Newsletter
BUYBACK OF DISSENTERS' SHARES MAY REQUIRE SFC FILING
In an interpretation dated 1 October 2003, the Ministry of Finance stated that when a dissenting shareholder with a shareholding greater than 10% of a company's total shares requests that the company buy back his shares at a fair current price under the provisions of the Company Act, the Corporate Mergers and Acquisitions Act (CMAA), or the Financial Holding Companies Act, the repurchase is a transfer of shares to a designated person as referred to in Article 22-2 Paragraph 1 Subparagraph 3 of the Securities and Exchange Act (SEA), and therefore the share-holder must report the transfer to the Securities and Futures Commission prior to the transfer in accordance with such provision. However, if the company transfers such repurchased shares in accordance with Article 13 Paragraph 1 Sub-paragraph 2 of the CMAA, the transfer is not subject to the restrictions of Article 22-2 Para-graph 2 of the SEA.