Date of events | 2026/08/12 | To which item it meets | paragraph 51 |
Statement | 1.Date of occurrence of the event:2026/08/12 2.Company name:Taiwan Shin Kong Commercial Bank Co., Ltd. 3.Relationship to the Company (please enter "head office" or "subsidiaries"):Subsidiaries. 4.Reciprocal shareholding ratios:Non-applicable. 5.Cause of occurrence: (1)In accordance with Article 4 of the "Procedures for Verification and Disclosure of Material Information of Companies with Listed Securities" of the Taiwan Stock Exchange Corporation, Taiwan Shin Kong Commercial Bank Co., Ltd. on June 4, 2026, announced a explanation regarding the material information of the resolution adopted by the Board of Directors (acting on behalf of the shareholders' meeting) to merge with Taishin International Bank Co., Ltd. (2)Supplementary Information: Taishin Bank intends to merge with Shin Kong Bank through the issuance of new shares as consideration. The merger plan and merger agreement were approved by the Board of Directors (acting on behalf of the shareholders meeting) on June 4, 2026, and have been approved by the Financial Supervisory Commission Letter (reference No.11502214832 dated 2026/08/10). As merger consideration, Taishin Bank will issue new shares to the shareholders of Shin Kong Bank at an exchange ratio of 1 share of Shin Kong Bank common stock for 0.9505 share of Taishin Bank common stock. In addition, if Shin Kong Bank records net income after tax for the fiscal year immediately preceding the merger effective date and/or for the period from the beginning of the current fiscal year to the day immediately preceding the merger effective date, Taishin Bank shall, no later than the corresponding date six months after the merger effective date, pay 70% of such net income after tax to the shareholder of Shin Kong Bank as contingent cash merger consideration. The effective date of merger has been jointly determined by the Chairmen of both companies as January 1, 2027. Should it become necessary to change the effective date of the merger, the boards of directors of both parties authorized their respective Chairmen, or their designated representatives, have to coordinate such changes and make subsequent public announcements. 6.Countermeasures:Non-applicable. 7.Any other matters that need to be specified (the information disclosure also meets the requirements of Article 7, subparagraph 9 of the Securities and Exchange Act Enforcement Rules, which brings forth a significant impact on shareholders rights or the price of the securities on public companies.):No | ||
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