1. Name and nature of the subject matter (if preferred shares, specify issuance conditions such as dividend rate): Contract price from agreements signed with contractors for the Phase II renovation of kitchen waste anaerobic treatment facilities and the expansion of high-efficiency compost systems, under the 'Taichung Wupu Compost Plant (Green Energy Ecological Park) Rebuilding, Operation, and Transfer (ROT) Project' contract signed between Hoshanlin Company and the Taichung City Government Environmental Protection Bureau.

2. Date of occurrence: 115/6/15 ~ 115/6/15

3. Board approval date: June 15, Year 115

4. Other approval dates: Not applicable

5. Transaction quantity, unit price, and total transaction amount: Total transaction amount: NT$766,157,000 (including tax)

6. Counterparty and its relationship with the company (if the counterparty is an individual and not a related party of the company, name disclosure may be omitted): 1. Shanlin Shui Environmental Engineering Co., Ltd., relationship with company: parent-subsidiary. 2. Jubo International Co., Ltd., relationship with company: none

7. If the counterparty is a related party, state the reason for selecting the related party as the transaction party, the previous transferor, the relationships among the previous transferor, the company, and the counterparty, the previous transfer date, and the transfer amount: The intangible assets being acquired are held by related parties Shanlin Shui Environmental Engineering Co., Ltd. and Jubo Environmental Protection Technology Co., Ltd., primarily consisting of their related technologies and experience in organic waste system reconstruction, with full professional capability regarding asset content and application. Considering technological continuity and future operational integration benefits, the aforementioned related parties were selected as transaction counterparts.

8. If the owner of the transaction subject has been a related party of the company within the past five years, disclose the related party’s acquisition and disposal dates, price, and relationship with the company at the time of transaction: Not applicable.

9. Matters related to the disposal of receivables (including types of collateral attached to disposed receivables; if receivables from related parties are disposed, disclose the related party’s name and the book value of the disposed receivables): Not applicable.

10. Gain (or loss) from disposal (not applicable for acquisition of securities) (if previously deferred, explain recognition status in table form): Not applicable.

11. Delivery or payment terms (including payment periods and amounts), contractual restrictions, and other important agreements: Payment made periodically according to contract terms.

12. Decision method for this transaction, reference basis for price determination, and decision-making unit: Pricing based on market inquiry and negotiation; decision-making unit: Board of Directors.

13. Net asset value per share of the securities-issuing company acquired or disposed: Not applicable.

14. Cumulative number, amount, ownership percentage, and rights restriction status (e.g., pledge status) of the securities held to date (including this transaction): Not applicable.

15. Cumulative proportion of securities investments (including this transaction) listed under Article 3 of the 'Regulations on the Acquisition or Disposal of Assets by Publicly Issued Companies' to the company’s total assets and equity attributable to owners of the parent in the latest financial statements, and the amount of operating capital in the latest financial statements (Note 2): Not applicable.

16. Broker and brokerage fees: Not applicable.

17. Specific purpose or use of the acquisition or disposal: For construction and operation pursuant to the 'Taichung Wupu Compost Plant (Green Energy Ecological Park) Rebuilding, Operation, and Transfer (ROT) Project' contract signed with the Taichung City Government Environmental Protection Bureau.

18. Dissenting directors' opinions on this transaction: None.

19. Whether this transaction is a related-party transaction: Yes

20. Date of auditor confirmation or audit committee approval: June 15, Year 115

21. Whether the auditor issued a non-reasonable opinion on this transaction: No

22. Name of the accounting firm: Shuo Shi United Certified Public Accountants

23. Name of the accountant: Wang Ying-cong

24. Accountant’s license number: Financial Supervisory Commission Certificate No. 8007

25. Whether it involves a change in business model: No

26. Explanation of business model change: Not applicable.

27. Transaction status with the counterparty over the past year and expected over the next year: Not applicable.

28. Source of funds: Not applicable.

29. Previous date of material information release on the same event: Not applicable

30. Other explanatory matters: Under the 'Taichung Wupu Compost Plant (Green Energy Ecological Park) Rebuilding, Operation, and Transfer (ROT) Project' contract signed between Hoshanlin Company and the Taichung City Government Environmental Protection Bureau, construction input costs will be recorded under intangible assets upon completion, in accordance with IFRIC 12 Service Concession Arrangements of International Accounting Standards.

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  • Source: PR Times
  • Category: News