TNAG-1769-FCO40-2523-Hong-Kong-mergers-involving-banks-and-other-financial-instit-1988 — Page 133

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MAY.20 '88 18:52 LINKLATERS & PAINES HK 5-8108133

A BILL

To

Provide for the vesting in The Daiwa Bank,

Limited of the Hong Kong undertaking of Rainier International Bank; and for other related purposes.

WHEREAS

?

(1) Rainier International Bank (hereinafter called "Rainier") is an Edge Act corporation organised under the laws of the United States of America having its home office at Los Angeles;

(2) The Daiwa Bank, Limited (hereinafter called "Daiwa") is a company organised under the laws of Japan having its registered office at Osaka;

(3) Rainier is a bank licensed under the Banking Ordinance and carries on the business of banking in the United States of America and Hong Kong;

(4)

Daiwa is a bank licensed under the Banking Ordinance and carries on the business of banking in Japan, Hong Kong and elsewhere;

(5) on 27 Apríl 1988 a conditional sale and purchase agreement was entered into between Rainier and Daiwa which includes provision for the acquisition by Daiwa of the Hong Kong undertaking of Rainier; and

(6) in view of the extent of the contractual and other legal relationships affecting the conduct of the long Kong undertaking of Rainier, it is a condition of completion of such sale and purchase agreement that this Ordinance is enacted.

NOW THEREFORE BE IT ENACTED by the Governor of Hong Kong, with the advice and consent of the Legislative Council thereof, as follows

H

1. This Ordinance may be cited as the RAINIER INTERNATIONAL BANK (TRANSFER OF HONG KONG UNDERTAKING) Ordinance 1988.

2.

(1) In this Ordinance, unless the subject or context otherwise requires

A

"Agreement" means the conditional sale and purchase

agreement dated 27 April 1988 made between Rainier and Daiwa which includes provision for the acquisition by Daiwa of the Hong Kong undertaking;

"appointed day" means such day (not being later than

30 September 1988) as may be specified in a joint notice given by Rainier and Daiwa pursuant to Section 3 of this Ordinance;

Preamble

(Cep.155)

Short title

Interpretation

G29RSC0003J3

2