1. Board resolution date: 115/07/08 2. Purpose of share repurchase: To maintain corporate credit and shareholder权益 3. Type of shares to be repurchased: Ordinary shares 4. Upper limit of total repurchase amount (NT$): 13,905,286,277 5. Scheduled repurchase period: 115/07/09 ~ 115/09/08 6. Scheduled number of shares to be repurchased: 20,000,000 7. Price range for repurchase (NT$): 48.65 ~ 90.00; if the company's stock price falls below the lower limit, repurchases will continue 8. Repurchase method: Through the centralized trading market 9. Percentage of scheduled repurchased shares to total issued shares (%): 3.60 10. Cumulative number of company shares held at the time of filing: 0 11. Share repurchase history within the five years prior to filing: No prior repurchases 12. Previously reported but uncompleted share repurchases: Not applicable 13. Board meeting minutes resolving share repurchase: Subject: Proposal for the company to repurchase its own shares, submitted for discussion. Explanation: (1) To maintain corporate credit and shareholder权益, the company proposes to repurchase its own shares in accordance with Article 28-2 of the Securities and Exchange Act and the 'Rules for Public Companies to Repurchase Their Own Shares.' The company will proceed with cancellation registration within six months from the date of repurchase as required by law. (2) The following matters regarding the proposed share repurchase are established: 1. Purpose: To maintain corporate credit and shareholder权益. 2. Type of shares: Ordinary shares of the company. 3. Upper limit of total repurchase amount: As per regulations, the total repurchase amount shall not exceed NT$13,905,286 thousand. The maximum amount required for this repurchase is NT$1,800,000 thousand. 4. Scheduled repurchase period and quantity: From July 9, 115 to September 8, 115, repurchasing 20,000 thousand shares. 5. Price range: Between NT$48.65 and NT$90.00 per share. If the company's stock price falls below the lower limit of the price range, the Chairman is authorized to continue the repurchase. 6. Repurchase method: Through the centralized trading market. (3) This matter has been reviewed by KGI Securities Co., Ltd., which provided an assessment on the reasonableness of the repurchase price. Please refer to Attachment (3) for details. (4) In accordance with the 'Rules for Public Companies to Repurchase Their Own Shares,' the board has considered the company's financial status and issued a statement confirming that the repurchase will not affect capital maintenance. Please refer to Attachment (4) for details. (5) This proposal has been approved by the Audit Committee. Resolution: The Chairperson confirmed unanimous consent from all attending directors, and the proposal was adopted as submitted. 14. Transfer method under Article 10 of the 'Rules for Public Companies to Repurchase Their Own Shares': Not applicable 15. Conversion or subscription method under Article 11: Not applicable 16. Board statement confirming consideration of financial status and no impact on capital maintenance: Board Statement 1. On July 8, 115, the company's 4th Board Meeting, with over two-thirds of directors present and more than half of attending directors in agreement, resolved to repurchase 20,000,000 shares of the company's stock through the centralized trading market (securities firm business premises) within two months from the filing date. 2. The total number of shares to be repurchased accounts for only 3.5975% of the company's issued shares, and the maximum amount required represents only 6.6594% of the company's current assets. The board hereby declares that it has fully considered the company's financial condition, and the share repurchase will not affect the maintenance of the company's capital. 3. This statement has been approved in the same board meeting, with 7 attending directors agreeing to its content. This is hereby jointly declared. 17. Assessment opinion from accountant or securities underwriter on the reasonableness of repurchase price: According to the assessment by KGI Securities Co., Ltd., the share repurchase price range set by VIA Technologies Inc. (NT$48.65 to NT$90.00 per share) falls within the legally prescribed upper and lower limits. The underwriter's verification of the basis used shows no discrepancies; therefore, the price range set by VIA is considered reasonable. 18. Other matters required by the Financial Supervisory Commission: None
FACT BOX
- Source: PR Times
- Category: News
- Dates in source: 115/07/08 / 115/07/09