TAIWAN Trends and Developments Contributed by: Derrick Yang, Judy Lo, Yu-Ting Su and Frances Shih, Lee and Li Attorneys-at-Law
Lee and Li Attorneys-at-Law 8F, No. 555, Sec. 4 Zhongxiao E. Rd. Taipei 11072 Taiwan, R.O.C.
Tel: +886-2-2763-8000 Fax: +886-2-2766-5566 Email: attorneys@leeandli.com Web: leeandli.com/EN
Introduction In Taiwan’s dynamic and expanding mergers and acquisitions (M&A) market, parties in a deal may face various regulatory hurdles and, at times, disputes. These challenges highlight the complex interplay between corporate interests, shareholders’ rights, regulatory oversight and labour protections. Typical disputes usually involve target valuation and procedural non-compliance, further complicated by dissenting shareholders. High-profile M&A cases in Taiwan have brought attention to shared concerns that can arise during acquisitions, providing valuable insights for companies aiming for successful trans - actions. For instance, several public deals involving healthcare targets have faced scrutiny, with minority shareholders voicing dissatisfaction over perceived undervaluation in buyouts. Valuing biotech companies presents heightened difficulties due to their inherent volatility and limited transparency; their value can fluc - tuate significantly based on key milestones, such as regulatory approvals or clinical trial outcomes. Disputes in prominent deals can prompt further regu - latory amendments. For example, procedural flaws – particularly the failure to properly manage or disclose director conflicts of interest – have led to disputes regarding the legality of the transactions. In response to these disputes, amendments to the Taiwan M&A Act were enacted in 2022 to further strengthen share - holder protections and enhance transparency in M&A transactions. Notably, if a director has a conflict of interest, the company must disclose the material details of the conflict and the rationale behind the
director’s vote in the relevant shareholders’ meeting notice. Furthermore, the amendments broaden dis - senting shareholders’ appraisal rights, enabling share - holders who voted against an M&A transaction (or did not abstain) at a shareholders’ meeting to exercise these rights. These legislative changes demonstrate lawmakers’ awareness of common M&A disputes and their commitment to establishing a fairer and more transparent M&A environment in Taiwan. Latest Trends Year 2025 marked a surge in M&A activities in Taiwan, particularly within the financial sector, a trend that had been gaining momentum. This consolidation among financial institutions reflects a strategic effort to com - bine business portfolios and licensed businesses, aiming for greater operational synergy and a stronger competitive edge. By pooling resources and exper - tise, financial holding groups are building a compre - hensive suite of financial services – covering banking, insurance and securities – to better serve their clients and navigate the changing market. High-profile trans - actions include Taishin Financial Holdings’ (“Taishin”) acquisition of Shin Kong Financial Holdings (“Shin Kong”), SinoPac Financial Holdings’ share swap for King’s Town Bank, and E.SUN Financial Holding’s merger with Sampo Life Insurance. Due to the highly regulated nature of the financial industry, these deals have faced intense scrutiny from regulatory bodies. Concerns around regulatory oversight, market stability and employee rights have emerged as critical points of contention. Regulatory interventions have not only influenced deal outcomes but have also prompted legislative reforms aimed at refining the M&A regula -
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