CDF, on behalf of KGI Bank, announced to participate in a capital increase of Suyin KGI Consumer Finance Co., Ltd.

2023-07-25
Announcements

Date of announcement 2023/07/25
Time of announcement 18:16:17
Date of events 2023/07/25
To which item it meets paragraph 20

1.Date of occurrence of the event:2023/07/25
2.Method of the current increase (decrease) in investment:direct investment
3.Amount, unit price, and total monetary amount of the transaction:
RMB 640.0874 million
4.Company name of the mainland Chinese investee:
Suyin KGI Consumer Finance Co., Ltd.
5.Paid-in capital of aforementioned mainland Chinese investee:
RMB 2,600 million
6.Amount of capital increase currently planned for the aforementioned
mainland Chinese investee:RMB 1,600 million
7.Main businesses of the aforementioned mainland Chinese investee:
Issuing consumer loans
8.Type of CPA opinion in the latest annual financial statements of the
aforementioned mainland Chinese investee:Unqualified opinion
9.Total equity of the aforementioned mainland Chinese investee in the latest
annual financial statements:RMB 2,797 million
10.Amount of profit/loss of the aforementioned mainland Chinese investee in
the latest annual financial statements:RMB 160 million
11.Amount of actual investment in the aforementioned mainland Chinese
investee, up to the present moment:RMB 940.4 million
12.Trading counterparty and its relationship with the Company:Related party
13.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:
After assessment, KGI Bank plans to participate in the capital increase
of related party, Suyin KGI Consumer Finance Co., Ltd.
14.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:N/A
15.Profit (or loss) upon disposal:N/A
16.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:Paid in accordance with the transaction schedule.
17.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
With reference to CPA’s reasonableness opinion, the price was approved
by the board of directors of KGI Bank.
18.Broker:None
19.Concrete purpose of the acquisition or disposal:
Maintain investment efficiency through capital injection based on the
shareholding ratio.
20.Any dissenting opinions of directors to the present transaction:None
21.Whether the counterparty of the current transaction is a related party:Yes
22.Date of the board of directors resolution:2023/07/25
23.Date of ratification by supervisors or approval by
the Audit Committee:2023/07/25
24.Total amount of investment in mainland China (including the current
investment) approved by the Investment Commission, up to the present moment:
NTD 7,768,370 thousand
25.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to the paid-in capital on the latest financial statements:16.87%
26.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to the total assets on the latest financial statements:1.02%
27.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to equity attributable to owners of the parent on the latest
financial statements:12.16%
28.Total amount of actual investment in mainland China, up to the present
moment:NTD 5,027,132 thousand
29.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to the paid-in capital on the latest financial
statements:10.91%
30.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to the total assets on the latest
financial statements:0.66%
31.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to equity attributable to owners of the parent on the
latest financial statements:7.87%
32.Amount of recognized profit (loss) on investment in mainland China for
the last three years:
2020: NTD 52,312 thousand
2021: NTD 33,789 thousand
2022: NTD 289,018 thousand
33.Amount of profit remitted back to Taiwan for the last
three years:0
34.Whether the CPA issued an unreasonable opinion regarding the current
transaction:No
35.Name of the CPA firm:Yangtze CPAs & Co.
36.Name of the CPA:Hu, Hsiang-Ning
37.Practice certificate number of the CPA:Chung 191
38.Any other matters that need to be specified:
1. Bank will sign an agreement for the capital increase of Suyin KGI
Consumer Finance Co., Ltd. with the company and its other
shareholders.
2. The transaction is subject to the approval of CDF and the regulatory
authorities.

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