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Statement
| 1.Date of the board of directors resolution:2022/07/07
2.Source of capital increase funds:Cash capital increase
3.Whether to adopt shelf registration
(Yes, please state issuance period/No):No
4.Total monetary value of the issuance and number of shares issued (shares
issued not including those distributed to employees if consisting in
capital increase from earnings or capital surplus):
The number of issued shares is 20,000,000 shares, each with a face value
of NTD10, and the total issued face value is NTD200,000,000.
5.If adopting shelf registration, monetary value and number of shares
to be issued this time:NA
6.The remaining monetary value and shares after this issuance when
adopting shelf registration:NA
7.Par value per share:NTD 10
8.Issue price:
In response to changes in domestic and foreign political and economic
situations, fluctuations in capital market conditions affect the
company's share price, and in compliance with the provisions of
Article 6, Paragraph 1 of the "Self-regulatory Rules for Underwriters
of the Securities and Commerce Association of the Republic of China
to Assist Issuing Companies in Raising and Issuing Securities". When
the case is reported to the FSC and when the issue price is actually
set after the cash capital increase case is reported to the competent
authority and becomes effective, the issue price per share and the
pricing method shall not be lower than the previous one, three or
five business days. The calculation is based on the simple arithmetic
average of the closing price of ordinary shares calculated by deducting
the ex-rights (or ex-rights of capital reduction) and ex-dividends of
free allotment and 70% of the average share price. And within the range
of 30~50 yuan per share issue price, authorize the chairman to make a
mutual agreement with the securities underwriters according to the
market conditions at that time.
9.Number of shares subscribed for by or allocated to employees:
10% of new shares issued.
10.Number of shares publicly sold:10% of new shares issued.
11.Ratio of shares subscribed by or allotted as stock
dividends to existing shareholders:80% of new shares issued, shares were
subscribed by the original shareholders according to the shareholding
ratio recorded in the shareholder list on the subscription base date.
12.Handling method for fractional shares and shares
unsubscripted for by the deadline:The existing shareholder who owns odd lots
may subscribe to new shares within 5 days of the issue date. Chairman of
the Board is planned to be authorized to contact designated person for
remaining odd lots or shares.
13.Rights and obligations of these newly issued shares:
Same as existing common shares
14.Utilization of the funds from the capital increase:Repaying borrowings,
reinvestment in subsidiaries
15.Any other matters that need to be specified:
(1)In order to grasp the establishment of the issuance conditions and the
actual timeliness of the issuance operation, the issuance price and
issuance conditions of the cash capital increase plan before the
disclosure, as well as the funds required for the total plan, the
source of funds, the planned projects, the expected benefits, etc.
Matters, such as changes in laws and regulations, amendments or
revisions or adjustments by the competent authority need to be made
according to the needs of the subjective and objective circumstances,
including the application for extension or cancellation to the
competent authority, it is proposed to authorize the chairman of
the board to handle it.
(2)After the cash capital increase case is reported to the competent
authority for declaration and becomes effective, the chairman shall
be authorized to set another stock subscription base date, payment
period, and capital increase base date to handle matters related
to this capital increase.
(3)The actual issue price per share is adjusted due to market changes.
If the raised funds are insufficient, the difference shall be made
up with self-owned funds, bank loans or other financing methods;
however, if the raised funds increase, the excess will also be
used.It will be used as working capital of the company.
(4)After the resolution of the Board of Directors on May 11, 2022,
the Board of Directors approved the cash capital increase of the
Company to issue common shares within the limit of 45,000 thousand
shares of common stock, and the actual number of shares issued
authorized the Chairman to decide according to the actual situation,
and on July 7, 2022, the Board of Directors resolved to issue
20,000,000 shares through the cash capital
increase.
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