1. Name and nature of the subject matter (for preferred shares, specify issuance terms such as dividend rate): Common shares in CT Securities offered through private placement
2. Date of occurrence: July 22, 2026 (Minguo Year 115)
3. Number of units, unit price, and total transaction amount: 1. Number of shares: Tentatively 288,350,600 shares 2. Unit price: Tentatively NT$17.34 per share 3. Total transaction amount: Not exceeding NT$5 billion
4. Counterparty and its relationship with the company (if the counterparty is a natural person and not a related party, name disclosure may be omitted): 1. Counterparty: CT Securities 2. Relationship with the company: The company is a wholly-owned subsidiary (100% ownership) of the issuer
5. If the counterparty is a related party, state the reason for selecting such party, the previous transferor, the relationship among the previous transferor, the company, and the counterparty, the transfer date, and amount: 1. Reason for selecting a related party: To strengthen the capital and financial structure of the subsidiary and meet future operational needs, the company has decided to fully subscribe to the private placement shares issued by CT Securities. 2. Previous transferor: Not applicable 3. Relationship among previous transferor, company, and counterparty: Not applicable 4. Previous transfer date and amount: Not applicable
6. If the ownership of the subject matter was held by a related party of the company within the past five years, disclose the acquisition and disposal dates, prices, and relationship with the company at the time: Not applicable
7. Matters related to the disposal of receivables (including types of collateral attached to disposed receivables; if receivables from related parties are involved, disclose the names and book amounts): Not applicable
8. Gain (or loss) from disposal (not applicable for acquisition of securities) (if deferred, provide a table showing recognition): Not applicable
9. Delivery or payment terms (including payment period and amount), contractual restrictions, and other important agreements: 1. Delivery or payment terms (including payment period and amount): The cash investment (up to NT$5 billion) is scheduled to be paid in full on the subscription benchmark date 2. Contractual restrictions and other important terms: The capital increase can only proceed after CT Securities’ board (exercising shareholders’ meeting authority) approves the capital increase and the company submits an application to and obtains approval from the Financial Supervisory Commission
10. Method of transaction decision, reference basis for price determination, and decision-making body: 1. Transaction decision method: Subscription via cash capital increase 2. Reference basis for price determination: Based on the current issuance price per share of CT Securities’ capital increase 3. Decision-making body: Board of Directors meeting held on July 22, 2026 (Minguo Year 115)
11. Net asset value per share of the securities-issuing company: NT$17.34
12. Is the private placement reference price of the securities-issuing company more than 20% different from the transaction price per share?: No
13. Cumulative holdings (including this transaction) as of now (number, amount, ownership percentage, and any rights restrictions such as pledges): After this subscription, the company is expected to hold 1,078,804,839 shares, with a total value of NT$19,892,531 thousand, representing 100% ownership. No rights restrictions are expected.
14. Ratio of private placement securities investment (including this transaction) to total assets and equity attributable to owners of the parent in the company’s latest financial statements, and the amount of working capital: (1) Ratio of private placement securities investment to total assets: 41.34% (2) Ratio of private placement securities investment to equity attributable to owners of the parent: 50.02% (3) Working capital amount in the latest financial statements: Not applicable
15. Manager and brokerage fees: None
16. Specific purpose or use of the acquisition or disposal of securities: To strengthen CT Securities’ capital and financial structure and meet the subsidiary’s future operational needs
17. Dissenting directors’ opinions on this transaction: None
18. Is this transaction a related-party transaction?: Yes
19. Date of board approval: July 22, 2026 (Minguo Year 115)
20. Date of supervisor approval or audit committee consent: July 21, 2026 (Minguo Year 115)
21. Has the accountant issued a non-reasonableness opinion?: Not applicable
22. Name of accounting firm: Not applicable
23. Name of accountant: Not applicable
24. Accountant’s license number: Not applicable
25. Other explanatory matters: The capital increase can only proceed after CT Securities’ board (exercising shareholders’ meeting authority) approves the capital increase and the company submits an application to and obtains approval from the Financial Supervisory Commission
FACT BOX
- Source: PR Times
- Category: Funding