Announcement

No. 4 Date 2020/03/23 Time 18:14:23
Spokesman   Job title   Phone  
Conformity with the provisions paragraph 35 Occurrence date 2020-03-23
Subject The Board of Directors resolved to buy back the Company's common stocks
Explanation

1.Date of the board of directors resolution:2020/03/23

 

2.Purpose of the share repurchase:To maintain the Company's credit and shareholders' rights and interests

 

3.Type of shares to be repurchased:Common stocks

 

4.Ceiling on total monetary amount of the share repurchase:9,183,154,404

 

5.Scheduled period for the repurchase:2020/03/24~2020/05/22

 

6.Number of shares to be repurchased:10,000,000

 

7.Repurchase price range:NT$40.00 to NT$60.00 per share

 

8.Method for the repurchase:To buy back shares from Taiwan Stock Exchange

 

9.Ratio of the shares to be repurchased to total issued shares of the Company:3.41%

 

10.Number of the Company’s own shares held at the time of reporting:0

 

11.Status of repurchases within three years prior to the time of reporting:N/A

 

12.Status of repurchases that have been reported but not yet completed:N/A

 

13.Minutes of the board of directors meeting that resolved for the share repurchase:
According to Article 28-2 of the Securities and Exchange Act and Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies, the Company will repurchase, resolved at the Board Meeting on 2020/3/23, 10,000,000 shares of common stock at Taiwan Stock Exchange market for maintaining the Company's credit and shareholders' rights and interests.

 

14.The rules for transfer of shares set forth in Article 10 of the Guidelines for Repurchase of Shares by Listed and OTC Companies:N/A

 

15.The rules for conversion or subscription of shares set forth in Article 11 of the Guidelines for Repurchase of Shares by Listed and OTC Companies:N/A

 

16.Declaration that the financial state of the Company has been considered by the board of directors and that its capital maintenance will not be affected:
1. The Company will repurchase, through a majority vote at the Board meeting of the Board of Directors attended by at least a two-thirds directors on 2020/3/23, 10,000,000 shares at Taiwan Stock Exchange market from 2020/3/24 to 2020/5/22.
2. Total number of common shares to be repurchased constitutes 3.41% of the issued outstanding common shares and cash needed for such repurchase constitutes 4.59% of current assets. The financial status of the Company was considered at the meeting of the Board of Directors; it is concluded that the maintenance of Company’s capital would not be affected by the repurchase.
3. This Declaration has been approved unanimously by all the directors presented (nine) at this board meeting.

 

17.Appraisal by a CPA or securities underwriter of the reasonableness of the share repurchase price:
According to the underwriter's calculations, the repurchase price from NT$40.00 to NT$60.00 per share is reasonable.In addition to causing cash outflow, there is no significant impacts on the Company's financial structure, book value per share, earnings per share, return on equity, current ratio and quick ratio.

 

18.Other particular specified by the Securities and Futures Bureau:N/A