Announcement on behalf of CTBC Venture Capital Co.,Ltd., subscription of Japan Consumer Fund(KY)(To Be Determined)

 

1.Name and nature of the underlying security (if preferred shares, the terms

and conditions of issuance shall also be indicated, e.g., dividend yield):

Japan Consumer Fund(KY)(To Be Determined);

Private Equity Fund

2.Date of occurrence of the event:2025/04/25

3.No., unit price, and monetary amount of the transaction:

NA;NA;no more than US$25,000,000

4.Counterparty to the trade and its relationship to the company (if the

trading counterparty is a natural person and not a related party of the

company, its name is not required to be disclosed):

Japan Consumer Fund GP(KY)(To Be Determined);

a company expected to be 50%-owned by CTBC Venture Capital Co., Ltd.

5.Where the counterparty to the trade is a related party, an announcement

shall also be made of the reason for choosing the related party as trading

counterparty and the identity of the previous owner, including its

relationship with the company and the trading counterparty, the price of the

ownership transfer, and date of transfer:

Reason for choosing the related party as trading counterpart:

to get better investment return;

The identity of the previous owner:NA

6.Where the owner of the underlying securities within the past five years

has been a related party of the company, an announcement shall also include

the dates and prices of acquisition and disposal by the related party and

its relationship with the company at the time:NA

7.Matters related to the creditor’s rights currently being disposed of

(including type of collateral of the disposed creditor’s rights; if the

creditor’s rights are creditor’s rights over a related party, the name of

the related party and the book amount of such creditor’s rights currently

being disposed of must also be announced):NA

8.Profit (or loss) from the disposal (not applicable in cases of acquisition

of securities) (where originally deferred, the status or recognition shall

be stated and explained):NA

9.Terms of delivery or payment (including payment period and monetary

amount), restrictive covenants in the contract, and other important

stipulations:Subject to the Limited Partnership Agreement

10.The manner in which the current transaction was decided, the reference

basis for the decision on price, and the decision-making unit:

Subject to the Limited Partnership Agreement;

Approved by the board of directors

11.Net worth per share of company of the underlying securities acquired or

disposed of:NA

12.The discrepancy between the reference price of private placement company

and the transaction amount per share is 20 percent or more:NA

13.Current cumulative no., amount, and shareholding ratio of the securities

being traded (including the current transaction) as of the date of

occurrence and status of any restriction of rights (e.g.,pledges):

CTBC Financial Holding Co., Ltd.: No

CTBC Venture Capital Co., Ltd.: NA; no more than US$25,000,000;

expected to be 8.3%-12.5% of fund size at final closing;

restriction of rights:No

Subsidiaries of CTBC Venture Capital Co., Ltd.: No

14.Privately placed securities (including the current transaction) as a

percentage of total assets of the company and shareholder’s equity of the

parent company on the latest financial statements, and the operating capital

on the latest financial statements as of the date of occurrence:

Percentage of total assets of the company: 0.83%;

Percentage of shareholder’s equity of the parent company: 0.95%;

Operating capital：NA

15.Broker and broker's fee:NA

16.Concrete purpose or use of the acquisition or disposition:

Long term investment

17.Whether the directors expressed any objection to the present transaction:No

18.Whether the trading counterparty is a related party:Yes

19.Date of approval by board of directors:2025/04/25

20.Recognition date by supervisors or approval date by audit committee:

2025/04/25

21.Whether the CPA issued an opinion on the unreasonableness of the current

transaction:No

22.Name of the CPA firm:BoSong CPA Firm

23.Name of the CPA:Yu Liang-Yuan

24.License no.of the CPA:4105 of Taipei CPA Association

25.Any other matters that need to be specified:No