1.Date of the board of directors resolution: 2021/11/26
2.Source of capital increase funds: Issue common shares through cash capital increase
3.Number of shares issued (not including those distributed to employees if consisting in capital increase from earnings or capital surplus): At most 40,000,000 common shares
4.Par value per share: 10 NTD
5.Total monetary value of the issuance: Total amount issued depends on the number of shares issued and actual issue price per share.
6.Issue price: The issue price is pursuant to Article 6 of Taiwan Securities Association Self-regulatory Rules Governing the Provision of Advisory Services by Underwriter Members to Issuing Companies Offering and Issuing Securities. The issue price shall be no less than 70% of the simple average of the closing price of the common shares either on the first, third, or fifth business day after adjustment for any distribution of stock dividends (or capital reduction) and cash dividends prior to the date that Company reports to FSC and five business days before the ex-rights date. The Chairman is authorized to determine a provisional issue price among the range between NTD75 to 135 depending on the securities market condition. Pursuant to Article 6 of Self-regulatory Rules and other regulations, after the capital increase is approved by the competent authority, the Chairman is authorized to determine the actual issue price among the range between 70% to 95% of the simple average of the closing price of the common shares either on the first, third, or fifth business day after adjustment for any distribution of stock dividends (or capital reduction) and cash dividends depending on the securities market condition after consult with the underwriter five business days before the ex-rights date.
7.Number of shares subscribed for by or allocated to employees: Pursuant to Article 267 of the Company Act, 15% of the total new shares are reserved for employees who are eligible.
8.Number of shares publicly sold: Pursuant to Article 28-1 of the Securities Exchange Act, 10% of the total new shares will be publicly underwritten.
9.Ratio of shares subscribed by or allotted as stock dividends to existing shareholders: 75% of the total new shares will be subscribed by original shareholders based on the shareholding ratio stated on the register of shareholders on the reference date.
10.Handling method for fractional shares and shares unsubscripted for by the deadline: The original shareholder may apply to the stock transfer agent of the Company within five days from the date for book closure to combine fractional shares into full shares. For fractional shares that fall short of full shares and shares that original shareholders and employees forfeit or insufficiently subscribe, the Chairman is authorized to contact specific persons for purchase at the issue price.
11.Rights and obligations of these newly issued shares: Rights and obligations of the issued shares are the same as existing common shares.
12.Utilization of the funds from the current capital increase: support new drug research and development and enrich working capital.
13.Any other matters that need to be specified:
(1) After the capital increase is approved by the competent authority, the Chairman is authorized to determine the reference date of capital increase, the payment period, the capital increase base date, other matters related, and other matters uncovered.
(2) As the capital market change quickly, to take control of the timeline of offering and issuance of new shares, in case of changes in the law, amendment noted by the competent authority, other matters uncovered or adjustment in response to changes in market condition, the Chairman is authorized to adjust including but not limited to abovementioned content of this capital increase, the amount of funds needed, the sources of funds, the project related, expected progress, expected benefits and other matters related to issuance.
(3) For this capital increase, if the actual issue price per share is adjusted due to changes in securities market, which results in funds insufficiency, the difference will be settled by the Company’s own funds, bank loans, or other financing instruments. Over-raised funds will be used to enrich working capital.