Shikoku Bank, Ltd. and Daiwa Securities Co. Ltd. sign a definitive agreement for a global business alliance [PDF:508KB]

March 28, 2022

Press release

Company name: The Shikoku Bank, Ltd.

Representative: Fumiaki Yamamoto

Director and President

Stock code: 8387 TSE First section

Company name: Daiwa Securities Group Inc.

Representative: Seiji Nakata

President and CEO

Stock code: 8601 TSE and NSE First section

Warning

This is an unofficial translation of a press release announced on March 28, 2022 by The Shikoku Bank, Ltd. and Daiwa Securities Group Inc. The original press release is in Japanese.

Shikoku Bank, Ltd. and Daiwa Securities Co. Ltd. sign

Definitive agreement for a global business alliance

Today, March 28, 2022, The Shikoku Bank, Ltd. (Director and Chairman: Fumiaki Yamamoto; “Shikoku Bank”) and Daiwa Securities Co. Ltd. (President and CEO: Seiji Nakata; “Daiwa Securities”), a subsidiary owned by Daiwa Securities Group Inc. (President and Chief Executive Officer: Seiji Nakata), announced that the board of directors of both companies has decided to enter into the final agreement between the two companies on a global business alliance (the “Alliance”). This is the result of the two companies’ discussion and reflection on the alliance based on the Memorandum of Understanding entered into by the two companies on September 27, 2021.

1. Content of the covenant

The details of the alliance are as follows.

(1) Integration of customer securities accounts

•  Customer securities accounts at Shikoku Bank related to government bonds and investment funds will be transferred to Daiwa Securities. The transfer is planned by spin-off by absorption and the details will be disclosed as soon as they are decided.

•  Daiwa Securities, in addition to the above accounts, will integrate and manage both the accounts related to the existing Financial Intermediary Agreements that had already been concluded between Shikoku Bank and Daiwa Securities and the accounts of Daiwa Securities Kochi Branch (at exclusion of the accounts of listed companies and financial companies).

• (2) Mandate of Financial Instruments Intermediary Business and Other Business of Daiwa Securities at Shikoku Bank

  •  With respect to the integrated account mentioned above in “(1) Integration of Client Securities Accounts”, Daiwa Securities entrusts Shikoku Bank with intermediary business of financial instruments, including stocks, bonds, investment funds and foreign exchange transactions, as well as activities related to mediation. discretionary investment contracts such as fund envelopes.

  •  With respect to the agency banking service entrusted to Daiwa Securities by Daiwa Next Bank, Ltd. (“Daiwa Next Bank”), Shikoku Bank will receive a sub-mandate from Daiwa Securities and engage in intermediary service to enter into contracts such as “deposit acceptance” and “domestic foreign exchange transactions” as as agent bank of Daiwa Next Bank.

  •  Shikoku Bank will establish the “Financial Advisors Group” as a new organization within the bank to deal with financial instrument intermediary business and prepare its internal organization system to carry out the business entrusted to Daiwa Securities . Shikoku Bank also provides customers with financial proposals for building up and managing assets, selling financial products, after-sales follow-up, and also carries out internal management and other operations.

• (3) Seconded employees of Daiwa Securities



Daiwa Securities will send employees to Shikoku Bank, and seconded employees, as well as employees of Shikoku Bank, will engage in the entrusted activities listed above in “(2) Mandate of Financial Instrument Intermediary Business and other activities of Daiwa Securities at Shikoku Bank”.

【Diagram of the Global Business Alliance】

2. Alliance structure

Shikoku Bank will integrate its client asset related department with the retail functions of Daiwa Securities Kochi Branch under the new “Financial Advisor Group”.

The “financial adviser group” will set up four sales offices at Shikoku Bank’s head office, Noichi branch, Takaoka branch and Nakamura branch in Kochi prefectures, and will also assign staff to other major branches. The group will cooperate with sales branches of Shikoku Bank, which manage government bonds, investment funds and fund envelopes, to provide financial advice to a wide range of clients, from asset-builders to retirees.

In addition, the two companies aim to create an advanced cooperation framework capable of providing more in-depth financial advice to customers by coordinating not only in financial intermediation services, but also in financial solutions such as inheritance and business succession as well as proposals related to non-financial relationships. assets.

Daiwa Securities will close the Kochi branch and establish a new business sales office in Kochi prefecture after the launch of the new structure. The commercial office will continue to provide services for listed companies and financial companies not subject to the integration of accounts within the framework of the alliance.

3. Implementation schedule (expected)

(1) Advice to customers

Provision of guidance documents related to the alliance:

April 2022 or later

• (2) Conclusion of the business split agreement:

  June 2022

• (3) Launch of the activity within the framework of the alliance:

  April 2023

• (4) Integration of customer securities accounts

・Client accounts of Daiwa Securities Kochi Branch and Shikoku Bankexisting financial intermediary accounts: ・Securities accounts of Shikoku Bank customers:April 2023

May 2023

4. Presentation of the two companies

(1) Overview of Shikoku Bank (as of March 31, 2021)

name	Shikoku Bank, Ltd.
Address	1-1-1, Minami Harimaya-cho, Kochi-shi, Kochi
Representing	Director and President: Fumiaki Yamamoto
Business	The Commercial Bank
Capital city	25,000 million yen
Founding date	October 17, 1878
Main shareholders and shareholding ratio	Custody Bank of Japan, Ltd. (trust account)	5.70%
Meiji Yasuda Life Insurance Co.	4.35%
Custody Bank of Japan, Ltd. (trust account 4)	2.81%
Nichia Corp.	2.37%

The Master Trust Bank of Japan Ltd. (Trust account)	2.34%
Shikoku Bank Employee Stock Plan	2.17%
Nippon Life Insurance Co.	1.85%
Sompo Japan Insurance Inc.	1.54%
DFA INTL SMALL CAP VALUE PORTFOLIO	1.42%
Shiginsogo Rental, Ltd.	1.13%
Consolidated results of operations and financial position for the last three years (million yen, except per share amounts)
Fiscal year	FISCAL YEAR 2018	FISCAL YEAR 2019	FY2020
Net assets	148,041	138,003	158,537
Total assets	3,078,883	2,997,845	3,330,943
Net assets per share	3,483.19 yen	3,243.76 yen	3,810.73 yen
Recurring revenue	45,227	42,970	41,502
Ordinary income	9,586	3,097	9,482
Profit attributable to owners of the parent company	6,221	3,096	6,641
Earnings per share	145.80 yen	72.92 yen	156.80 yen
Dividends per share	35.00 yen	30.00 yen	30.00 yen

(2) Presentation of Daiwa Securities (as of March 31, 2021)

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Warning

Daiwa Securities Group Inc. published this content on March 28, 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unmodified, on March 28, 2022 06:10:09 UTC.