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This paper outlines the changing financial scene in The Czech Republic, which is following the global pattern of institutional investors taking over the role of commercial banks as relationship banking is gradually giving way to transaction-driven banking. Investment-grade companies have become more reliant on direct financing and less reliant on intermediated financing. This is due both to reluctance by banks to extend credit facilities to high-grade corporate clients, as they search for more lucrative returns on capital, and by the growth in the supply of capital by institutional and other non-bank investors. This growth in direct financing has been predominately in the form of unsecured and unregistered commercial paper issues. The relatively high Czech reference interest rates in the late 1990’s influenced the development of company debt financing, forcing companies to become more sophisticated and dynamic in their use of debt instruments and hedging tools as they attempt to manage the subsequent interest rate risk. The objectives of cash management are straightforward – maximise liquidity and control cash flows and maximise the value of funds while minimising the cost of funds. The strategies for meeting such objectives include varying degrees of long-term planning requirements. Also, like everywhere in the world, much treasury activity in the Czech Republic is concentrated on cash management. 58682
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This includes financing the corporation, administration of debts (loans, bonds, commercial papers, etc.), good relationships with the banks, payments to suppliers and collections from customers, control of foreign currency and interest positions according to the company’s needs for finance, and finally the reporting and technical support of all these functions. In this context, the use of cash pooling as a global standard for concentrating cash into the main bank account of the firm, has very quickly found favour in Czech corporations. 1. INTRODUCTION The objectives of cash management are straightforward – maximise liquidity and control cash flows and maximise the value of funds while minimising the cost of funds. The strategies for meeting such objectives include varying degrees of long-term planning requirements. Also, like everywhere in the world, much treasury activity in the Czech Republic is concentrated on cash management. This includes financing the corporation, administration of debts (loans, bonds, commercial papers, etc.), good relationships with the banks, payments to suppliers and collections from customers, control of foreign currency and interest positions according to the company’s needs for finance, and finally the reporting and technical support of all these functions. The use of cash pooling as a global standard for concentrating cash into the main bank account of the firm has very quickly found favour in corporations in the Czech Republic. Globally, cash pooling is a bank product that enables a group to collect money and use it for either further investment or lending. The product is available to companies, which are part of a group of economically related parties (We cannot use the word ‘concern’ because the Czech codes do not recognise this word in the legal sense.).
Related parties are business entities that are related by share ownership. For cash pooling business, it is necessary for them to sign a collective agreement to operate a so-called major (master) bank account. Other bank accounts are settled toward this master account. There could be an overdraft agreement with a bank, but this is not possible for either a master account or the other bank accounts in the pooling system. Nevertheless, credit or debt interest rates have to be defined for all accounts. There has to be an agreed level of interest rates between the bank and the companies involved in the cash pooling system and between each of those companies, too. 2. TYPES OF CASH POOLING AVAILABLE Banks in the Czech Republic generally offer the following types of cash pooling: real (zero-balancing) cash pooling, fictive (notional) cash pooling, multicurrency cash pooling, cross-border cash pooling. 2.1. Real cash pooling Real cash pooling is based on a transfer from bank accounts to a master account, with balances on all bank accounts except the master account being zero at the end of the working day. It means this money physically ‘moves’ from the junior accounts to the master account. 2.2. Notional cash pooling Notional or fictive – because money stays in the bank accounts and the calculation of interest rates is based on fictive consolidated credit or debt bank balances. There is no money transfer between the accounts of the companies involved in fictive cash pooling. 2.3. Multicurrency cash pooling Bank account balances in different foreign currencies are swapped to one agreed currency, which is the base for the interest rate calculations. 2.4. Cross-border cash pooling Cross-border cash pooling helps corporations avoid the bureaucracy intrinsic to transferring cash across countries and different clearing systems, as well as different legal entities and the headache associated with the additional inter-company loan administration. While there is a selection of solutions in the marketplace, most of these operate on an interest enhancement basis where corporations are rewarded for servicing their liquidity through their chosen bank, but the bank is unable to achieve a balance sheet offset due to the complexity of multiple jurisdictional and regulatory barriers. Czech banks now offer cross-border pooling, both notional and real, for accounts in the domestic Czech koruna, euro, US dollar, Central European currencies (such as in the Slovak koruna, Hungarian forint and Polish zloty) and pound. From our point of view, these principles are used both in the Czech Republic and in the rest of Europe, and are therefore similar; any differences are the result of the legal requirements of each country. As mentioned above, the Czech Commercial Code does not recognise anything like ‘concern’ or a product like cash pooling. It is necessary to fulfil several conditions to prevent problems concerning taxation and reporting to minority shareholders. It is practically impossible to implement a cash pooling agreement between companies without a majority share. It is normal practice that a cash pooling system has to be agreed by a general meeting of the company and there is a strict requirement for signed control agreements. Sometimes, it is necessary to change the company articles of incorporation.