Date of announcement 2023/03/27
Time of announcement 17:12:38
Date of events 2023/03/27
To which item it meets paragraph 20

1.Name and nature of the underlying assets (if preferred shares, the terms
and conditions of issuance shall also be indicated, e.g., dividend yield,
etc.):KGI SITE Common Stocks.
2.Date of occurrence of the event:2023/03/27
3.Amount, unit price, and total monetary amount of the transaction:
(1) Amount: Common Stock 30,000,000 shares
(2) Unit price: Common Stock NT$19.56 per share
(3) Total monetary amount: It is the pro-forma calculation based
on the Company’s 2022 audited recognized book value on KGI SITE
for using equity method NT$ 586,897,592.
4.Trading counterparty and its relationship with the Company (if the trading
counterparty is a natural person and furthermore is not a related party of
the Company, the name of the trading counterparty is not required to be
disclosed):
(1) Trading counterparty: China Development Financial Holding Corp.
(2) Relationship with the Company: The Parent Company
5.Where the trading counterparty is a related party, announcement shall also
be made of the reason for choosing the related party as trading counterparty
and the identity of the previous owner, its relationship with the Company
and the trading counterparty, and the previous date and monetary amount of
transfer:
(1) For the development strategy and capital allocation planning of
China Development Financial Holding Corp., the Company is planning of
reducing capital by returning KGI SITE common stocks. China Development
Financial Holdings will directly hold KGI SITE .
(2) KGI SITE is a 100% subsidiary of the Company. The Company's latest
acquisition of shares in KGI SITE was on February 22, 2018, the
transaction price is NT$10.635 per share for net value on December 31,
2017, and the trading counterparty is Ms. Guo who is not related party
to the Company and China Development Financial Holding Corp..
6.Where an owner of the underlying assets within the past five years has
been a related party of the Company, the announcement shall also include the
date and price of acquisition and disposal by the related party, and its
relationship with the Company at the time of the transaction:NA
7.Matters related to the current disposal of creditors' rights (including
types of collaterals of the disposed creditor’s rights; if creditor's
rights over a related party, announcement shall be made of the name of the
related party and the book amount of the creditor's rights, currently being
disposed of, over such related party):NA
8.Profit or loss from the disposal (not applicable in cases of acquisition
of securities) (those with deferral should provide a table explaining
recognition):NA
9.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:Capital reduction by returning the KGI SITE Common Stocks
to the Parent Company
10.The manner of deciding on this transaction (such as invitation to tender,
price comparison, or price negotiation), the reference basis for the
decision on price, and the decision-making unit:
(1) The manner of deciding on this transaction: Board of directors
(2) The reference basis for the decision on price : It is the pro-forma
calculation based on the Company’s 2022 audited recognized book value
on KGI SITE for using equity method.
(3) The decision-making unit : Board of directors
11.Net worth per share of the Company's underlying securities acquired or
disposed of:NT$18.56
12.Cumulative no.of shares held (including the current transaction), their
monetary amount, shareholding percentage, and status of any restriction of
rights (e.g., pledges), as of the present moment:
(1) Cumulative no. of shares held:0 units
(2) Monetary amount : NT$ 0
(3) Shareholding percentage: 0 %
(4) Status of any restriction of rights : None
13.Current ratio of securities investment (including the current trade, as
listed in article 3 of Regulations Governing the Acquisition and Disposal of
Assets by Public Companies) to the total assets and equity attributable to
owners of the parent as shown in the most recent financial statement and
working capital as shown in the most recent financial statement as of the
present:
(1)To the total assets: 32.45%
(2) To the equity : 42.83%
(3) Working capital as shown in the most recent financial statement : NA
14.Broker and broker's fee:None
15.Concrete purpose or use of the acquisition or disposal:
For the development strategy and capital allocation planning of China
Development Financial Holding Corp.
16.Any dissenting opinions of directors to the present transaction:No
17.Whether the counterparty of the current transaction is
a related party:Yes
18.Date of the board of directors resolution:2023/03/27
19.Date of ratification by supervisors or approval by
the Audit Committee:2023/03/27
20.Whether the CPA issued an unreasonable opinion regarding the current
transaction: No
21.Name of the CPA firm:FORTUNE & CO., CPAs
22.Name of the CPA:Kevin Tsai
23.Practice certificate number of the CPA:
Taipei Certified Public Accountant Association Certificate No.2622
24.Whether the transaction involved in change of business model:No
25.Details on change of business model:No
26.Details on transactions with the counterparty for the past year and the
expected coming year:NA
27.Source of funds:Capital reduction by transferring KGI SITE Common Stocks
28.Any other matters that need to be specified:None