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the valuation report, including the valuation results, whether or

not the transactions were conducted in conformity with the

results of the valuation report, and the justification of this mat-

ter shall be disclosed to public on the Public Disclosure

Platform (“KAP”).

The provisions of Art. 9 of the Communiqué shall not apply for the

portfolio management, investment and intermediary services received

from the related parties of the investment trusts. Additionally, said arti-

cle shall not apply to the related party transactions arising from the

ordinary activities of banks and financial institutions.

The CMB may require, at its discretion, (i) the valuation of the

transactions (related party or not) notwithstanding the ratios stated in

the Communiqué, and (ii) the disclosure of the valuation results to the

public according to principles stated in the same Communiqué.

Common and Long-Term Transactions

As per Article 10 of the Communiqué, the board of directors shall

approve the scope and terms of the common and long-term transac-

tions. Where a substantial change occurs in the scope and conditions of

common and long-term transactions, a new resolution shall be adopted.

a) If the ratio between the cost of the common and long-term

transactions between companies, their subsidiaries and related

parties in an accounting period to the sale costs calculated pur-

suant to the last annual financial statements disclosed to public

for purchase transactions is more than 10%;

b) or if the ratio between the cost of the common and long-term

transactions between companies, their subsidiaries and related

parties in an accounting period to the revenue cost calculated

pursuant to the last annual financial statements disclosed to the

public for sales transactions is more than 10%;

a report shall be prepared by the board of directors on the transac-

tion conditions and a comparison of such transactions with market con-

ditions, in addition to the board of director’s resolution, and a complete

form of the report, or its result, shall be disclosed to public on the

Public Disclosure Platform (“KAP”). If the majority of independent

CAPITAL MARKETS LAW

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