1. Board resolution date: 115/08/12 2. Source of capital increase: Issuance of new shares 3. Whether a blanket filing method for issuing new shares is adopted (yes, specify planned issuance period / no): No 4. Total issuance amount and number of shares (excluding employee allocation for capital increases from retained earnings or reserves): The total issuance amount will be determined by the actual issue price per share; the maximum number of shares to be issued is 1,300,000. 5. Issuance amount and number of shares in this round under a blanket filing: Not applicable 6. Remaining amount and number of shares after this issuance under a blanket filing: Not applicable 7. Par value per share: NT$10 8. Issue price: Par value of NT$10 per share. The issue price will be set within a preliminary range of NT$1,200 to NT$2,000 per share, in accordance with Article 6 of the 'Self-Regulatory Rules for Underwriting Members of the Securities Association of the Republic of China Guiding Issuers in Raising and Issuing Securities' (hereinafter 'Underwriting Self-Regulatory Rules'). This rule stipulates that the price must not be lower than 70% of the simple arithmetic average closing price of the common stock over the preceding one, three, or five trading days (whichever is selected), adjusted for free share distributions (or capital reduction) and dividend payouts, during the filing period with the Financial Supervisory Commission or within five trading days before ex-rights trading begins. The actual issue price will be determined by the Chairman, in consultation with the lead underwriter, considering market conditions and in compliance with Article 6 of the Underwriting Self-Regulatory Rules and relevant laws. The total amount raised will depend on the number of shares issued and the actual issue price per share. 9. Number of shares or amount allocated for employee subscription: 10%15% of the new shares will be reserved for subscription by company employees, in accordance with Article 267 of the Company Act. 10. Number of shares offered to the public: 10% of the total number of shares issued will be offered to the public through a public subscription, as required by Article 28-1 of the Securities and Exchange Act. 11. Subscription ratio or free allocation ratio for existing shareholders: 75%80% of the newly issued shares will be offered to existing shareholders in proportion to their holdings as recorded in the shareholder register on the subscription benchmark date. 12. Handling of fractional shares and unclaimed shares: Fractional shares (less than one share) resulting from existing shareholders’ subscriptions may be consolidated by shareholders directly through the company’s share agent within five days from the share transfer suspension date. Any remaining fractional shares after consolidation, as well as unclaimed, under-subscribed, or unreported consolidation portions by existing shareholders and employees, may be authorized to the Chairman to arrange for specific investors to subscribe at the issue price. Any shortfall in public underwriting subscriptions will be handled in accordance with the 'Procedures for Securities Firms Underwriting or Reselling Securities' issued by the Securities Association of the Republic of China. 13. Rights and obligations of the newly issued shares: The rights and obligations of the new shares issued through this cash capital increase are identical to those of the existing shares. 14. Use of proceeds from capital increase: To strengthen working capital. 15. Rationality and necessity of fundraising after cash capital reduction (applicable if cash capital reduction was conducted in the current or previous year): Not applicable 16. Other matters to be disclosed: (1) All new shares issued in this cash capital increase will be issued in dematerialized form and listed for trading on the Taiwan Stock Exchange. The rights and obligations of the new shares are the same as those of the existing shares. (2) If the issuance amount, number of shares, fundraising amount, fund utilization, or other related matters of this cash capital increase plan are adjusted by regulatory authorities, or if changes in laws, regulations, or objective operating conditions necessitate revisions, the Chairman is authorized to handle such matters in accordance with applicable laws. (3) After the filing becomes effective with the competent authority, matters such as the subscription benchmark date, capital increase benchmark date, and other unspecified items will be handled by the Chairman based on actual circumstances and in compliance with relevant laws. (4) If the actual issue price is adjusted due to market fluctuations in accordance with Article 6, Paragraph 1 of the Underwriting Self-Regulatory Rules, any shortfall in fundraising will result in a reduction of the working capital to be strengthened; any excess funds raised will continue to be used for strengthening working capital. (5) To ensure timely determination of issuance terms and execution, the Board proposes to authorize the Chairman with full discretion to adjust the number of shares, issue price, terms, fundraising amount, fund usage plan and progress, expected benefits, payment period, extension, or withdrawal of this capital increase, if required by laws, regulatory approval, operational assessment, or objective circumstances. (6) To facilitate the issuance process related to this cash capital increase plan, the Chairman is authorized to approve, sign, and represent the company in all matters concerning contracts and documents related to the issuance of new shares.

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  • Source: PR Times
  • Category: Funding
  • Dates in source: 115/08/12