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Chang Hwa Commercial Bank merges with CHB Life Insurance Agency Company & CHB Insurance Brokerage Company.
- 1.Kind of merger/acquisition (e.g.merger, consolidation, spin-off ,acquisition, or receiving assignment of shares):Merger.
- 2.Date of occurrence of the event:2016/02/25
- 3.Names of companies participating in the merger (e.g.name of the other company participating in the merger or consolidation, newly established company in a spin-off, acquired company, or company whose shares are taken assignment of): Chang Hwa Commercial Bank (existing company) CHB Life Insurance Agency Company (dissolved company). CHB Insurance Brokerage Company (dissolved company)
- 4.Counterparty (e.g.name of the other company participating in the merger or consolidation, company taking assignment of the spin-off, or counterparty to the acquisition or assignment of shares): CHB Life Insurance Agency Company (dissolved company). CHB Insurance Brokerage Company (dissolved company).
- 5.Relationship between the counterparty and the Company (investee company in which the Company has re-invested and has shareholding of XX%), and explanation of the reasons for the decision to acquire, or take assignment of the shares of, an affiliated enterprise or related person, and whether it will affect shareholders' equity: CHB Life Insurance Agency Company & CHB Insurance Brokerage Company are 100% owned subsidiaries by Chang Hwa Commercial Bank..There would be no impact on the shareholders’ equity from the merger.
- 6.Purpose/objective of the merger/acquisitionation: To integrate resources and to create comprehensive benefit.
- 7.Anticipated benefits of the merger/acquisition:The anticipated benefits are to reduce costs and enhance operating efficiency.
- 8.Effect of the merger or consolidation on net worth per share and earnings per share:The merger is expected to increase net worth per share and earnings per share by reducing costs and enhancing operating efficiency.
- 9.Share exchange ratio and basis of its calculation:None.
- 10.Scheduled timetable for consummation:The tentative reference day of the merger is April 1 2016. There would be further announcement if the reference day of the merger changed.
- 11.Matters related to assumption by the existing company or new company of rights and obligations of the extinguished (or spun-off) company::The assets and the liabilities in account and any rights and obligations in valid on reference day of the merger of CHB Life Insurance Agency Company & CHB Insurance Brokerage Company will be generally assumed by Chang Hwa Commercial Bank.
- 12.Basic information of companies participating in the merger: Chang Hwa Commercial Bank runs banking business; CHB Life Insurance Agency Company runs Life Insurance Agency; CHB Insurance Brokerage Company runs Property Insurance Brokerage.
- 13.Matters related to the spin-off (including estimated value of the business and assets planned to be assigned to the existing company or new company; the total number and the types and volumesof the shares to be acquired by the split company or its shareholders; matters related to the reduction, if any, in capital of the split company) (note: not applicable other than where there is announcementof a spin-off):Not applicable.
- 14.Conditions and restrictions on future transfers of shares resulting from the merger or acquisition:None.
- 15.Other important stipulations:None.
- 16.Do the directors have any objection to the present transaction?:None.
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