970swith the nascent private equity

    business of firms like Kohlberg,Kravis & Roberts (KKR).

    Merchant banking in its modern

    context refers to using one's ownequity (often accompanied byexternal debt financing) in a

    private transaction, as opposedto underwritin a ublic issue.

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    Origin of merchantOrigin of merchant

    bankingbankingMerchant banking in Britain

    started in the 13th century when afew private firms engaged

    themselves in foreign trade andfinance.

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    Indian scenarioIndian scenario

    During 19th century, the foreignmerchant bankers operated inIndia.

    SBI floated its merchant bankingdivision in the year 1972

    Other commercial banks followed

    SBI and started merchantbanking activities in ICICI 1973

    IFCI -1986

    IDBI - 1991

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    Functions of MerchantFunctions of Merchant

    BankerBankerAct as lead manager in the public and

    rights issue of new capitalAct as consultant or advisor in the public

    issue of new capital

    Underwriter offerings of new securitiesHelp companies to privately place issues

    of new securitiesProvide venture capital for high-

    technology firms and ventures promotedby unproven entrepreneurs

    Provides corporate restructuringservices such as mergers andacquisitions, divestitures etc.

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    Categories of MerchantCategories of Merchant

    BankersBankersSEBI grants certificates in four

    categories in order to perform MBactivities

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    Category ICategory I

    This class of merchant bankers carryon activities associated with issuemanagement such as preparation of

    prospectus and other informationrelating to the issue, determinationsof the financial structure,arrangement of financiers,

    allotment and refund of subscription.

    They are also permitted to perform

    the roles of advisor, consultant,

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    Category IICategory II

    This category of Merchantbankers is allowed to carry outthe roles ofadvisor, consultant,

    co-manager, underwriter andportfolio manager

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    Category IIICategory III

    This class of merchant bankers isallowed to act as underwriters,advisor, and consultant

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    Category IVCategory IV

    This category of merchantbankers are only allowed to actas advisor, or consultant

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    Services of MerchantServices of Merchant

    BankersBankers1. Corporate counselling

    2. Project counselling

    3. Loan syndication

    4. Management of capital issues

    5. Corporate advisory services

    6. Portfolio management

    7. Advisory services to mergersand take overs

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    8. Consultancy to sick industrialunits

    9. Leasing

    10.Issue management

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    Qualities of MerchantQualities of Merchant

    BankerBanker1. The merchant banker must have

    knowledge and informationabout the capital markets,

    trends in stock exchange,psychology of the investingpublic, and technological andeconomical changes in the

    country2. They must have ability to

    analyse and evaluate varioustechnical, financial andeconomical aspects concerning

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    3 they must safeguard the interest ofthe investing public

    4. The merchant banker should realizethe changing environment of capital

    market and keep cordial relationshipwith the investors5. They must be able to develop

    innovative capital market

    instruments for satisfying thechanging needs of investors6. The merchant banker must be able

    to restrict the function to be

    performed and concentrate anddevelop their strength to keep costs

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    Problems faced by merchantProblems faced by merchant

    bankersbankersStipulation of networth of Rs 1

    crore for authorisation ofmerchant bankers creates

    problems for professionalMerchant bankers.

    Issuing companies not

    cooperating for timely allotmentof shares and refund ofapplication money to theinvestor.

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    Future prospects of MerchantFuture prospects of Merchant

    banking in Indiabanking in India1. Growth of primary market

    2. Entry of foreign investors

    3. Changing policy of financial

    institutions

    4. Development of debt market

    5. Corporate restructuring

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    Principal steps in issue ofPrincipal steps in issue of

    prospectusprospectus1. Design and vetting of prospectus

    2. Nature of instrument

    3. Financial results

    4. Risk factors

    5. Pricing of the issue

    6. Appointment of underwriters

    7. Appointment of bankers

    8. Appointment of registrars

    9. Appointment of brokers and

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    Filing of the prospectus with theFiling of the prospectus with the

    Registrar of CompaniesRegistrar of Companies1. printing and dispatch of prospectus

    and application form

    2. Filing of initial listing application

    3. Promotion of the issue4. Statutory announcement

    5. Collection of applications

    6.Processing of applications

    7. Establishing the liability ofunderwriters

    8. Allotment of shares

    9. Listing of the issue