PSUs may pick stake in merged PFC-REC entity to keep 51 pc govt holding

State-run financial institutions or public sector enterprises such as LIC, NTPC, NHPC may pick up a stake in the Power Finance Corporation (PFC) to prevent government shareholding in the power sector financier from falling below the threshold 51 per cent level post merger with the REC.

The PFC, which bought 52.63 per cent of government equity in REC last March, is looking to merge the entity with itself. However, the exercise has been delayed by a year for want of viable options.

As per current regulations, 51 per cent government holding is needed to maintain the PSU character of an organisation. Post the PFC-REC merger, the government shareholding in the merged entity is expected to fall to about 42-43 per cent taking the company outside the PSUs fold.

"Various options are being looked at by Deloitte which has been appointed as a consultant to see through the completion of the merger. The option before it is to extinguish or reduce the liability on any of its (government) shares in respect of capital not paid up or cancelling any paid up capital that is lost or unrepresented by available assets. But, equity dilution in favour of another PSU would also work well as it will keep direct and indirect holding of government above 51 per cent level in merged entity," said a government official privy to the development.

Under the plan, power sector companies may be permitted to pick up to 10 per cent equity in the new entity created after REC merges with PFC. Companies such as NTPC, NHPC, or the PowerGrid Corporation may be the likely candidates for this investment.

Sources also said that government may also consider going in for investment by the Life Insurance Corporation (LIC) in the merged entity to maintain the PSU character of PFC.

Another option may be to get the LIC and one of the power sector PSUs to pick up 5 per cent each in the merged entity.

In March 2019, the PFC acquired government's 52.63 percent stake, or 104 crore shares, in another state-owned power financier REC at Rs 139.5 a piece, along with the transfer of management control. The cost of acquisition was Rs 14,500 crore.

PFC Chairman and Managing Director Rajeev Sharma had then said the PFC-REC merger would be next on the agenda and the process would be started in ongoing fiscal year. But with complications arising over government shareholding, the process has got delayed and merger may now be completed in the first quarter of next financial year (FY21).

The merger of two largest state-owned power sector financiers will create a common platform for lending to the sector. The PFC will benefit from the exercise as it would get access to the wide geographical reach of the REC and will also be able to leverage the expertise of REC in distribution and transmission.

The REC, on the other hand, will be able to leverage the expertise of PFC in the power generation space.

The merger will also facilitate resolution of stressed assets as the entity would be equipped with a wider pool of information.