### Citibank (Hong Kong) Limited (Merger) Ordinance 《花旗銀行(香港)有限公司(合併)條例》

9. Waiver of prohibition of merger
(1) Any provision contained in any contract or other document to which Citibank, Hong Kong Branch or Citibank (Hong Kong) or any of their respective subsidiaries is a party or to which Citibank is a party but the rights, liabilities or any chose in action under or established by such contract or other document forms part of the undertakings of Citibank, Hong Kong Branch which prohibits or has the effect of prohibiting the transfer and vesting or deemed transfer and vesting of the undertakings of Citibank, Hong Kong Branch in Citibank (Hong Kong) shall be deemed by this Ordinance to have been waived.
(2) Any provision contained in any contract or other document or other agreement to the effect that a breach of contract or a default shall occur or be deemed to occur as a result of the transfer and vesting or deemed transfer and vesting of the undertakings of Citibank, Hong Kong Branch in Citibank (Hong Kong), and to which Citibank, Hong Kong Branch or Citibank (Hong Kong) or any of their respective subsidiaries is a party or to which Citibank is a party but the rights, liabilities or any chose in action under or established by such contract or other document or other agreement forms part of the undertakings of Citibank, Hong Kong Branch, shall be deemed by this Ordinance to have been waived.

10. Evidence: books and documents
(1) All books and other documents which would, prior to the appointed day, have been evidence in respect of any matter for or against Citibank, Hong Kong Branch shall be admissible in evidence in respect of the same matter for or against Citibank (Hong Kong) so far as they relate to the undertakings.
(2) In this section, documents (文件) has the same meaning as in section 46 of the Evidence Ordinance (Cap. 8).

### Citibank (Hong Kong) Limited (Merger) Ordinance 《花旗銀行(香港)有限公司(合併)條例》

11. Part III of Evidence Ordinance (Cap. 8)
(1) On and from the appointed day, Part III of the Evidence Ordinance (Cap. 8) shall apply to the banker’s records of Citibank, Hong Kong Branch vested or deemed to be vested in Citibank (Hong Kong) by virtue of this Ordinance, and to entries made in those records prior to the appointed day, as if such records were the records of Citibank (Hong Kong).
(2) For the purposes of section 20 of the Evidence Ordinance (Cap. 8), banker’s records which are deemed to have become the banker’s records of Citibank (Hong Kong) by virtue of this Ordinance shall be deemed to have been the ordinary banker’s records of Citibank (Hong Kong) at the time of the making of an entry therein which purports to have been made prior to the appointed day, and any such entry shall be deemed to have been made in the usual and ordinary course of business.
(3) For the purposes of sections 40 and 41 of the Evidence Ordinance (Cap. 8), documents previously in the custody or control of Citibank, Hong Kong Branch that relate to the undertakings shall by virtue of this Ordinance be deemed to be documents previously in the custody or control of Citibank (Hong Kong).
(4) In this section, banker’s records (銀行紀錄) shall be construed in accordance with section 2 of the Evidence Ordinance (Cap. 8).

### Citibank (Hong Kong) Limited (Merger) Ordinance 《花旗銀行(香港)有限公司(合併)條例》

15. Saving for companies
Nothing in this Ordinance shall prejudice the powers of Citibank (Hong Kong) to alter its articles of association or to dispose of, or deal with, its property, security interests or liabilities or to carry on or discontinue any part of its business; and nothing in this Ordinance shall prejudice the powers of Citibank to alter its memorandum and articles of association or to dispose of, or deal with, its property, security interests or liabilities prior to the appointed day.
(Amended 28 of 2012 ss. 912 & 920)

16. Saving
Nothing in this Ordinance shall affect or be deemed to affect the rights of the Central Authorities or the Government of the Hong Kong Special Administrative Region under the Basic Law and other laws, or the rights of any body politic or corporate or of any other person except such as are mentioned in this Ordinance and those claiming by, from or under them.

### Wing Hang Bank, Limited (Merger) Ordinance 《永亨銀行有限公司(合併)條例》

1. Short title
This Ordinance may be cited as the Wing Hang Bank, Limited (Merger) Ordinance.

### Wing Hang Bank, Limited (Merger) Ordinance 《永亨銀行有限公司(合併)條例》

3. Notice of appointed day
(1) The directors of Wing Hang Bank may appoint a day for the purposes of this Ordinance.
(2) Wing Hang Bank and Chekiang First Bank shall give joint notice in the Gazette stating the day so appointed save that, in the event that such day proves not to be the appointed day for any reason, Wing Hang Bank and Chekiang First Bank shall give joint notice in the Gazette to that effect and shall again give joint notice in the Gazette stating the next day so appointed or, as the case may be, the day which was the appointed day.

4. Change of name, reduction of capital and revocation of banking licence
(1) On the appointed day, by virtue of this Ordinance—
(a) the name of Chekiang First Bank shall, in accordance with this section, be changed to “Chekiang First, Limited (浙江第一有限公司)”;
(b) the authorized and issued share capital of Chekiang First Bank shall be reduced to $500 comprising 5 ordinary shares of $100 each and 24 999 995 ordinary shares of $100 each shall be cancelled; and
(c) the banking licence of Chekiang First Bank shall, in accordance with Part V of the Banking Ordinance (Cap. 155), be revoked on and from a day to be appointed by the Monetary Authority which day shall be published in the Gazette.
(2) Not later than 7 days before the appointed day, Chekiang First Bank shall deliver to the Registrar of Companies a copy of this Ordinance together with a minute, signed by a director or the secretary of Chekiang First Bank confirming the reduction of share capital and cancellation of shares referred to in subsection (1).
(3) The Registrar of Companies shall, pursuant to this Ordinance, register the copy of the Ordinance and the minute delivered to him pursuant to subsection (2) and on the appointed day shall—
(a) enter the new name of Chekiang First Bank in the register in place of its former name and issue to Chekiang First Bank a certificate of change of name stating Chekiang First Bank’s new name; and
(b) certify under his hand the registration of the Ordinance and the minute which certificate shall be conclusive evidence of the reduction of the authorized and issued share capital of Chekiang First Bank.

### Wing Hang Bank, Limited (Merger) Ordinance 《永亨銀行有限公司(合併)條例》

5. Vesting of the undertakings in Wing Hang Bank
(1) On the appointed day the undertakings shall, by virtue of this Ordinance and without further act or deed, be transferred to, and vest in, Wing Hang Bank to the intent that Wing Hang Bank shall succeed to the whole undertakings as if in all respects Wing Hang Bank were the same person in law as Chekiang First Bank.
(2) Where the transfer and vesting of any property and liabilities situate in any country, territory or place outside Hong Kong and forming part of the undertakings is governed otherwise than by the laws of Hong Kong, Chekiang First Bank shall, if Wing Hang Bank so requires, so soon as is practicable after the appointed day, take all necessary steps for securing the effective transfer and vesting thereof in Wing Hang Bank and, pending such transfer and vesting, Chekiang First Bank shall hold any such property and liabilities in trust absolutely for Wing Hang Bank.