A Trust Merger Agreement is a specialized legal document used when two trust entities in the Philippines decide to combine their operations. This document is essential for financial institutions holding trust licenses and must comply with strict requirements set by the Bangko Sentral ng Pilipinas (BSP) and other Philippine regulatory authorities. The agreement covers critical aspects such as the transfer of trust assets, protection of beneficiaries' interests, regulatory approvals, and operational integration. It's particularly important in the Philippine context due to specific local regulations governing trust operations, including the General Banking Law of 2000 and various BSP circulars. The document is typically used during consolidation of banking operations, strategic partnerships, or market expansion initiatives where trust businesses are involved.
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1. Parties: Identification of the merging trust entities, including their complete legal names, addresses, and regulatory licenses
2. Background: Context of the merger, including brief description of each trust entity's business and rationale for merger
3. Definitions: Definitions of key terms used throughout the agreement, including regulatory terms specific to trust business
4. Merger Structure: Details of how the merger will be implemented, including surviving entity and treatment of trust assets
5. Transfer of Trust Assets and Liabilities: Comprehensive provisions regarding the transfer of trust accounts, assets, and obligations
6. Regulatory Compliance: Provisions ensuring compliance with BSP requirements and other applicable regulations
7. Client Protection Measures: Provisions for protecting trust beneficiaries' interests during and after the merger
8. Representations and Warranties: Standard and trust-specific representations from both parties
9. Conditions Precedent: Required approvals, consents, and conditions that must be met before closing
10. Closing Mechanics: Detailed procedures for completing the merger
11. Post-Merger Integration: Procedures for integrating trust operations, systems, and processes
12. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction provisions
13. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Employee Matters: Include when the merger affects trust department employees and their rights need to be addressed
2. Tax Matters: Include when specific tax arrangements or implications need to be addressed
3. Intellectual Property: Include when significant IP assets related to trust operations are involved
4. Transitional Services: Include when one party will provide services to the other during integration
5. Break-up Fee: Include when parties want to specify compensation if the merger fails due to specific reasons
6. Non-Competition: Include when restricting parties from competing in trust business is relevant
1. Schedule of Trust Assets: Detailed inventory of all trust assets being transferred
2. Schedule of Trust Accounts: List of all trust accounts with relevant details and classifications
3. Required Regulatory Approvals: List of all required regulatory approvals and their status
4. Employee Transfer Schedule: Details of employees to be transferred and their terms
5. Integration Timeline: Detailed timeline for merger implementation and integration
6. Due Diligence Findings: Summary of key due diligence findings and any remedial actions
7. Form of Client Notice: Template for notifying trust clients about the merger
8. Technology Integration Plan: Detailed plan for integrating trust management systems
9. Financial Statements: Recent financial statements of both trust entities
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