Announcement on behalf of Taiwan Life, To transfer the shares of Star Shining Energy to a JV of Star Shining Holding (tentative name)

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.):
Star Shining Energy (disposition), Star Shing Holding (acquisition);
common shares
2.Date of occurrence of the event:2024/11/07
3.Amount, unit price, and total monetary amount of the transaction:
The share exchange ratio was determined to be 10 common shares of Star
Shining Energy for 1 common share of Star Shining Holding (tentative name).
Taiwan Life holds 240,000,000 shares of Star Shining Energy,
in exchange for 24,000,000 shares of Star Shining Holding (tentative name)
Unit price:The issue price of Star Shining Holding(tentative name): NTD 100
per share；total monetary amount: NTD 2,400,000,000.
The actual transaction price will be based on the book value Star Shing
Energy at the time of share transfer.
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):
Star Shining Holding (tentative name): not related
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.
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.
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.
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.
9.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:
In accordance with the related transaction agreements;
other important stipulations:In accordance with the related transaction
agreements
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:
In accordance with the related transaction agreements;
The decision-making is following the authorization procedure of company
11.Net worth per share of the Company's underlying securities acquired or
disposed of:NTD 10.81
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:
After closing of this transaction, the shares of Star Shining Holding
(tentative name):held by the holding company and subsidiary as below：
Holding:N.A.
Life insurance:(1)24,000,000 shares；(2)NTD 2,400,000,000；(3)30%；(4)N.A.
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:
78.78%; 1090.51%;
Operating capital:N.A.
14.Broker and broker's fee:N.A.
15.Concrete purpose or use of the acquisition or disposal:
In compliance with Insurance Law, for the use of the insurance funds.
16.Any dissenting opinions of directors to the present transaction:N.A.
17.Whether the counterparty of the current transaction is
a related party:No
18.Date of the board of directors resolution:NA
19.Date of ratification by supervisors or approval by
the Audit Committee:NA
20.Whether the CPA issued an unreasonable opinion regarding the current
transaction: Yes
21.Name of the CPA firm:Ernst & Young
22.Name of the CPA:Ho, Shu-Fen
23.Practice certificate number of the CPA:FSC number 5778
24.Whether the transaction involved in change of business model:No
25.Details on change of business model:N.A.
26.Details on transactions with the counterparty for the past year and the
expected coming year:
For the past year: N.A.;
for the expected coming year: Follow the investment decision
of the company
27.Source of funds:Disposable funds of the insurer
28.Any other matters that need to be specified:The investment will be
subject to the approval by the competent regulatory authorities.
The actual transaction price will be based on the book value Star Shing
Energy at the time of share transfer.