Corp Banking
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Transcript of Corp Banking
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CORPORATE
BANKING
Presenter:
Prof. Vighneswar
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CORPORATE BANKING
Our Focus of discussion:
The Nature of Corporate
BankingDevelopments in
Corporate Banking
Consortium FinanceMultiple Banking
Arrangements
Loan Syndication
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Nature of Corporate Banking
Corporate or wholesale banks normally supply capital for business
ventures and construction activities on a long-term basis. Wholesale
banking is an umbrella term encompassing the products and services that
a commercial bank provides to its corporate customers.
Historically, wholesale banks focused primarily on large and
medium-sized businesses because the average dollar/rupee value
of transactions in these segments was high.
Technology has become the key enabler and
differentiator for many products and services.
Large corporate customers and downstream correspondents
demand increasingly sophisticated products from their banks at
the lowest possible cost.
In this pressure-packed environment, wholesale bankers
have two basic choices either ensure their current
operation at peak efficiency so as to effectively meet its
customers needs, or develop alternative strategies outside
their current operations environment.
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DEVELOPMENTS IN CORPORATE BANKING
Significant changes are underway in corporate banking.
The corporate customers are now altering the nature of the relationship,
which was previously dictated by banks, that selected business and imposed
charges at will.
Corporate customers are:consolidating treasury activity,
reducing their transaction costs, and
integrating financial processes.
Some corporate customers are transferring account administration to in-
house banks to provide cash pooling structure services normally supplied byexternal banks to business units in order to effectively centralize their
liquidity.
Many are also subsequently setting up paymentfactories or shared service
centers to rationalize the payment settlement process, enabling them to
profit from cash reserves to an unprecedented extent.
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Research by MOW* on
Corporate Banking
*Mercer Oliver Wyman, a consultancy specializing in financial services strategy and risk managementconsulting.
Research by MOW suggests that the capacity and capital areleaving the sector permanently, and banks remaining active in this
sector were able to do so only with much greater discipline around
defining core relationships.
The most significant changes in Corporate segment are as follows:
1. The initial enthusiasmand subsequent disillusionmentwithintegrated corporate lending and investment banking
strategies.
2. The rapid development of secondary markets-especially the
credit derivative market- as additional channels to manage and
offload risk.3. The attendant development of active loan portfolio
management as the primary means by which banks re-engineer
the composition of their loan books.
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Business Drivers
in Corporate Banking
Technology:The ability to provide access
to systems across the
enterprise, via the Internet
Business: Being able to manage a
relationship-based client
management model acrossproduct/service lines, with a
delivery channel that demands
the provision of an integrated
service (i.e. the Internet).
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Areas for Success in Corporate
Banking
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Corporate
Banking
Consortium
Finance
Multiple Banking
Arrangements
Loan
Syndication
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Corporate Banking
Funded Services:Working Capital Finance
Bill Discounting
Export Credit
Short Term Finance
Structured Finance
Term Lending
Non-Fund Services:Letters of Credit
Collection of Documents
Bank Guarantees
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Long-term Commercial Loans
A loan that is structured and supported specifically by the operation and
performance of a specific business or enterprise is called a commercial loan.
These loans are based on the proven successful or projected performance of
the business itself, and are totally dependent on the historical profitability of
the specific operation.
Business loans (or lines of credit) are generally issued directly to the borrowers
by banks who can actually become partners in the cash flow of the operation.
The purposes for longer commercial loans vary greatly, from purchases of
major equipment and plant facilities to business expansion or acquisition
costs.
The asset being acquired is usually used as security for these loans; besides,
financial loan covenants are regularly required. Also, loans secured by real
estate can carry an extended term.
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CONSORTIUM FINANCE
The necessity of consortium/participation lending arises when the amount involved is
very large and beyond what a bank would like to risk under ordinary circumstances
for a single borrower beyond the prudential exposure norms.
Consortium is entered into for project financing (long term and working capital
requirement), deferred payment guarantees etc. This participation of banks enables
them to apply uniform standards, similar terms and conditions and exchange
information with regard to credit proposals. The participating banks acquire
common interest and share the advance and securities in the predetermined
proportions.
Consortium banks are specialist banks that are jointly owned by other banks and
operate in the wholesale financial markets. This practice is also known as
participation financing or joint financing.
Commercial banks in India have started granting advances on a consortium basis not
only to public food procurement agencies but also to various public and private
companies
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CONSORTIUM
LEAD BANK
(AGENT)
PROJECT
PROPOSAL
FACILITATOR
MoU
DOCUMENTATION
LOAN DISBURSEMENTS
CREDIT MONITORING ARRANGEMENT
REMITTANCES
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Different types of Consortia
Severalbanksjoin infinancing
oneborrowerforworkingcapital
Severalfinancialinstitutions
and/orbanksjoin infinancing fixedassets
Whenborrowerwith differentunits eachengaged in
separate lineof productionand each unitis financedby sub-consortium
of banksunder theconsortiumof banks forthe borroweras a whole.
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* Participation loans should be differentiated with participationcertificates, which are securities representing a share in the shares fundassets. Investment corporations that also manage them establish thesefunds. The provided financial means are invested in shares, obligationsand other investment instruments, whose value is expected to grow froma long-term point of view. These certificates are marketable.
Consortium loans are called Participation* loans in USand are very popular.
Participation loans mean joint finance by more than one bank to the sameparty against a common security.
For example, an industrial company manufacturing heavy machinery requires an
advance limit of Rs.50 crore. Three banks say A, B and C join together and
sanction the limit of Rs.50 crore in equal or agreed proportions against the securityof entire raw materials, goods in progress and finished machinery. The borrowing
company and the security are thus common. All the participating banks have apari
passu charge (a charge ranking equally in priority) on the security. Of late banks in
India not only advance consortium finance for working capital but also for project
finance.
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Unitech Wireless,which plans tolaunch mobilephone services bythe end of 2009,was lent Rs 1,250crore last year by a
consortiumconsisting ofPunjab NationalBank, Canara Bank,
Bank of India,Oriental Bank ofCommerce, CentralBank of India andVijaya Bank.
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Processing a Proposal
Term of Advance
Documentation
Balance Confirmation Letters
StockStatements
Insurance
Review
Difference of Opinion among Participation Banks
Participation with Financial Institutions Other than
Banks
CONSORTIUM FINANCE
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Benefits of a Consortium
Spread of Risk
Collective Wisdom of Banks
Smaller banks could join the consortium andhave the benefit of the borrower clientele.
Consortium approach would enable to put an end tothe unhealthy approach of the banks snatching awaygood borrowal accounts
Speed of transaction, individual approach.
Due to a larger volume of a transaction themargin is usually lower.
Reduced administration for the client - thewhole sum is drawn through one Agent bank.
Positive publicity for the client.
Flexibility of draw down and repayment
schedule.
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ROLE OF THE LEAD BANK
The appraisal of credit proposal is done by the lead bank.
The borrower has to submit all the necessary papers and data regardingappraisal of its proposed limits to the lead bank, which in turn will arrange for
preparation of necessary project appraisal report and its circulation to other
member banks.
Lead Bank will also be responsible to submit the proposal to RBI for post
sanction scrutiny under Credit Monitoring Arrangement on behalf of theconsortium members and will further attend to correspondence with RBI in
this regard.
Lead Bank will however enjoy the freedom to sanction an additional credit up
to a pre-determined percentage in emergency situations.
The Lead Bank should however inform other members immediately together
with their pro-rata share.
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MULTIPLE BANKING ARRANGEMENTS
Joint financing or consortium financing should be
distinguished from multiple banking.
The borrower borrows from a number of banks under
separate agreements and securities are charged to them
separately.
Borrowers can avail any credit facilities from any number ofbanks without a formal consortium arrangement.
Where there are multiple banking arrangements it is possible that
security over an asset may be given to more than one lender (either
deliberately or accidentally) and where this has occurred, care must
be taken to ensure that the issue of priorities is properly addressed.
Apart from theparipassu charge, the individual banks may stipulate other
securities/collateral securities/third party guarantees as may be necessary.
Under multiple banking arrangements each bank should report under the
CMA, the facility extended by it to the borrowers enjoying total fundbased working capital credit limits of Rs.10 crore and above
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LOAN SYNDICATION
Syndicated loans are available for large established public limited
companies.
Loan syndication can be used to raise project finance as is done in
Eurodollar market and also for working capital needs.
It offers a good avenue to get the appropriate level of credit as determined
by requirements of the unit rather than policy posture and price determined
by credit rating of the borrower.
Loan syndication is an alternative to consortium financing. Syndicated
loans are most often for medium-term periods, which can mean from three to
ten years.
However, loans may be for longer periods that can range upto 20 years.
Banks engage in syndicated lending as they need to diversify their loan
portfolio in respect of country, sector etc., both as a matter of commercial
prudence and to comply with regulatory Capital Adequacy requirements.
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Procedure of Syndication
A syndicated credit is an arrangement between two or more lending institutions to provide a borrower a credit
facility using common loan documentation.
Loan syndication is done when a borrower wants to raise a relatively large amount of money quickly andconveniently and if the amount exceeds the exposure limits of any one bank and the borrower does not want to
deal with a large number of lenders.
A prospective borrower intending to raise resources through this method awards a mandate to a bank
commonly known as the LeadManager as against the nomenclature ofLeadBanker used for the leader of
the consortium. The mandate details out the commercial terms of credit and the prerogatives of the mandated
banks in resolving contentious issues in the course of transactions.
The lead bank seeks to create a lending facility, defined by a single loan agreement, in which several or many
banks participate.
The major benefits reaped by corporates in syndication are amount, tenor and price.
The syndication method reverses the current practice where the corporate borrower faces rigid terms in a take
itor
leave itsituation. The cost of syndication would vary with the credit of the borrowers and a higher creditstanding provides better terms.
Syndications make for efficient pricing and easy administering. As long as the banks do not lend below the
minimum lending rate and restrict syndications to only certain top grade companies, this method of financing
does not come into conflict with established banking practices.
The SBI and Canara bank are the major Indian public sector banks that have vast experience in international
loan syndications.
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A TYPICAL SYNDICATION PROCESS
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In loan syndication, the borrower approaches several
banks, which might be willing to syndicate a loan,specifying the amount and tenor for which the loan is to
be syndicated.
On receiving a query, the syndicator or the lead
manager searches for banks that may be willing toparticipate in the syndicate.
The lead manager assembles a management group of
other banks to underwrite the loan and to market its
shares to other participating banks.
The mandate to organize the loan is awarded by the
borrower to one or two major banks after a competitive
bidding procedure.
Loan syndication process
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Two main phases that precede the signing of a
syndicated loan are:
The first is the negotiation of the relationship
between the borrower and the bank to arrange the
syndication, which culminates in the borrower
awarding a letter of mandate to that bank.
The second stage is the syndication process itself.
The mandated bank, usually called the arranger,
contacts other banks in the Euromarket and obtainscommitments to join the loan. During this stage, the
loan agreement is negotiated, finalized, and signed.
Loan syndication process
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The arranger is responsible for syndicating
the loan;hence it must know the borrower well enough
to answer questions from potential
participants who have no information about
the borrower.
The arranger bank also plays a crucial role in
pricing the loan. It must ensure that the
financial aspects of the loan are correct and
attractive enough to complete the syndicate.
The arranger helps the borrower choose the
banks to be invited into the syndicate.
The Role of an Arranger
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Steps in Loan Syndication
Source: United Nations Institute for Training & Research
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SYNDICATION VS. CONSORTIUM
Though in terms of dispersal of credit
risk, syndication is similar to consortium,
the freedom the borrower has in terms of
competitive pricing, the convenient mode
of rising long-term credit, and thediscipline that is sought to be achieved
through fixed repayment period under
syndicated credit is absent in consortium
financing.
Syndicated credit is a convenient mode of
raising long-term funds by borrowers.
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SUMMARY
Wholesale banking is an umbrella term encompassing the products
and services that a commercial bank provides to its corporate
customers.
Consortium loans are the loans that are jointly granted by more than
one bank to the same party against a common security.
Consortium banks are specialist banks that are jointly owned by
other banks and operate in the wholesale financial markets.
Banks finance on a participation basis due to following reasons:a) resources of the banks do not permit large advances, particularly in
the light of the credit control measures adopted by the RBI,
b) banks are able to diversify their risk by participating in big
advances.
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Under multiple banking a borrower borrows from a number of banks under
separate agreements; and securities are charged to them separately.
Syndicated loans have become an important corporate financing technique,
particularly for large firms and increasingly for mid-sized firms.
A syndicated loan can be defined as two or more (often a dozen or more)lending institutions jointly agreeing to provide a credit facility to a borrower.
While syndicates have many variations, the basic structure involves a lead
manager (the agent bank) that will represent and operate on behalf of the
lending group (the participating banks).
More specialized facilities, such as construction loans, export finance loans,
and bridge finance facilities, can also be syndicated. The interest rate of
syndicated facility is a floating one, in contrast to the fixed-rate instruments
found in debt markets.
SUMMARY ..
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