Banking merger favoured

Press, 19 August 1981, Page 25

Banking merger favoured

NZPA Sydney Stockholders of the Commercial Banking Company of Sydney have voted overwhelmingly in favour of the bank merging its activities with the National Bank of Australasia, Ltd. The arrangement requires the payment of 175 c and two National Bank shares for each ordinary 100 c share or convertible note issued by the CBC. . . The two banks will unite from October 1. beginning a rationalisation of banking business that is expected to take two years to complete. The chairman of CBC (Sir Robert-Crichton Brown) said the directors favoured the merger as being advantageous to shareholders, management, staff, and customers of the CBC. Four meetings were convened by the CBC to fulfil the technical conditions of the merger set down by the Supreme Court of New South Wales or to satisfy the re-

quirements of the State Companies Act.; At the . three Supreme Court ordered meetings the voting entitlement was one vote per ordinary share or unsecured convertible note held. At the first meeting, open only to holders of ordinary one dollar CBC shares, 6610 shareholders holding 28.2 million CBC ordinary shares voted in favour of the merger, either by proxy or at the ballot taken of the 110 people attending. This meant 98.9 per cent of the shareholders holding 96.9 per cent of the shares supported the merger proposals. At the second meeting which was open to all CBC shareholders “other than the National Bank of Australasia, Ltd. and members holding CBC shares on its behalf.” 98.8 per cent of the eligible shareholders holding 96.8 per cent of the relevant shares favoured the proposals.

An extraordinary meeting of the company voted unanimously on a show of hands to support two technical resolutions to facilitate the allocation of National Bank shares to CBC shareholders.

The voting at the fourth meeting, which was open to holders of CBC convertible notes recorded that 99.3 per cent of voting noteholders holding 99.9 per cent of the votes cast favoured the proposals. , . Sir Robert told shareholders that the cash and share certificates from the National Bank of Australasia would be sent to them in October.

The CBC would report the result of the meeting to the Supreme Court to seek the necessary court orders to complete the legal formalities of the merger, he said. The combined banking group would be in a much stronger position in the market place with nearly 1300

branches, a staff.of more ; than 18.000 and combined assets exceeding : sAustls.oooM. : “The bank will have a i capital- base of sufficient size ; to enable greater participa- I tioh in the various resources I projects coming on stream in j Australia than would have j been possible by either pre- • sent bank,” Sir Robert said. ■ “Geographically, the merg- I ing of the two banks has an excellent impact on their ; respective ’branch networks. 1 CBCs strength in New South ; Wales complements the . National’s strength in Victo- ; ria and Queensland. This ' geographic balance will make the new enlarged bank j less vulnerable, to a down- ■ turn in particular markets ■ and unfavourable seasonal ‘ conditions in rural areas.” i

The decisions by CBC ' stockholders match those ap- i proved by National Bank ; stockholders at an extra- i ordinary meeting of resolu- j tions facilitating the merger ) last month. j