15th Dec 2009 09:46
BOD Authorization of Management Decisions
On December 15, 2009, the BOD of Samsung Electronics authorized the following management decisions.
1. Merger between Samsung Electronics and Samsung Digital Imaging
On December 15, 2009, the BOD of Samsung Electronics announced it is seeking to merge with Samsung Digital Imaging Co., Ltd. as part of a move to become a global leader in the digital camera business.
The merger, expected to be signed on Jan. 22, 2010, will go into effect from April 1, 2010, once the transaction is approved at the shareholders meeting of Samsung Digital Imaging.
Under the agreement, the Samsung Digital Imaging will be absorbed into Samsung Electronics, as a business unit responsible for digital cameras, camcorders, and optical devices. The merger ratio of the two companies is to be Samsung Electronics: Samsung Digital Imaging = 1:0.0577663.
The merger will benefit Samsung Electronics by maximizing Samsung Digital Imaging's optical technology, and applying the technology to other businesses such as camera phones, and printer businesses.
2. Book Closure/Record Date for Merger with Samsung Digital Imaging
On December 15, 2009, the BOD of Samsung Electronics decided on the book closure period and the record date for the merger between Samsung Electronics and Samsung Digital Imaging. The book closure aims to determine the list of shareholders entitled to exercise the right to dissent.
▫ Details
Book closure period: Between January 1 and January 31, 2010
Record date: December 31, 2009
3. Real estate sales to affiliate
On December 15, 2009, the BOD of Samsung Electronics authorized the sales of real estate to its affiliate, Samsung Life Insurance.
▫ Details
- Contract amount: KRW 504.8 billion
- Expected contract date: December 23, 2009
- BOD decision date: December 15, 2009
- Transaction property: 6,595 square meter of land and 83,639.81 square meter of building (26 above-ground floors and four underground floors)
(250 Taepyongno 2-ga, Chung-Gu, Seoul, Korea)
- Purpose of transaction: Sales of property not directly related to manufacturing and sales.
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