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Chang Hwa Bank announced the Board of Directors’ approved the purchase of Taipei Financial Center Corporation Common shares

  1. 1.Name and nature of the underlying assets (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield, etc.):Taipei Financial Center Corporation Common shares
  2. 2.Date of occurrence of the event:2025/03/14 
  3. 3.Amount, unit price, and total monetary amount of the transaction: 
  4. (1) Volume:51,450,000 shares of common stock 
  5. (2) Unit price:NT$ 38.7 per share 
  6. (3) Total monetary amount: NT$ 1,991,115,000 
  7. 4.Trading counterparty and its relationship with the Company (if the trading counterparty is a natural person and furthermore is not a related party of the Company, the name of the trading counterparty is not required to be disclosed): 
  8. (1)Counterparty: Itochu Taiwan Investment Corporation 
  9. (2)Relationship with the Company:None 
  10. 5.Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer:N/A 
  11. 6.Where an owner of the underlying assets within the past five years has been a related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship with the Company at the time of the transaction:N/A 
  12. 7.Matters related to the current disposal of creditors' rights (including types of collaterals of the disposed creditor’s rights; if creditor's rights over a related party, announcement shall be made of the name of the related party and the book amount of the creditor's rights, currently being disposed of, over such related party):N/A 
  13. 8.Profit or loss from the disposal (not applicable in cases of acquisition of securities) (those with deferral should provide a table explaining recognition):N/A 
  14. 9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions: 
  15. (1) Terms of delivery or payment :One time payment according to the share purchase agreement after approval by the competent authority. 
  16. (2) Restrictive covenants in the contract, and other important stipulations: None. 
  17. 10.The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation), the reference basis for the decision on price, and the decision-making unit: 
  18. (1) The manner in which the current transaction was decided: Follow the authorization procedure of company. 
  19. (2) The reference basis for the decision on price: The decision is based on the analytical report of equity valuation and fairness opinion issued by an independent CPA. 
  20. (3) The decision-making unit: Board of Directors 
  21. 11.Net worth per share of the Company's underlying securities acquired or disposed of:NT$ 13.13
  22. 12.Cumulative no.of shares held (including the current transaction), their monetary amount, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment: 
  23. (1) Current cumulative no. of shares held (including the current transaction) : 51,450,000 shares of common stock 
  24. (2) Current cumulative monetary amount (including the current transaction): NT$ 1,991,115,000 
  25. (3) Shareholding percentage (including the current transaction): 3.5% 
  26. (4) Status of any restriction of rights: N/A 
  27. 13.Current ratio of securities investment (including the current trade, as listed in article 3 of Regulations Governing the Acquisition and Disposal of Assets by Public Companies) to the total assets and equity attributable to owners of the parent as shown in the most recent financial statement and working capital as shown in the most recent financial statement as of the present: 
  28. (1)Total Assets:28.7 % 
  29. (2)Shareholder's Equity:448.68% 
  30. (3)Operating Capital:N/A 
  31. 14.Broker and broker's fee:N/A 
  32. 15.Concrete purpose or use of the acquisition or disposal: Long term investments. 
  33. 16.Any dissenting opinions of directors to the present transaction:None 
  34. 17.Whether the counterparty of the current transaction is a related party:None 
  35. 18.Date of the board of directors resolution:2025/03/14 
  36. 19.Date of ratification by supervisors or approval by the Audit Committee:2025/03/12 
  37. 20.Whether the CPA issued an unreasonable opinion regarding the current transaction:None 
  38. 21.Name of the CPA firm:WeTec International CPAs 
  39. 22.Name of the CPA:Lai, Ming-Yang 
  40. 23.Practice certificate number of the CPA:Taipei City CPA Certificate No. 2123 
  41. 24.Whether the transaction involved in change of business model:None 
  42. 25.Details on change of business model:N/A 
  43. 26.Details on transactions with the counterparty for the past year and the expected coming year:N/A
  44. 27.Source of funds:N/A 
  45. 28.Any other matters that need to be specified:The transaction is only effective after the approval of the competent authority and the counterparty’s Board of Directors.
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