Shareholder Information

1.Date of the board of directors resolution:2021/04/27
2.Types of securities privately placed:Common shares
3.Counterparties for private placement and their relationship
with the Company:The specific investor shall be mainly defined
 in compliance with Article 43-6 of the Securities and Exchange
 Act and related letter by the Financial Supervisory Commission,
 R.O.C., and do not cause significant changes in the future
under the premise of the right to operate the Company
 and shall be a strategic investor who is able to promote
the Company’s business. The Board of Directors is fully
authorized to handle matters related to contacting
specific person.
4.Number of shares or bonds privately placed:
It is proposed that the shareholders meeting to authorize the
Board of Directors to choose one or a combination of methods at
the appropriate time and fundraising instruments to conduct private
 placement or public offering to issue common shares by cash capital
 increase within the limit of 21 million shares of common stocks,
depending on the market conditions and the Company’s financial situation,
 in accordance with the applicable laws and regulations and the
aforementioned fund raising method.
5.Amount limit of the private placement:
Not exceeding 21 million shares of common stock in par value
 NTD $10 to conduct private placement, and to authorize the
 Board of Directors to execute the private placement in one closing
within one year commencing from the date of the resolution of
the Shareholders’ Meeting.
6.Pricing basis of private placement and its reasonableness:
(1) About the Company’s private placement subscription price of
common shares,the reference price shall be the higher of the following
 two calculations:
 (i) the simple average closing price of the common shares of the Company
at the TPEx for either the 1, 3, or 5 business days before the price
determination date, after adjustment for any distribution of stock
dividends,cash dividends or capital reduction; and (ii) the simple average
 closing price of the common shares of the Company at the TPEx for the 30
business days before the price determination date, after adjustment for any
distribution of
 stock dividends, cash dividends, or capital reduction.
(2) The price for common shares of this private placement shall be no lower
than 80% of the reference price. It is proposed that the shareholders meeting
 to authorize the Board of Directors to determine the actual price no lower
 than within the range approved by the shareholders meeting, depending on the
status of specific persons contacted and market conditions in the future.
(3) The Company’s private placement subscription price of common shares is
 refer to the stock price of the Company’s common shares, and also
in accordance with the Directions for Public Companies Conducting Private
 Placements of Securities. It is considered that the price so determined
should be reasonable
7.Use of the funds raised in the private placement:
The funds raised hereby is expected to be used to either invest in high
end e-commerce products’ related equipment’s and technologies,
increase working capital, strengthen the financial structure, and/or
support the Company’s long term development funding needs
 (one or several of these purposes.)
8.Reasons for conducting non-public offering:
Based on the status of the capital market, timeliness and feasibility of
 fundraising, issuance cost, and/or the development of the Company,
as well as for attracting strategic investors. The restricted transfer of
 privately placed securities can ensure the long term cooperation between
the Company and strategic investors, and strengthen the stability of the
Company’s operations; therefore the Company shall conduct fundraising
 by private placement.
9.Objections or qualified opinions from independent Board of Directors:None
10.Actual price determination date:NA
11.Reference price:NA
12.Actual private placement price, and conversion or
subscription price:NA
13.Rights and obligations of these new shares privately placed:
In principle, they are the same as for the Company's issued common stock
. However, in accordance with Article 43-8 of the Securities and Exchange
 Act,these privately placed common shares are under specific circumstances,
and may be freely transferred three years after delivery. Therefore,
once three years have elapsed since the private placement of common shares,
retrospective public offering and listing and trading shall be reported
according to related laws and regulations.
14.Reference date for any additional share exchange, stock
swap, or subscription:NA
15.Possible dilution of equity in case of any additional share
exchange, stock swap, or subscription:NA
16.For additional share exchange or subscription, possible
influence of change in shareholding ratio of TPEx -listed
common shares if all privately placed corporate bonds are
converted and shares subscribed for (no.of TPEx -listed
common shares (a), (a) / outstanding common shares):NA
17.Please explain any countermeasures for lower circulation
in shareholding if the aforesaid estimated no.of TPEx -listed
common shares does not reach 5 million and the ratio does not
 reach 25%:NA
18.Any other matters that need to be specified:
If any revision to major matters regarding these privately placed
 common stocks is required by a competent authority or due to changes
 in objective circumstances, excluding the pricing percentage of private
placement, but including the issuance terms and conditions, the issue price,
 the shares issued, the total funds raised, the planning items and progress,
 the expected use of funds, the expected benefits possible, and any other
 matters not covered herein, the shareholders’ meeting shall fully
authorize the Board to handle this.