Announcement of the company’s proposed capital reduction and share exchange plan

 Announcement of the company's proposed capital
reduction and share exchange plan

1.Date of the competent authority's approval of capital
reduction:20240626
2.Date of completion of capitalization change registration:NA
3.Effect on the financial statements (including any
discrepancy between the amount of paid-in capital and
the no.of shares outstanding, and the effect on net
worth per share):
 Paid-in capital(NT$)                 Number of outstanding shares(shares)
Net value per share (NT$)
--------------------------------------------------------------------------
Before capital reduction 357,200,000 35,720,000 shares (including 16,194,000
shares from private placement) 5.08
After capital reduction 246,616,200  24,661,620 shares (including 11,180,578
shares from private placement) 7.36
Note: The net value per share is calculated based on the net value of the
financial statements reviewed by accountants in the first quarter of 2024
and the number of outstanding shares mentioned above.
4.Plan for expected exchange of shares:
一.Record date of capital reduction:2024/06/27
二.The total number and total amount of shares to be exchanged:
The shares to be exchanged this time include 35,720,000 shares
issued by the company over the years (including 16,194,000
private equity shares), with a face value of NT$10 per share,
totaling NT$357,200,000.
三.To make up for the losses, the capital was reduced by
NT$110,583,800, and 11,058,380 issued shares (including 5,013,422
private placement common shares) were eliminated. After the
capital reduction, the number of issued shares was 24,661,620
shares (including 11,180,578 private placement common shares),
and the paid-in capital is NT$246,616,200.
四.This capital reduction issuance of stocks (issued without
entity), its rights and obligations are the same as those of the
originally issued shares. According to the "base date of capital
reduction and stock exchange" recorded in the shareholder list,
the proportion of shares held by each shareholder is reduced by
309.5851064 for every thousand shares. shares, the capital
reduction ratio is approximately 30.95851064% (that is,
690.4148936 new shares are issued for every 1,000 shares); if
the number of outstanding shares of the company is subsequently
affected by other factors and the capital reduction ratio changes,
the chairman is authorized to adjust it.
五.Hair replacement schedule:
(1)The last trading day of old stocks: August 22, 2024.
(2)The last transfer date of old stocks: August 26, 2024.
(3)The period during which the old stocks stop trading in the
market: August 23, 2024 to August 31, 2024.
(4)The transfer period of old stocks is closed: August 27, 2024 to
August 31, 2024.
(5)Base date for capital reduction and replacement: August 31,
2024.
(6)Date of listing and trading of new stocks: September 2, 2024.
(7)If the above-mentioned operation schedule needs to be changed
or revised due to changes in relevant regulations of the competent
authority or adjustment of the approval date or objective
environmental impacts, the chairman of the board shall be
authorized to handle it with full authority.
(8)From the date the new stocks are listed for OTC trading, the
old stocks originally listed for OTC trading shall not be used as
the subject of trading and delivery.
六.Procedures and procedures for hair replacement:
(1) The company's capital reduction and replacement of new shares
will not be physically issued. Shareholders who have not yet
opened a CHEP account with a securities firm are requested to open
a CHEP account at their current securities firm as soon as
possible to facilitate the replacement process.
(2)The stocks that have been deposited in the securities
collective insurance account will be uniformly exchanged by Taiwan
Central Depository and Clearing Co., Ltd. on the day when new
stocks are listed for trading on the OTC market. Shareholders do
not need to go through any procedures.
(3)Replacement of transferred old stocks: Starting from the new
stock replacement date (September 2, 2024), please hold the old
stocks, the original seal, and the capital reduction exchange
certificate sent by the company's stock agency To issue a new
stock notification and application form, please contact the
company's stock affairs agency.
(4)Replacement of old untransferred stocks: Starting from the new
stock replacement date (September 2, 2024), please hold the old
stocks, original seal, transfer application form, seal card, and
supporting documents (purchase report or stock redemption number
list or securities transaction tax form), a photocopy of the front
and back of the ID card, and the capital reduction and replacement
of new stock notice and application form sent by the company's
stock agency, please contact the company's stock agency handle.
(5)The company's stock agency: Guobiao Comprehensive Securities
Co., Ltd., 15th Floor, No. 188, Section 5, Nanjing East Road,
Taipei City, Tel: (02)2528-8988.
5.Estimated no.of listed common shares after capital
 reduction and new issue:
24,661,620 shares (including 11,180,578 private equity shares)
6.Estimated no.of listed
common shares as a percentage
of issued common shares after capital reduction and
new issue (No.of common
shares  after capital reduction/No.of  issued
 common shares):54.66%
7.Countermeasures for poor circulation of equity if the
aforesaid estimated no.of
listed common shares does
not reach 5 million shares
 and the percentage does not
reach 25% after capital
reduction:NA
8.Any other matters that need
 to be specified:
The above-mentioned capital reduction and share exchange
operation plan has not yet been approved by the competent
authority. If the approved content changes, the company
will make a separate announcement to change it.