MALAYSIA

By Neva Arboleda

Consolidation in Malaysian Banking System Almost Complete

The quarter saw ten acquisitions, with arguably the most significant being RHB Bank's acquisition of Bank Utama from the Utama Banking Group. This exercise is in line with Malaysia's Financial Sector Master Plan (FSMP). The FSMP was in response to the 1997-1998 crisis that left Malaysia's financial institutions shaken and destabilized. One aspect of the plan is a merger program initiated by Malaysia's Central Bank, Bank Negara Malaysia (BNM). BNM aimed to consolidate the banking industry into ten banking groups or “anchor banks,” therefore creating a core group of strong, well-capitalized banking institutions. To ensure sufficient capitalization, BNM imposed on Dec. 31, 2001, an increase in the minimum capitalization requirement of MYR2 billion ($526 million) for the domestic banking groups.

The banks are optimistic that the activity, which will equip them with improvements in operating efficiencies, increase client base, and widen the range of financial products and services, would enable them to tackle the challenges brought about by the entrance of foreign players through Malaysia's participation in the General Agreement on Trade and Services and the ASEAN Framework Agreement on Services.

RHB Bank almost did not complete its merger with RHB Bank Bhd and Bank Utama (M) Bhd last December 2002 when Tan Sri Abdul Rashid Hussain, founder and executive chairman of RHB admitted that there were still unfinished businesses particularly with the acceptance level for the voluntary partial offer, which is deemed to fall short of the 75-percent target. The offer would see RHB Capital BHD shareholders swapping their stock for RHB shares and irredeemable convertible unsecured loan stocks. RHB extended the original closing date of the offer from Dec. 12 to Dec. 18, which was seen by some analysts as a sign of the low acceptance rate for the offer. An acceptance level of 66 percent means that the Utama Banking Group would have to make a general offer for the remaining RHB shares it does not own. The group has yet to apply to the Securities Commission for a waiver on a general offer. The completion of the voluntary partial offer is also needed for RHB to still control RHB Capital should the holders of RHB bonds due in 2007 exercise their warrants and convert them into 340.4 million new RHB Capital shares.

On Dec. 24, 2002, RHB announced the completion of the sale and purchase agreement between RHB, RHB Bank, Cahya Mata Sarawak Bhd, and Utama Banking Group Bhd for the acquisition of Bank Utama. The final purchase price of MYR1.8 billion ($474.8 million) was fully paid by RHB on behalf of RHB Bank, to UBG via a cash payment of MYR937 million ($246.58 million), the issuance of MYR463.65 million ($122.01 million) nominal value RHB ICULS-A; and issuance of MYR403.47 ($106.2 million) nominal value RHB ICULS-B. The level of acceptance for RHB Capital Shares stood at 67.34 percent and 52.05 percent for RHB Capital Warrants.

This merger represents the last part of Malaysia's banking consolidation process. The focus now is on the strengthening of the core businesses of these banks as they strive to face the challenges of a liberalized financial sector. Market forces are expected to further consolidate these banks into larger banking institutions with the rest serving niche markets.

The ten remaining anchor banks in Malaysia are:

  • Maybank – Malaysia's largest bank, which took over Pacific Bank, Phileo Allied Bank, and two finance companies
  • Bumiputra-Commerce Bank
  • RHB Bank
  • Public Bank
  • Arab-Malaysian Group
  • Hong Leong Bank
  • Perwira Affin Bank
  • Southern Bank
  • Eon Bank and Alliance Bank

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