| CASE GAME
 The Case of The Insurance
      Merger
 Contd.
 Merging To
      Succeed 
        
          |  |  
          | Ashwin
            Parekh, Partner,
      Arthur Andersen |  The issue
      at hand is not just of size. Nor of the extent to which size can influence
      the transformation of IGIL. It is about the company's vision and its
      corporate objectives. This is where the confusion begins. And it is
      compounded by the fact that IGIL has different stakeholders with varied
      objectives. Take the first stakeholder-the State. It
      does not articulate its objectives. Whenever it does, it makes conflicting
      noises about privatisation and the protection of jobs. It has little say
      in day-to-day management. It is represented by board-members, both at IGIL
      and its subsidiaries, but these members do not know the mind of either the
      shareholder or the regulator. The second stakeholder is the management of
      the companies. This group, it may seem, has not provided effective
      leadership. Suhas Nair has a personal stake. He is fixated with leaving on
      a high note. His ability to lead the subsidiaries and make correct
      decisions is seriously impaired. Saran has a point when he is talking
      about the reduction in overhead costs. But that means fewer number of
      senior management positions and a cut in the associated perquisites. The next stakeholder is the employee group.
      It is certain to be represented by different unions. At the grassroot
      level, these groups may support consolidation. Or they may not. Finally, we have the most neglected, yet
      the most critical stakeholder, the consumer. Does he have any say in the
      matter? Bharat Kumar has some views on this. These views are, however,
      based on a very limited knowledge of the consumer and his needs. IGIL may
      have gathered some perceptions of the consumer based on the feedback
      provided by some consumer organisations. But these organisations can only
      articulate what is 'wrong' with the service provided. They provide no clue
      to the actual needs of consumer. It is important for both Suhas Nair and
      Bharat Kumar to recognise that the organisations that produce (producers)
      and those that distribute (distributors) financial service products need
      different structures. Globally, the producers are in consolidation-mode.
      Their strength flows from the size-and scale advantages presented by a
      merged balance-sheet. Distributors, in contrast, are increasingly becoming
      independent organisations. They are also focused on consumer, product and
      geographic segmentations. 
        
          |  |  
          | R.
            Vaidyanathan,
      Chairman, CIRE (IIM-Bangalore) |  One cannot
      ignore the political overtones in a decision pertaining to a typical
      state-owned enterprise. But, in my view, it is advantageous for the
      subsidiaries to be separate both from IGIL and from one another. The units
      could be privatised individually at a later date depending on the right
      time, opportunity, and valuation. The reason behind restructuring IGIL, as
      mentioned by Nair, is to prepare the organisation to become competitive.
      It is in this context that one must examine whether a large, state-owned
      organisation can be agile while responding to market demands, especially
      in the face of competition from new entrants. Unlike the life insurance business, the
      relationship between a customer and the general insurer comes up for
      renewal every year. The customer is driven completely by a commercial
      motive and can switch loyalties at any time. State-owned organisations in general suffer
      from the problem of lack of customer friendliness in service businesses.
      Inevitably, the larger the organisation, the greater the number of
      complaints. In this context, it is important for an
      insurer to become market-oriented and infotech-enabled. These priorities
      could take the backseat if the management has to spend time on human
      resource adjustments in a merged context. When business-focus is the
      compelling need of the hour and the customer should be central to every
      managerial initiative, there is no point in wasting time managing turf
      wars. A new player may take five years to hit a
      premium income of Rs 800 crore to become commercially viable, whereas each
      unit of IGIL has an income of more than Rs 2,000 crore. It is on this
      unique strength that Nair should build the new organisation. Competition
      between various units is welcome. It not only facilitates the growth of
      individual units, but also generates pockets of specialisation. That, in
      turn, could lead to an appropriate business focus for each unit. IGIL
      could then be converted from a holding company to a national re-insurer.
      And this, in turn, will provide the necessary focus for the main company. A major issue that Nair and his team will
      have to address is the creation of a pool of business leaders for the
      future who can not only take on new responsibilities, but also measure up
      to emerging challenges. Delinking the subsidiaries addresses this vital
      issue better than a merger. 
        
          |  |  
          | T.
            Lakshmanan,
      Secretary-General, GIPSA |  A Merger
      makes sense: the inherent advantages outweigh the disadvantages. But a
      merger is unlikely to happen because there is a strong case for setting up
      a National Reinsurer in India. In fact, even the Insurance Act supports
      the provision for a National Reinsurer (NR). The merger of four
      subsidiaries with IGIL can be thought of only when a 'new' NR is set up
      instead of converting IGIL itself into one. The single-largest problem in a merger is
      integration. When the general insurance industry was nationalised by the
      government in 1972, there were over 100 private general insurers in India.
      Their size in terms of premium and staff varied. The ownership pattern was
      also different-government, private, foreign, and co-operative. Each had
      its own unique culture. The pay scales varied. But the merger was
      successfully achieved. In contrast, we are talking of only four
      subsidiaries here. They all have similar cultures. True, a merger will
      still be a time-consuming activity for senior managers. But it can be
      easily managed by setting up an integration cell. All issues relating to
      placement of top personnel, duplication of cadres, and finding a perfect
      fit between a position and the person can be sorted out satisfactorily. Mergers are gaining momentum because,
      notwithstanding technological advancement, size and geographical reach
      still matter. In fact, size, geographical distribution, and technology are
      equally important success factors in the insurance business. True, a large
      organisation will have some inherent weaknesses, like delays in
      decision-making and operational inefficiencies. But, surely, the answer
      lies in delegation, decentralisation, and empowerment. There are several
      instances of large financial services companies being nimble, agile, and
      close to the customer. Significantly, the Indian banking sector
      has also been witnessing a lot of consolidation activity. But the merger
      of four insurance companies will not be as difficult as that of
      state-owned banks. Given the new competitive scenario in Indian insurance,
      it is important for the management of IGIL to give adequate attention to
      issues like solvency norms, retention, strengthening assets, technology,
      expansion of operations, pre-empting unhealthy competition among the
      subsidiaries, pooling the customer base, and reducing overhead costs.
      Clearly, a single, large, and focused insurance company can and will
      ensure this.  Readings List
 Send us your solution
     |