Governance Problems in Citigroup Japan

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Case Details:

Case Code : BECG043
Case Length : 14 Pages
Period : 2001-2004
Pub. Date : 2004
Teaching Note :Not Available
Organization : Citigroup
Industry : Financial Services
Countries : Japan, US

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This case study was compiled from published sources, and is intended to be used as a basis for class discussion. It is not intended to illustrate either effective or ineffective handling of a management situation. Nor is it a primary information source.

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Background Note

Citigroup was formed in 1998 by the merger7 of Citicorp and Travelers Group. The former's history could be traced to the City Bank of New York, formed in 1812 with an authorized capital of $2 mn.

In 1865, the company joined the US national banking system and became The National City Bank of New York. By the 1890s, City Bank became the largest bank in the US and one of the major American banks to establish a foreign department. Branches were started in Asia, Europe and Latin America by the early 1900s. In 1955, City Bank's name was changed to the First National City Bank of New York, and later shortened to the First National Citibank (FNC). In 1968, First National City Corporation, a bank holding company, became the parent of FNC. In 1974, the holding company changed its name to Citicorp in tune with its global business. In 1976, the First National City Bank became Citibank NA (National Association).

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The history of the Travelers Group could be traced back to Travelers Life & Annuity, a life and accident insurance company, started in 1864. Other companies in Travelers group included Smith Barney, a stock broking firm and a subsidiary of Travelers; Salomon Brothers, primary dealers in US Government Securities.

The latter merged with Smith Barney; Banamex, a merged entity of Banco Nacional Mexicano and Banco Mercantil Mexicano and Primerica Financial Solutions, a personal insurance and asset management company. All these entities merged to form Citigroup in 1998. Citigroup was the first financial services company in the US to bring together banking, insurance and investments under one umbrella. By the early 2000s, it had emerged as the largest financial services conglomerate in the world with nearly 275,000 employees and 200 million customer accounts in over 100 countries. Citibank NA was the largest bank in the world in terms of market capitalization (Refer Exhibit II for the financials of Citigroup). Citigroup entered Japan in 1902 by opening its first branch at Yokohama...

Excerpts >>

7] The merger was initially termed illegal because the Glass-Steagall Act (which was an outcome of the great depression of 1930s) did not allow banks to merge with insurance and brokerage companies in America. The Federal Reserve (Central Bank of the US) granted the two groups a two-year trial period prior to the merger because the said Act was being phased out at the time of the proposed merger. Legality was conferred on the merger as the Glass-Steagall Act was revalidated by the Gramm-Leach-Bliley Financial Services Modernization Act, 1999.


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