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Corporate and Business Laws




                    Notes          15.  The certificate to commence business entitles the company to commence business given in
                                       the main ……………..clause of the memorandum.




                                     Case Study  Holding Co-formation: SBI ‘Putting Everything in
                                                 Place’


                                          BI on its way to form a holding company for its insurance and asset management
                                          ventures, will ensure that all legal issues, some of which had cropped up recently
                                     Swhen the ICICI group initiated a similar plan, are adequately addressed.
                                     SBI, which may allow a few strategic investors to take minor stakes in the company, is
                                     looking at a smooth formation, Mr O.P. Bhatt, Chairman, said.

                                     The bank’s plan assumes significance in the context of the recent move by its peer, which
                                     had faced certain critical issues, at least temporarily.
                                     SBI, which will in due course consider the possibility of listing the holding outfit too,
                                     intends to go ahead with its formation fairly early. The company will enable the bank to
                                     bring about greater synergy in its operations, it is felt.
                                     Insurance, MF business

                                     The holding company is aimed at SBI’s insurance and mutual funds businesses. The insurance
                                     company, a joint venture with Cardiff, is known to be making quick strides in a rapidly
                                     evolving market.

                                     The funds business, a joint venture with Societe Generale, has recently crossed a crucial
                                     landmark on the AUM (assets under management) front. Both Cardiff and SG are large
                                     players internationally.
                                     Credit, Deposit Growth
                                     The bank on another front is targeting a credit growth of about 25 per cent and a deposit
                                     growth of about 20 per cent. It is also aiming to shore up its capital base adequately. As
                                     things stand, the Government’s share in SBI’s equity will not come down below 55 per
                                     cent. It is now roughly 59 per cent.
                                     Incidentally, interest rates, the Chairman told newspersons while replying to a question,
                                     have more or less peaked.
                                     SBI, one of the select players permitted by the pension regulator to provide pension fund
                                     management, is lining up a separate company for the purpose.

                                     It intends to pursue the pension venture on its own and not tie up with any other entity,
                                     foreign or otherwise.
                                     Holding Co’s Valuation
                                     The proposed holding company’s valuation currently stands at about $7 billion, Mr Bhatt
                                     maintained, adding that the figure is based chiefly on the kind of business recorded by the
                                     State Bank group’s insurance company.

                                     The valuation is ‘live’ — it is expected to change frequently with time — and is based on
                                     calculations worked out by the bank internally. The strategic investors that may be allowed
                                     to come in by the bank will hold 5-10 per cent in the proposed company.
                                                                                                         Contd...




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