Release Date: July 24, 115 Statement Date: July 23, 115 Statement Time: 16:32:21 Company Code: 2321 Company Name: Tung Hsun Subject: Announcement of the establishment of capital reduction benchmark date, capital reduction share exchange benchmark date, and capital reduction share exchange operation plan. Applicable Clause: Clause 11 Event Date: July 23, 115 Explanation: 1. Board Resolution Date: NA 2. Capital Reduction Benchmark Date: July 24, 115 3. Capital Reduction Share Exchange Operation Plan: The company's annual general meeting on May 26, 115 approved a capital reduction to offset losses, which has been officially declared effective by the Taiwan Stock Exchange via letter No. 1151802856 dated July 23, 115. Accordingly, in compliance with the "Taiwan Stock Exchange Corporation Business Rules" and the "Share Exchange Procedures for Listed Companies," the company has established this operation plan.
I. Total Number of Shares to be Reissued: Includes all previously issued shares, totaling 30,271,929 common shares (14,271,928 listed common shares and 16,000,001 privately placed common shares), with a par value of NT$10 per share and paid-in capital of NT$302,719,290.
II. Total Number and Amount of Capital Reduction: The company will reduce capital by NT$137,168,690, canceling 13,716,869 issued shares to improve its financial structure.
III. Capital Reduction Ratio: The reduction ratio is 45.312174%, meaning approximately 546.87826 new shares for every 1,000 old shares (i.e., reducing 453.12174 shares per 1,000).
IV. Total Number and Amount of Shares After Reduction: After the reduction, the total number of reissued shares will be 16,555,060 (7,805,007 listed common shares and 8,750,053 privately placed common shares), with a par value of NT$10 per share and paid-in capital of NT$165,550,600.
V. For the exchange of canceled shares into new shares, shareholders will receive new shares based on their ownership ratio recorded in the shareholder register on the capital reduction share exchange benchmark date. For every 1,000 shares, approximately 453.12174 shares will be canceled, with an exchange ratio of 54.687826% (i.e., approximately 546.87826 new shares per 1,000 old shares). Fractional shares less than one share after reduction can be consolidated into whole shares by registering with the company's share agent from five days before the share transfer suspension date until one day before the suspension date. Unconsolidated or remaining fractional shares will be paid in cash based on the closing price of the last trading day before the capital reduction share exchange benchmark date, rounded down to the nearest dollar. The chairman is authorized to arrange for specific parties to purchase these fractional shares at the said closing price. (Proceeds from fractional shares will be used for dematerialization registration fees or offsetting settlement and clearing fees.)
VI. Capital Reduction Share Reissuance Schedule: (1) Last Trading Day for Old Shares: September 9, 115. (2) Suspension Period for Old Share Trading: September 10 to September 18, 115. (3) Last Share Transfer Date for Old Shares: September 13, 115. (4) Share Transfer Suspension Period: September 14 to September 18, 115. (5) Capital Reduction Share Reissuance Benchmark Date: September 18, 115. (6) New Share Issuance and Listing Date: September 21, 115. From the listing date of the new shares, the previously listed old shares may no longer be used as settlement instruments for trading. (7) The new shares issued through this capital reduction will be dematerialized, with rights and obligations identical to the originally issued shares. (8) Share Transfer Procedure: Since the last transfer date falls on a holiday, shareholders who have not yet completed share transfers must personally visit the company's share agent by 4:30 PM on Friday, September 11, 115, to complete the procedure. For registered mail, the postmark date of September 13, 115 (last transfer date) will be valid. For shareholders participating in centralized share transfers via the Taiwan Depository & Clearing Corporation, the company's share agent will process the transfer based on submitted data.
VII. Procedures and Requirements for New Share Issuance: (1) The company has adopted dematerialized securities issuance. Shareholders who have not yet opened a settlement account with a securities firm are urged to promptly establish one to facilitate the reissuance process. (2) For shareholders who have completed the transfer of old shares, please bring the old share certificates, original seal, copy of the settlement account booklet, and the new share application form issued by the company's share agent to the Taishin Securities Share Agency Department to complete the reissuance and transfer procedures. (3) For shareholders who have purchased old shares but not completed the transfer, please prepare the old share certificates, transfer application form, supporting documents (purchase report, share retrieval number list, or securities transaction tax receipt), copy of the settlement account booklet, photocopy of both sides of the ID card, and seal, and proceed to the Taishin Securities Share Agency Department to first complete the transfer, then proceed with reissuance. Complete the new share application form and follow the above procedure for reissuance and transfer. (4) For old shares already deposited into a securities settlement account, the Taiwan Depository & Clearing Corporation will automatically convert them into dematerialized new shares on the new share listing date. Shareholders do not need to take any action. (5) For mail-in applications, please send by registered mail to the Taishin Securities Share Agency Department. (Mailbox: No. 46-300, Taipei Post Office, P.O. Box 104946) (6) Reissuance Location: Taishin Securities Share Agency Department, B1, No. 96, Section 1, Jianguo North Road, Zhongshan District, Taipei City. Phone: 02-25048125.
VIII. This operation plan will be submitted to and approved by the Taiwan Stock Exchange Corporation before implementation.
IX. In accordance with the actual operational schedule of regulatory authorities, the chairman is authorized by the shareholders' meeting resolution to adjust the proposed operation schedule as needed. Any unmentioned matters shall be handled in accordance with the Company Act and other relevant regulations.
4. Share Reissuance Benchmark Date: September 18, 115 5. Share Transfer Suspension Start Date: September 14, 115 6. Share Transfer Suspension End Date: September 18, 115 7. Rights and Obligations of New Shares After Reduction: The rights and obligations of the new shares after reduction are identical to those of the originally issued shares. 8. Expected Listing Date of Reduced New Shares: September 21, 115 9. Expected Number of Listed Common Shares After Reduction: 7,805,007 shares 10. Ratio of Listed Common Shares to Total Issued Common Shares After Reduction (Post-reduction Listed Common Shares / Post-reduction Total Issued Common Shares): 47.15% 11. Measures for Low Liquidity if the above two items are below 60 million shares and 25%: Not applicable. 12. Other Matters to be Clarified: The company's board of directors has authorized the chairman to establish the capital reduction benchmark date, capital reduction share exchange benchmark date, and capital reduction share exchange operation plan following the shareholders' meeting approval of the capital reduction proposal.
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- Source: PR Times
- Category: News
- Dates in source: 115/07/23 / 115/07/24