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Laws and Regulations Aspects
  Home /Laws and Regulations / Regulations /
   
Mergers and Transfers  
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Introduction

From the juridical point of view, a merger is the juridical union of two or more corporations that are mutually penetrated so that only one of them, as a single juridical organization, will substitute the plurality of legal bodies.


Under the financial approach, in practice, merging has become an operation that can be carried out through:


Absorption (merger by absorption), which occurs when a corporation absorbs or incorporates the estate, the associates and the full rights and duties of the absorbed corporation(s).


The classic modality is still “Merger by Creation”, which occurs when merging corporations dissolve and merge all their estate elements in a new company, which succeeds them in rights and duties. In this type of merger, the companies disappear (2, 3 or more) as they concur to create a new corporation.

The merging processes seek to improve the efficiency and competitiveness of Banks through scale economies to strengthen their position inside or outside the Financial Center of Panama.

 
 
MERGERS, ACQUISITIONS AND STOCK TRANSFERS 2007 (AS OF OCTOBER 2)
1. Through S.B.P. Resolution No. 011-2007 of February 15, 2007, CITIBANK OVERSEAS INVESTMENT CORPORATION was authorized to acquire all the issued and circulating stocks of GRUPO FINANCIERO UNO, S.A. and BANCO UNO, S.A.
2. Through S.B.P. Resolution No. 012-2007 of February 15, 2007, BANCO PANAMEÑO DE LA VIVIENDA, S.A. was authorized to acquire fifty one percent (51%) of the issued and circulating stocks of the company GIROS & FINANZAS COMPAÑÍA DE FINANCIAMIENTO COMERCIAL, S.A.
3. Through S.B.P. Resolution No. 026 of March 19, 2007, the transfer of all issued and circulating stocks of BANCO GENERAL, S.A. in favor of BG HOLDINGS, INC. was authorized.
4. Through S.B.P. Resolution No. 031-2007 of March 23, 2007, the Merger by Absorption of HSBC BANK (PANAMA), S.A. and GRUPO BANISTMO, S.A. was authorized, the former remaining as the surviving corporation.
5. Through S.B.P. Resolution No. 033-2007 of March 27, 2007, BANCOLOMBIA (PANAMA), S.A. was authorized to acquire up to 100% of common and circulating stocks of BANAGRICOLA, S.A.
6. Through S.B.P. Resolution No. 037-2007 of April 11, 2007, BANCO DAVIVIENDA, S.A. was authorized to acquire up to 99% of issued and circulating stocks of GRANBANCO, S.A.
7. Through S.B.P. Resolution No. 042-2007 of April 23, 2007, CITIBANK INVESTMENT CORPORATION was authorized to acquire all the issued and circulating stocks of GRUPO CUSCATLAN PANAMA, S.A.
8. Through S.B.P. Resolution No. 055-2007 of May 8, 2007, CREDOMATIC INTERNATIONAL CORPORATION was authorized to acquire 99.90838% of the corporate capital of BANCO MERCANTIL, S.A. (BAMER), as well as 99.99% of the corporate capital of CASA DE VALORES MERCANTIL DE VALORES S.A. (MERVALORES), which form part of GRUPO FINANCIERO BAMER.
9. Through S.B.P. Resolution No. 062-2007 of May 21, 2007, ST. GEORGES BANK & COMPANY, INC. was authorized to absorb through a Merger by Absorption Agreement, all goods, assets, commitments and liabilities, whatever their kind, nature or description, whether existing or contingent, and the paid capital, reserves, retained earnings and any other goods of PROAMERICA, S.A., who will be dissolved as a legal person.
10. Through S.B.P. Resolution No. 074-2007 of May 31, 2007, MULTI CREDIT BANK, INC. was authorized to acquire up to 70% of issued and circulating stocks of MACROFINANCIERA, S.A., COMPAÑÍA DE FINANCIAMIENTO COMERCIAL.
11. Through S.B.P. Resolution No. 077-2007 of June 5, 2007, BANCO CONTINENTAL DE PANAMA, S.A. was authorized to take through a Merger Agreement dated April 27, 2007, all assets, goods, rights, privileges, faculties and franchises, as well as all liabilities and commitments of BANCO ALEMAN PLATINA, S.A., CARCLE, S.A., DOTHAN FINANCE, INC. and TRI-MOON INVESTMENTS, INC., who will be dissolved as legal persons.
12. Through S.B.P. Resolution No. 080-2007 of June 12, 2007, GE EMERALD, INC. was authorized to acquire up to 100% of issued and circulating stocks of BANCO COLPATRIA-RED MULTIBANCA COLPATRIA, S.A.
13. Through S.B.P. Resolution No. 088-2007 of June 15, 2007, BANCOLOMBIA (PANAMA), S.A. was authorized to acquire up to 100% of issued and circulating stocks of BIENES Y SERVICIOS, S.A.
14. Through S.B.P. Resolution No. 089-2007 of June 15, 2007, CORPORACIÓN TENEDORA BAC SAN JOSÉ SOCIEDAD ANÓNIMA was authorized to acquire up to 100% of issued and circulating stocks of CORPORACIÓN FINANCIERA MIRAVALLES, SOCIEDAD ANÓNIMA and of RECAUDADORA COSTA RICA, S.A. (RECSA).
15. Through S.B.P. Resolution No. 102-2007 of July 13, 2007, BANCOLOMBIA (PANAMA), S.A. was authorized to take by Merger Agreement, all assets, goods, rights, privileges, faculties and franchises, as well as all liabilities and commitments of SULEASING INTERNACIONAL, S.A., who will be dissolved as a legal person.
16. Through S.B.P. Resolution No. 114-2007 of August 8, 2007, the merger by absorption was authorized for CORPORACIÓN FINANCIERA MIRAVALLES, S.A., RECAUDADORA COSTA RICA, S.A. (RECSA) and BANCO BAC SAN JOSÉ, S.A., the latter remaining as the surviving corporation.
17. Through S.B.P. Resolution No. 128-2007 of September 5, 2007, the Merger by Absorption Agreement was authorized for BANCO GENERAL, S.A. and BANCO CONTINENTAL DE PANAMA, S.A., the former remaining as the surviving corporation.
18. Through S.B.P. Resolution No. 141-2007 of September 18, 2007, we authorized the merger by absorption of BANCO DAVIVIENDA, S.A. and GRANBANCO, S.A., the former remaining as the surviving corporation.
19. Through S.B.P. Resolution No. 144-2007 of September 21, 2007, we authorized INTERIM INVESTMENT, INC. to acquire 25.92% of the corporate capital of BANCO DE FINANZAS (INTERNACIONAL), S.A.
20. Through S.B.P. Resolution No. 145-2007 of September 24, 2007, we authorized (i) the acquisition of 99.9447% of paid capital stocks of BANCO DE EXPORTACIÓN, S.A. in favor of CORPORACIÓN G&T CONTINENTAL, S.A., and (ii) the merger by absorption of BANCO DE EXPORTACIÓN, S.A. and BANCO G&T CONTINENTAL, S.A., the latter remaining as the surviving corporation.
21. Through S.B.P. Resolution No. 151-2007 of September 28, 2007, we authorized VLADIMIR ANTONOV to acquire at least 70% of issued and circulating stocks of BANCO TRASATLÁNTICO, S.A., currently with power over the corporation Pumpkin International, Inc.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2006
1. We authorized BNP PARIBAS, PANAMA BRANCH to transfer certain assets and liabilities to BNP PARIBAS PRIVATE BANK, PANAMA BRANCH, pursuant to the details submitted to the Superintendency of Banks. S.B.P. Resolution No. 004-2006 of January 18, 2006. Official Gazette No. 25,490 of February 21, 2006.
2. We authorized the transfer of all shares of HSBC BANK (PANAMA), S.A. property of GRUPO FINANCIERO HSBC S.A. DE C.V. to HSBC ASIA HOLDINGS B.V.  S.B.P. Resolution No. 080-2006 of August 14, 2006.
3. We authorized the merger by absorption abroad between THE INTERNATIONAL COMMERCIAL BANK OF CHINA (absorbing corporation) and CHIAO TUNG BANK (absorbed corporation).  S.B.P. Resolution No. 087-2006 of August 23, 2006.
4. We authorized the acquisition and transfer of all issued and circulating shares of ATLANTICO HOLDINGS FINANCIAL LIMITED, holder of all issued and circulating shares of BANCO ATLANTICO (PANAMA), S.A. in favor of BANCO CONTINENTAL DE PANAMA, S.A.  S.B.P. Resolution No. 093-2006 of September 11, 2006.
5. We authorized the acquisition and transfer of control of the shares of GRUPO BANISTMO, S.A., holder of the majority of common, issued and circulating shares of PRIMER BANCO DEL ISTMO, S.A., to HSBC ASIA HOLDINGS B.V.  S.B.P. Resolution No. 094-2006 of September 11, 2006.
6. We authorized the merger by absorption of BANCO ATLANTICO (PANAMA), S.A. and BANCO CONTINENTAL DE PANAMA, S.A., leaving BANCO CONTINENTAL DE PANAMA, S.A. as the surviving corporation of this merger by absorption. S.B.P. Resolution No. 117-2006 of November 13, 2006.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2005
1. We authorized BANKBOSTON, N.A. to yield and transfer to BANCO GENERAL, S.A., certain assets related to the banking business of BANKBOSTON, N.A., and at the same time BANCO GENERAL, S.A. will assume certain liabilities of BANKBOSTON, N.A. related to the banking business. We authorized BANCO GENERAL, S.A., to acquire part of BOSTON OVERSEAS FINANCIAL CORPORATION, all the issued and circulating shares of BOSTON INVESTMENTS SECURITIES INC.’s corporate capital. S.B. Resolution No. 09-2005 of January 21, 2005.
2. We authorized BANCO CONTINENTAL DE PANAMÁ, S.A. to Merge by Absorption under the so-called “Merger Agreement”, pursuant to which BANCO CONTINENTAL DE PANAMÁ, S.A. absorbs NAKA INVESTMENT CORPORATION, assuming all its assets, liabilities and equity. S.B. Resolution No. 17-2005 of February 28, 2005.
3. We authorized the Merger Agreement between CREDICORP BANK, S.A., CREDICORP FINANCIAL, INC. and FINANCIERA LA SUERTE, S.A., by virtue whereof the latter two are merged into a single surviving corporation, CREDICORP BANK, S.A.  S.B. Resolution No. 061-2005 of June 23, 2005. Official Gazette No. 25,341 of July 13, 2005.
4. We authorized the transfer of assets, liabilities and investments of BANCO DE PICHINCHA LIMITED – NASSAU, subsidiary of BANCO DEL PICHINCHA C.A. towards BANCO DEL PICHINCHA LIMITED PANAMÁ, S.A., which belongs to the same Economic Group, according to the Plan submitted to this Superintendency of Banks. S.B. Resolution No. 067-2005 of July 18, 2005. Official Gazette No. 25,358 of August 05, 2005.
5. We authorized the merger by absorption of BANCO ATLÁNTICO (PANAMA), S.A., ATLÁNTICO LEASING, S.A. and ATLÁNTICO SERVICIOS, S.A., leaving BANCO ATLÁNTICO (PANAMA), S.A. as the surviving corporation of this merger by absorption. S.B. Resolution No. 075-2005 of July 18, 2005.  Official Gazette No. 25,365 of August 18, 2005.
6. We authorized BAC CREDOMATIC HOLDING CO. LTD. and VINTAGE PROPERTIES LIMITED to be sold to GE CONSUMER FINANCE CENTRAL HOLDINGS CORP. (GECF) up to 49.99% of their shares, which represents 49.99% of the corporate capital of a corporation that will be established in BVI and that will be named BAC CREDOMATIC GECF INC. S.B. Resolution No. 076-2005 of July 18, 2005. Official Gazette No. 25,358 of August 05, 2005.
7. We authorized the Merger Agreement between BANCO INTERNACIONAL DE COSTA RICA, S.A. and BICSA CORPORACIÓN FINANCIERA, S.A., by virtue whereof both corporations will be merged into a single surviving corporation, BANCO INTERNACIONAL DE COSTA RICA, S.A. S.B. Resolution No. 079-2005 of August 16, 2005. Official Gazette No. 25,372 of August 26, 2005.
8.
We authorized BANCO UNO, S.A. (Panama) to acquire 1,453,418 shares, which represent 90.27% of issued and circulating shares of BANCO UNO, SOCIEDAD ANÓNIMA, and 1,363,600 shares, which represent 90.9% of issued and circulating shares of AVAL-CARD, SOCIEDAD ANÓNIMA, both Nicaraguan corporations. S.B. Resolution No. 081-2005 of August 26, 2005. Official Gazette No. 25,385 of September 14, 2005.
9.
We authorized the merger by absorption of BANCO GENERAL, S.A. with GENERAL INVESTMENT SECURITIES, INC., where BANCO GENERAL, S.A. will be the absorbing corporation and GENERAL INVESTMENT SECURITIES, INC. will be the absorbed corporation. S.B. Resolution No. 089-2005 of September 15, 2005. Official Gazette No. 25,392 of September 23, 2005.
10.
We authorized the merger by absorption of GRUPO MUNDIAL INVERSIONISTA, S.A. and GRUPO MUNDIAL TENEDORA, S.A., leaving the latter as the surviving corporation of this merger by absorption and therefore, holder of all issued and circulating shares of BANCO PANAMEÑO DE LA VIVIENDA, S.A. S.B. Resolution  No. 101-2005 of October 28, 2005. Official Gazette No. 25,435 of November 30, 2005.
11.
We authorized GNB SUDAMERIS BANK, S.A. to acquire up to 50% of the issued and circulating shares of STARMITES CORPORATION, N.V., who owns 100% of the issued and circulating shares of GILEX HOLDING, B.V., who owns 94.7287% of the issued and circulating shares of the financial entity denominated BANCO GNB SUDAMERIS, S.A. S.B. Resolution No. 107-2005 of November 22, 2005. Official Gazette No. 25,441 of December 9, 2005.
12.
We authorized BANCO PANAMEÑO DE LA VIVIENDA, S.A. to acquire 51% of the issued and circulating shares of GRUPO COLFINANZAS, S.A., who owns 100% of the issued and circulating shares of COLFINANZAS, S.A. S.B. Resolution No. 110-2005 of November 24, 2005.  Official Gazette No. 25,450 of December 22, 2005.
13. We authorized GTC BANK, INC. to acquire 199,960 shares of FINANCIERA G&T CONTINENTAL, S.A. S.B. Resolution No. 121-2005 of December 23, 2005.  Official Gazette No. 25,471 of January 25, 2006.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2004
1. We authorized the transfer of 100% of issued and circulating shares with the right to vote of Wall Street Securities Group, S.A. in favor of Banco Continental de Panamá, S.A. S.B. Resolution No. 112-2004 of March 2, 2004.
2. We authorized Stanford Bank Holdings Limited the transfer of all issued and circulating shares of Stanford International Bank (Panama), S.A., in favor of Stanford International Holdings (Panama), S.A. S.B. Resolution No. 113-2004 of March 9, 2004.
3. We authorized the abroad merger of FleetBoston Financial Corporation and Bank of America Corporation. S.B. Resolution No. 118-2004 of March 15, 2004.
4. We authorized Banco Aliado, S.A., Inmuebles y Proyectos, S.A. and Promotora M.T.I., S.A. to merge under the so-called “Merger by Absorption Agreement”, whereby Banco Aliado, S.A. assumed all assets, liabilities and equity of Inmuebles y Proyectos, S.A. and Promotora M.T.I., S.A. and as a consequence, Banco Aliado, S.A. survives the Merger. S.B. Resolution No. 132-2004 of April 26, 2004.
5. We authorized the merging of Banco Panamericano, S.A., Ancon Holding Panama, S.A. and Banco Cuscatlán de Panamá, S.A., from which the corporation Banco Cuscatlán de Panamá, S.A. will survive. S.B. Resolution No. 143-2004 of April 29, 2004.
6. We authorized Banque Sudameris, S.A. to yield and transfer to GNB Bank (Panama) S.A., certain assets related to the private banking business and, at the same time, GNB Bank (Panama) S.A. to assume certain liabilities of Banque Sudameris, S.A. , also related to the private banking business; pursuant to the Agreement submitted to the Superintendency of Banks.    S.B. Resolution No. 146-2004 of May 10, 2004.
7. We authorized Banco Continental de Panamá, S.A., Wall Street Securities Group, S.A. and Wall Street Bank, S.A., to Merge by Absorption under the so-called “Merger Agreement”, whereby the former absorbed the remaining corporations, assuming all their assets, liabilities and equity. S.B. Resolution No. 190-2004 of July 19, 2004.
8. We authorized the transfer of the stocks of International Union Bank, S.A.from Inverunión, S.A., Casa de Bolsa; C.A. Arrendadora Unión; and Inversiones Whizard Uno, C.A. in favor of Romana Corporation, C.V. S.B. Resolution No. 196-2004 of July 22, 2004.
9. Through S.B. Resolution No. 207-2004 of August 20, 2004, the Superintendent of Banks took notice without objections and ordered the corresponding registration in the Superintendency of Banks of the abroad merger by absorption of Unibanca, Banco Universal, C.A.; Banco Hipotecario Unido, C.A.; Banco de Inversión Unión, C.A.; C.A. Arrendadora Unión; Sociedad de Arrendamiento Financiero, and Fondo Unión, C.A. by Banesco, Banco Universal, S.A.
10. Through S.B. Resolution No. 212 of September 13, 2004, the Superintendent of Banks authorized Primer Banco del Istmo, S.A. to acquire the issued and circulating shares of Lloyds TSB Bank, S.A. and of Lloyds Trust, S.A., financial entities which exist and were organized according to Colombian laws.
11. Through S.B. Resolution No. 219 of October 19, 2004, the Superintendent of Banks authorized Primer Banco del Istmo, S.A. to acquire up to thirty five percent (35%) of all issued and circulating shares of Banco de Comercio de El Salvador, financial entity which was organized according to the laws of El Salvador.
12. Through S.B. Resolution No. 220 of October 20, 2004, the Superintendent of Banks authorized HSBC Bank (Panama) S.A., Panama Realty Investment, S.A. and Overseas Realty Corporation of Panama, to merge under the so-called “Merger Agreement”, whereby the former absorbed the remaining corporations.
13. Through S.B. Resolution No. 217 of October 21, 2004, the Superintendent of Banks authorized the abroad merger by absorption of Banco Sabadell, S.A. (absorbing corporation) and Banco Atlántico, S.A. (absorbed corporation).
14. Through S.B. Resolution No. 221 of October 21, 2004, the Superintendent authorized Banco de Finanzas (International), S.A. to transfer six hundred thirty thousand shares (630,000) which equal twenty one percent (21%) of their stock capital, in favor of GRUPO ASSA, S.A., both being corporations which exist and were organized according to Panamanian laws.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2003
1. We authorized Primer Banco del Istmo, S.A. , Bienes Raíces Portobello, S.A., Inmobiliaria de América Latina, S.A., and Bienes y Valores Monterrey, S.A. to merge under the so-called “Merger by absorption Agreement”, whereby the resulting entity was Primer Banco del Istmo, S.A., absorbing Bienes Raíces Portobello, S.A., Inmobiliaria de América Latina, S.A. and Bienes y Valores Monterrey, S.A., assuming all their assets, liabilities and equity. S.B. Resolution No. 142-2003 of September 23, 2003.
2. We authorized the merger by absorption of Primer Banco del Istmo, S.A. and Banco Mercantil del Istmo, S.A. under the so-called “Merger Agreement” submitted, whereby the former absorbed the latter. S.B. Resolution No. 152-2003 of October 30, 2003.
3. We authorized the transfer of all shares of the subsidiaries, liabilities and equity of Banco Internacional de Costa Rica, LTD. in favor of Bicsa Corporación Financiera, S.A., which includes all shares of Banco Internacional de Costa Rica, S.A. Resolution 07-2003 of January 30, 2003.
4. We authorized the transfer of all issued and circulating shares of Banco Agrícola (Panama), S.A. in favor of Banagricola, S.A. S.B. Resolution No. 35-2003 of April 16, 2003.
5. We authorized Global Bank Corporation to acquire all issued and circulating shares of Bancolat Overseas Limited, banking entity constituted under the laws of Monserrat, British West Indies, property of Primer Banco del Istmo. Resolution 65-2003 of June 9, 2003.
6. We authorized Banco Atlántico (Panama) S.A. to acquire as a purchase, 51% of the shares that Atlántico Holdings Financial, Ltd. maintains in Banco Atlántico (Bahamas) Bank & Trust Ltd. S.B. Resolution No. 107-2003 of September 1, 2003.
7. We authorized the exchange of issued and circulating shares of CTB Financial Holding Company and The International Commercial Bank of China. S.B. Resolution No. 109-2003 of September 11, 2003.
8. We authorized LSF-KEB Holdings, SCA to acquire 51% of Korea Exchange Bank’s shares. S.B. Resolution No. 150-2003 of October 17, 2003.
9. We authorized Banco Uno, S.A. to acquire 100% of the shares of Uno GFU Financial Group S.A., which owns 99.99% of the shares of Banco Uno, S.A. (Costa Rica).. S.B. Resolution No. 241-2003 of December 4, 2003.
10. We authorized Bac International Bank, Inc. to acquire 95% of the shares Bac International Bank (Grand Cayman) owns in Credomatic International Corporation. S.B. Resolution No. 332-2003 of December 17, 2003.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2002
1. We authorized Grupo Continental, S.A. and Bipan Holding Corp. to merge under the so-called “Merger Agreement”, whereby the former entity absorbed the latter. Resolution 9-2002 of February 18, 2002.
2. We authorized Primer Banco del Istmo, S.A. and Inversiones Latinoamericanas, S.A. to merge under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 30-2002 of May 17, 2002
3. We authorized Banco Internacional de Costa Rica, S.A. the transfer of 25% of its shares, which were property of Grupo Financiero Bicsa, S.A. in favor of Banco Internacional de Costa Rica, Ltd. Resolution 36-2002 of June 10, 2002.
4. We authorized Banco Continental de Panamá, S.A. and Banco Internacional de Panamá, S.A. to merge under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 42-2002 of July 8, 2002.
5. We authorized Grupo Financiero Continental, S.A. to acquire all shares of Banco Alemán Platina, S.A., whose holder is Platina Finanz Ag. Resolution 45-2002 of July 22, 2002.
6. We authorized Primer Banco del Istmo, S.A. and Banco de Latinoamerica, S.A., to merge under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 59-2002 of September 9, 2002.
7. We authorized Banco Continental, S.A. to acquire all shares of Banco Alemán Platina, S.A.; whose holder is Grupo Financiero Continental, S.A. Resolution 62-2002 of September 2, 2002.
8. We authorized Banco de Préstamos (Panama), S.A. to transfer its assets, liabilities, contingency funds, equity accounts, order and results accounts to Banco de Préstamos, S.A. (Ecuador).  Resolution 88-2002 of November 8, 2002.
9. We authorized BCT BANK INTERNATIONAL, S.A. and BANCO BCT (PANAMA), S.A. to merge under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 103-02 of December 13, 2002.
10. We authorized Discount Bank and Union Bancaire Privee to merge under the so-called “Merger Agreement”. Resolution 106-2002.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2001
1. We authorized Banco Continental de Panamá, S.A. to acquire all shares of Norfolk and Hampton Bank. Resolution 30-2001 of July 16, 2001.
2. We authorized the transfer of Dresdner Bank AG’s shares in favor of Allianz BankBeteilung GmbH, whereby Allianz AG acquired control of Dresdner Bank AG. Resolution 32-2001 of June 28, 2001.
3. We authorized the transfer of the assets and liabilities of ABN AMRO Bank, N.V. (Panama) and Banco Mercantil del Istmo, S.A. Resolution 38-2001.
4. We authorized the merger by absorption of Primer Banco del Istmo, S.A. and Primer Banco de Ahorros, S.A., under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 58-2001 of September 19, 2001.
5. We authorized Popular Bank & Trust, LTD. to acquire all shares of Popular Bank Cayman Limited. Resolution 72-2001 of November 9, 2001.
6. We authorized Banco Continental de Panamá, S.A. and Financial Holding Company, S.A., to merge under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 79-2001 of December 7, 2001.
7. We authorized Grupo Financiero Continental, S.A. and Empresas Financieras Continental, S.A. to merge under the so-called “Merger Agreement”, whereby the former absorbed the latter, assuming all its assets, liabilities and equity. Resolution 80-2001 of December 7, 2001
8. We authorized Bancrédito (Panama), S.A. to acquire all shares of Bancredit Cayman Limited, currently an absolute property subsidiary of GFN International Investment, Corp.   Resolution 81-2001 of December 12, 2001.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 2000
1. Block transfer or universal transfer of assets, liabilities and operations of BANCO CENTRAL HISPANOAMERICANO S.A. to the BANCO SANTANDER CENTRAL HISPANO S.A. branch in Panama. S.B. Resolution No. 11-2000 of February 11, 2,000.
2. Abroad merger of BANKBOSTON, N.A. and FLEET NATIONAL BANK. S.B. Resolution No. 14-2000 of February 23, 2,000.
3. Merger by absorption of BANCO BILBAO VIZCAYA (PANAMA), S.A. and BANCO EXTERIOR, S.A. S.B. Resolution No. 20-2000 of March 24, 2,000.
4. Merger by absorption of BANCO COMERCIAL DE PANAMA by BANCO GENERAL, S.A. Resolution No. 27-2000 of May 26, 2,000.
5. Abroad merger of BANCA INTESA SPA with BANCA COMERCIALE ITALIANA, main shareholder of BANQUE SUDAMERIS, S.A. -- S.B. Resolution No. 36-2000 of July, 2000.
6. Abroad merger of BANQUE NATIONALE DE PARIS and PARIBAS. S.B. Resolution No. 41-2000 of July 4, 2000.
7. Acquisition of the stocks of PRIMER GRUPO NACIONAL, S.A., stockowner of PRIMER BANCO DE AHORROS, S.A., by BANCO DEL ISTMO, S.A. Resolution No. 44-2000 of July 10, 2000.
8. Transfer of all assets, liabilities and equity of the branches in Panama of THE CHASE MANHATTAN BANK to the HSBC BANK USA branch in Panama. -- S.B. Resolution No. 47-2000 of July 18, 2000.
9. Merger of BANCO DEL ISTMO, S.A. and PRIMER GRUPO NACIONAL, S.A. Resolution No. 52-2000 of August 8, 2000.
10. Abroad merger by absorption of FILABANCO, S.A., shareholder and Parent Bank of FILABANCO TRUST & BANKING, CORP. with BANCO LA PREVISORA, S.A. -- S.B. Resolution No. 55-2000 of August 17, 2000.
11. Merger of BANCO GENERAL, S.A. with NATIONAL BALTIC INVESTMENT, S.A., INVERSIONES YODALIS, S.A., INVERSIONES AÑO DOS MIL, S.A. and INVERSIONES ENSUEÑO. S.B. Resolution No. 56-2000 of August 17, 2000.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 1999
1. Stock transfer of BANCO EXTERIOR S.A. in name of BANCO EXTERIOR DE ESPAÑA S.A. in favor of ARGENTARIA, CAJA POSTAL and BANCO HIPOTECARIO S.A. S.B. Resolution No. 3-99 of February 3, 1999.
2. Transfer of all shares of the foreign banks TOWER CORPORATION LTD. and TOWERBANK (BAHAMAS) LIMITED in favor of TOWERBANK INTERNATIONAL INC. S.B. Resolution No. 4-99 of February 8, 1999.
3. Transfer of 51% of shares of BANCO ALEMAN PLATINA, S.A., of PLATINA FINANZ AG, in favor of M.M. WARBURG & CO, through the intermediary SOCIEDAD DE ADMINISTRACION FINANCIERA Y FIDUCIARIA MANDATROPA S.A. S.B. Resolution No. 13-99 of March 30, 1999.
4. Transfer of 100% of shares of BANCO GANADERO, S.A. - Panama, of BANCO GANADERO, S.A. - Colombia in favor of BANCO BILBAO VIZCAYA (PANAMA), S.A. S.B. Resolution No. 20-99 of May 12, 1999.
5. Abroad merger of the Banking Economic Group BANKBOSTON, N.A. (BANKBOSTON CORPORATION) with the FLEET FINANCIAL GROUP INC. Banking Economic Group.S.B. Resolution No. 25-99 of June 10, 1999.
6. Transfer of 99.15% of the shares of BANCO CONFEDERADO DE AMERICA LATINA, S.A. (COLABANCO) of CONFEDERACION LATINOAMERICANA DE COOPERATIVAS DE AHORRO Y CREDITO R.L (COLAC) in favor of G.B. GROUP CORPORATION. S.B. Resolution No. 35-99 of June 24, 1999.
7. Abroad acquisition by ABN AMRO, S.A. and/or other corporations linked to the ABN AMRO group, of up to 100% of BANCO REAL, S.A.’s shares.  S.B. Resolution No. 40-99 of July 16, 1999.
8. Abroad merger with and towards CITI MERGER SUB INC., now called CITICORP, subsidiary of TRAVELERS GROUP, INC., now called CITIGROUP. S.B. Resolution No. 45-99 of August 9, 1999.
9. Transfer of 99.15% of the shares of BANCO CONFEDERADO DE AMERICA LATINA, S.A. (COLABANCO), of GB CORPORATION in favor of GLOBAL BANK CORPORATION. S.B. Resolution No. 50-99 of August 23, 1999.
10. Merger by absorption of INMOBILIARIA ISTMEÑA S.A. by BANCO GENERAL S.A. S.B. Resolution No. 57-99 of September 10, 1999.
11. Merger of BANCO BILBAO VIZCAYA (PANAMA) S.A. with BANCO GANADERO S.A. S.B. Resolution No. 58-99 of September 10, 1999.
12. Transfer of all assets, liabilities and operations of BANCO REAL S.A. to the ABN AMRO BANK N.V. branch in Panama. S.B. Resolution No. 60-99 of September 29, 1999.
13. Transfer to BANK OF AMERICA N.A. San Antonio Texas, United States, of the assets, liabilities and operations in Panama of BANK OF AMERICA. S.B. Resolution No. 62-99 of October 14, 1999.
14. Transfer of all shares of BANCO COMERCIAL DE PANAMA S.A. of MULTIEMPRESAS COMERCIALES S.A. in favor of EMPRESA GENERAL DE INVERSIONES, S.A. and from the latter to BANCO GENERAL S.A. S.B. Resolution No. 63-99 of October 15, 1999.
15. Transfer of all shares of COMMERCIAL BANK (GRAND CAYMAN) LTD. from MULTIHOLDING CORPORATION in favor of MULTIEMPRESAS COMERCIALES S.A. S.B. Resolution No. 64-99 of October 30, 1999.
16. Transfer of all shares of BANCO INTERNACIONAL DE PANAMA S.A. in favor of BIPAN HOLDING CORP. S.B. Resolution No. 66-99 of October 17, 1999
17. Transfer of all shares of COMMERCIAL BANK (GRAND CAYMAN) LTD of MULTIEMPRESAS COMERCIALES, S.A. in favor of EMPRESA GENERAL DE INVERSIONES, S.A. a|nd from the latter to BANCO GENERAL S.A. S.B. Resolution No. 69-99 of October 30, 1999.
18. Transfer of the assets, liabilities and operations of BANCO CONFEDERADO DE AMERICA LATINA to GLOBAL BANK CORPORATION. S.B. Resolution No. 71-99 of November 30, 1999.
MERGERS, ACQUISITIONS, STOCK TRANSFERS, OPERATION TRANSFERS 1998
1. Transfer of the shares of BANCO SANTANDER (PANAMA) S.A. from BANCO SANTANDER (COLOMBIA), S.A. in favor of HOLBAH MERCHANT COMPANY LIMITED, indirect property of BANCO SANTANDER, S.A. of Spain. S.B. Resolution No. 1-98 of June 25, 1998.
2. Merger by absorption of FINCOMER ANCHOR, S.A. by COMMERCE OVERSEAS BANK, S.A.S.B. Resolution 16-98 of September 3, 1998.
3. Transfer of the assets, liabilities and operations of NATIONSBANK of TEXAS to NATIONSBANK.  S.B. Resolution 18-98 of September 3, 1998.
4. Abroad indirect stock transfer of BANCO REAL, S.A. in favor of ABN AMRO BANK N.V. group.S.B. Resolution No. 54-98 of December 30, 1998.
 
     
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