2025-04-01 The Company announces the merger record date with Taishin FHC
1.Date of occurrence of the event:2025/04/01
2.Company name:Shin Kong Financial Holding
3.Relationship to the Company (please enter "head office" or "subsidiaries"):Head office
4.Reciprocal shareholding ratios:NA
5.Cause of occurrence:
(1) Supplementary information on the Company’s Board resolution to merge with Taishin FHC, announced on August 22, 2024, and September 11, 2024, in accordance with Article 4, Paragraph 1, Item 11 of the “Taiwan Stock Exchange Corporation Procedures for Verification and Disclosure of Material Information of Companies with Listed Securities”.
(2) Supplementary information: The Company proposed to merge with Taishin FHC by way of a share swap. The merger proposal and the merger contract were approved by the shareholders at the EGM held on October 9, 2024, respectively. The merger was approved by the FSC through its letter of approval, No. 11401336542, dated March 31, 2025 and the FTC through its letter of resolution, No. 1141260020, dated Janurary 9, 2025, not to prohibit the merger on the record.
The exchange ratio for this merger case is 1 Shin Kong's common share exchange for 0.6720 Taishin's common share plus 0.175 Taishin's preferred share H; 1 Shin Kong's preferred share A exchange for 1 Taishin's preferred share G-1; 1 Shin Kong's preferred share B exchange for 1 Taishin's preferred share G-2.
The merger record date is July 24, 2025, as mutually agreed by the two Chairmen. If there is a need to change the merger record date, the boards of directors of both parties have authorised the Chairmen of both parties or their designees to co-ordinate the change and to make subsequent announcements.
6.Countermeasures:NA
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.): None.
