Summary of Policy on Managing Conflicts of Interest
Tokyo Star Bank (the “Bank”) hereby announces the establishment of a basic policy for the appropriate management of transactions that may cause conflicts of interest so that our customers’ interests are not unduly harmed as a result of transactions by the Bank, bank agents affiliated to the Bank (“Bank Agents”) or the Bank’s group companies.
(1) Transactions subject to conflict of interest management and identification method
A conflict of interest refers to a situation in which there is a conflict of interest between a customer and the Bank, a Bank Agent or a Bank group company, or between customers of the Bank, a Bank Agent or a Bank group company.
The Bank shall manage transactions that may unduly harm the interests of customers due to potential conflicts of interest as target transactions.
The Bank shall appropriately identify whether a transaction with a customer is a transaction to be managed based on the information provided by the customer.
(2) Types of transactions that may cause conflicts of interest
Whether a particular transaction may cause a conflict of interest will be determined based on the specific circumstances surrounding each transaction. For example, transactions that are likely to cause conflicts of interest are categorized as follows
| Conflicts of interest between customers and the Bank | Conflicts of interest between customers | |
|---|---|---|
| Type of conflict | Transactions in which there is a conflict of interest between the customer and the Bank, a Bank Agent, or a group company | Transactions in which there is a conflict of interest between customers of the Bank, a Bank Agent, or a group company |
| Competitive transactions | Transactions in which the customer and the Bank, a Bank Agent or a group company compete for the same transaction | Transactions in which there is a conflict of interest between customers of the Bank, a Bank Agent, or a group company Transactions in which customers compete with each other for the same transaction |
| Information-utilization | Transactions in which the Bank, a Bank Agent, or a group company benefits from using information obtained by the Bank through its relationship with a customer | Transactions in which other customers of the Bank, a Bank Agent, or a group company benefit from using information obtained by the Bank through its relationship with a customer |
Specific transactions that may cause conflicts of interest that are subject to conflict of interest management at the Bank are assumed to be transactions that occur in associations with transactions 1 to 5 below.
- 1Acceptance of FA and M&A advisory services
- 2Taking on M&A intermediary duties
- 3Appointment of syndicated loan arrangers and agents
- 4Rehabilitation support
- 5In addition to the acts listed in 1 to 4 above, transactions that are reasonably expected by the customer based on a legal fiduciary relationship or de facto dependence in accordance with a contract between the Bank and the customer
(3) Framework for Managing Conflicts of Interest
In order to appropriately manage conflicts of interest at the Bank, the Bank’s Compliance Department shall be designated as the department responsible for supervising the management of conflicts of interest, and shall consolidate information and identify and centrally manage target transactions. In addition, a conflict of interest management officer shall be designated as the person responsible for developing a framework for appropriate and adequate conflict of interest management and implementing specific measures to ensure the effectiveness of such a framework.
The Bank shall appropriately manage conflicts of interest by taking a combination of the following methods and other measures as appropriate, to manage the target transactions.
- 1Compartmentalize information
- 2Change transaction conditions and methods
- 3Discontinue transactions
- 4Disclose the conflict of interest to customers and obtain their consent
(4) Scope of Companies Subject to Conflict of Interest Management
The Bank and the following companies are subject to conflict of interest management at the Bank.
- 1Bank Agents affiliated to the Bank
- 2The Bank’s parent financial institution, etc. (CTBC Bank Co., Ltd., etc.)
- 3The Bank’s subsidiary financial institutions, etc. (Tokyo Star Business Finance, Ltd.)
- 4Other Group companies that the Compliance Department deems necessary to include in the scope of management from the perspective of conflict of interest management
