Loss of the Company. In the event that the accumulated losses of the Company * immediately after the completion of the Merger contemplated under the Merger Agreement, the amount of which is expected to be * the Shareholders shall discuss in good faith * If the Shareholders agree on the *, the Shareholders shall cooperate to carry out such measure(s). If the Shareholders do not * a Shareholder whose * are less than * may request, by giving a written notice * within * after the expiration of the * as applicable, the other party to agree to * via a * after receipt of such written notice. In the event that the other party * does not agree to * for any reason * to * to the * of such * set forth in Sections 7.3.2 and 7.3.3.
Loss of the Company. In the event that the accumulated losses of the Company exceed one-third (1/3) of its net equity immediately after the completion of the Merger contemplated under the Merger Agreement, the amount of which is expected to be approximately NT$7,000,000,000, for a period of nine (9) months, the Shareholders shall discuss in good faith a plan to recover such losses (the “Recovery Plan”). If the Shareholders agree on the Recovery Plan, the Shareholders shall cooperate to carry out such measure(s). If the Shareholders do not agree on the Recovery Plan within ninety (90) days from the end of the aforementioned nine-month period (the “Recovery Discussion Period”), or, if applicable, the accumulated losses of the Company do not fall below one-third (1/3) of its net equity set forth above for a period of twelve (12) months after commencement of carrying out the agreed Recovery Plan (the “Recovery Plan Period”), a Shareholder whose Percentage Interests are less than fifty percent (50%) (the “Requesting Shareholder”) may request, by giving a written notice (the “Dissolution Notice”) within thirty (30) days (“Dissolution Notice Period”) after the expiration of the Recovery Discussion Period or the Recovery Plan Period, as applicable, the other party to agree to dissolve and liquidate the Company via a shareholder meeting conducted within ninety (90) days after receipt of such written notice. In the event that the other party (the “Remaining Shareholder”) does not agree to dissolve and liquidate the Company for any reason, the Requesting Shareholder may exercise a put option to sell all of its Shares to the Remaining Shareholder at the price equal to the Minority Closing Price by delivering a six-month prior written notice before the closing of such sale in accordance with the option procedures set forth in Sections 7.3.2 and 7.3.3.
