Royal Bank of Scotland and its sad, sad tale of hopes dashed

Rewind 25 years to spring 1999, and the hostile bid battle that ensued later that year between Bank of Scotland and Royal Bank of Scotland for NatWest would have been inconceivable in no small part because the London-based institution was so much larger.

However, at that point Bank of Scotland’s initial bid for NatWest, which took the City and observers entirely by surprise when it was revealed in September 1999, was just months away. And it did not take long for Royal Bank to wade in with its rival offer.

It quickly became clear, after the initial surprise, that NatWest would eventually succumb. There was essentially nothing wrong with it as a bank, but it was viewed as inefficient by the City in terms of its cost-income ratio and so forth.

Royal Bank prevailed in the hotly contested battle, winning NatWest in early 2000.

And a smooth integration of NatWest under Royal Bank’s Sir George Mathewson and Fred Goodwin proved that, at least on this occasion, you could successfully pull off a hostile bid in the sector.

Conventional wisdom until that point was that a hostile bid for a bank was highly risky because of the importance of having full access to the target’s books to know exactly what you were buying.

Much later, the 2007 deal by Royal Bank and consortium partners Fortis and Banco Santander to buy Dutch bank ABN Amro, after the Scottish institution and its allies “won” a bid battle with Barclays, suggested the conventional wisdom on hostile bank takeovers existed for very good reason.

In the period between early 2000 and the ABN Amro deal, and perhaps even for a bit longer given things did not start to come properly unstuck for Royal Bank until well into 2008, there was understandably considerable excitement and enthusiasm about Scotland being home to an institution with real global clout.

Even before the NatWest deal, of course, Royal Bank had a successful business in the US in the form of Citizens.

And in 2005 it unveiled a significant, but cautious, move to gain access to and learn about the Chinese market through a tie-up with Bank of China.

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It seemed for much of the first decade of the new millennium that the longstanding fear that Scotland’s two big publicly quoted clearing banks would ultimately through sector consolidation lose their independence, and Edinburgh head offices, might have been misplaced. This worry had been very much to the fore during the 1990s.

The situation of Bank of Scotland seemed less clear-cut than that of Royal Bank. In 2001, Bank of Scotland merged with the larger Halifax, a deal revealed exclusively by The Herald at the time. The enlarged group, HBOS, did seem to be run largely from Edinburgh in the wake of this deal but Royal Bank appeared more firmly based in the Scottish capital.

The good times were not to last, however.

Amid the global financial crisis, which got under way in earnest in autumn 2008, the much higher hopes that prevailed during the early years of the millennium about Scotland having major thriving banks based here for decades to come began to fade fast.

HBOS was swiftly swallowed up by sector stablemate Lloyds Banking Group, in a rescue takeover deal that the then Labour government seemed for very good reason to be relieved to see done.

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However, this meant Scotland at a stroke lost a major bank head office.

What has transpired with Royal Bank, which was bailed out to the tune of tens of billions of pounds amid the global financial crisis, was probably much more difficult to predict at that time.

Looking back on it, with the benefit of hindsight, it was perhaps always inevitable that the bank would under UK government ownership not be based in Scotland for that much longer.

The drift to control from London happened quietly, but most surely, over time.

Even before Alison Rose became chief executive in late 2019 with a contract that said she would be based in London, the southward shift was becoming ever clearer. That said, the fact that her contract clarified beyond doubt that the chief executive of what was at that stage still known as Royal Bank of Scotland at group level would not be based in Scotland was most definitely a defining moment.

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Dame Alison, as she is now, had joined NatWest as a graduate trainee, and was working at the bank at the time of the hostile takeover by Royal Bank.

In 2020, under Dame Alison, the name of the bank was changed at parent company level from Royal Bank of Scotland to NatWest Group.

And that seemed like another very, very big moment in the history of Royal Bank of Scotland.

From a Scottish perspective, it was undoubtedly another most lamentable development.

The Royal Bank of Scotland name continues to exist, of course, essentially as a trading name for NatWest north of the Border.

The number of branches bearing this Royal Bank branding has, of course, reduced dramatically as all the big banks have continued full tilt with drastic closure programmes.

Only last month, it was announced that 18 of Royal Bank’s remaining 86 branches would be closing.

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For his part, Mr Thwaite, who succeeded Dame Alison on an interim basis when she exited the top job last year and was confirmed as permanent chief executive in February, seemed upbeat on Friday as he presented a £1.3 billion operating profit for NatWest Group for the first quarter of 2024. He hailed the results as “strong”.

And he declared: “We are also pleased with the recent momentum in the reduction of HM Treasury's stake in the bank. Returning NatWest Group to private ownership is a shared ambition and we believe it is in the best interests of both the bank and all our shareholders."

The UK Government stake has gone from 82% in the aftermath of the bail-out to slightly less than 28%.

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Some of the coverage on NatWest’s planned share offer to the public looked back to the Thatcher privatisation spree and the “Tell Sid” message of the British Gas privatisation adverts.

Mr Thwaite quipped, with reference to his relative youthfulness, that he only “vaguely” remembered the “Tell Sid” campaign.

He seems like a personable enough chap, as well as a solid leader at NatWest, and it is no bad thing to have some humour from chief executives.

However, from the perspective of corporate Scotland and the nation’s economy, reflecting on what has transpired at Royal Bank of Scotland in the last quarter-century brings no cheer at all.