TNAG-1769-FCO40-2523-Hong-Kong-mergers-involving-banks-and-other-financial-instit-1988 — Page 149

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(c) give rise to any forfeiture; or

j

(d)

12.

(e)

invalidate or discharge any contract or security; or

operate so as to merge any leasehold interest in the reversion expectant on it.

Nothing in this Ordinance shall exempt Daiwa or Rainier or any other subsidiary of Daiwa or Rainier from the provisions of any enactment regulating the carrying on of the business of any of them.

13. Nothing in this Ordinance shall prejudice the powers of Dalwa to alter its articles and memorandum of association or

to dispose of, or deal with, its property, security or liabilities or to carry on or discontinue any part of its business; and nothing in this Ordinance shall prejudice the powers of Rainier to dispose of, or deal with, its property, security or liabilities before the appointed day.

14. (a) Nothing in this Ordinance shall affect or be deemed to affect the rights of Her Majesty the Queen, Her Heirs or Successors, or the rights of any body politic or corporate or of any other persons except such as are mentioned in this Ordinance and those claiming by, from or under them.

(b)___Nothing in this Ordinance shall affect the liability of Rainier and Daiwa to the other of them pursuant to the Agreement.

Saving for enactments concerning banking institutions

Saving for companies

Saving

Explanatory Memorandum

The purpose of this Bill is to transfer the Hong Kong undertaking of Rainier International Bank to The Daiwa Bank, Limited. Both Rainier International Bank and The Daiwa Bank, Limited are banks licensed under the Banking Ordinance. Rainier International Bank is organised under the laws of the United States of America. The Daiwa Bank, Limited is organised under the laws of Japan.

This Bill provides for the vesting of the Hong Kong undertaking of Rainier International Bank in The Daiwa Bank, Limited on the appointed day (clause 4) and contains a number of supplementary provisions relating, inter alia, to the effect of the vesting in relation to trusts and wills (clause 5) the relationship with customers, borrowers, employees and other third parties (clauses 6 and 7) and evidence (clauses 8 το 10).

G29RSG0003J3

LINKLATERS & PAINES

Solicitors for

RAINIER INTERNATIONAL BANK

JOHNSON, STOKES & MASTER Solicitors for

THE DAIWA BANK LIMITED