Adjust investment structure of "Kwong Lung Feather (BVI) Ltd."
 2020-12-11

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.):

1.The shares of Kwong Lung Feather (BVI) Ltd., hereinafter referred to as KL feather BVI.

2.The shares of Kwong Lung (BVI) Ltd.,hereinafter referred to as KL BVI.

2.Date of occurrence of the event:2020/12/11

3.Volume, unit price, and total monetary amount of the transaction:

Kwong Lung uses all the 24,612,920 shares of KL feather BVI to transfer to KL BVI.And obtained 100% new shares of KL BVI.

4.Trading counterparty and its relationship to 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):

KL feather BVI and KL BVI are 100%-owned subsidiaries of Kwong Lung .

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 value of transfer:NA

6.Where an owner of the underlying assets within the past five years has been an 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 to the Company at the time of the transaction:NA

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:NA

8.Profit or loss from the disposal (not applicable in cases of acquisition of securities) (where originally deferred, the status of recognition shall be listed and explained):NA

9.Terms of delivery or payment (including payment period and monetary value), restrictive covenants in the contract, and other important terms and conditions:

The base date for share conversion is January 1, 2021.

The chairman of the company is authorized to adjust.

10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making unit: Resolutions of the board of directors. Based on the net book value of KL feather BVI on December 31,2020.

11.Net worth per share of the Company’s underlying securities acquired or disposed of:NA

12.Cumulative no.of shares held (including the current transaction), their monetary value, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment:

1.Kwong Lung holds KL BVI with 100% shareholding.

2.KL BVI holds  KL feather BVI with 100% shareholding.

No restriction.

13.Ratio of securities investment (including the current  transaction) to the total assets 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 present moment:49.61% , 78.69% ,NTD 1,226,845,000

14.Broker and broker’s fee:NO

15.Concrete purpose or use of the acquisition or disposal:

The adjustment of investment structure

16.Whether the directors expressed any objection to the current transaction:NO

17.Whether the counterparty of the current transaction is a related party:YES

18.Date of the Board of Directors’ resolution:2020/12/11

19.Date of ratification by supervisors or approval by the Audit Committee:2020/12/11

20.Whether the CPA issued an opinion on the unreasonableness regarding the current transaction:NO

21.Name of the CPA firm:Sheng-Chieh CPA firm

22.Name of the CPA:Tu, Sheng-Chieh

23.License no.of the CPA:Financial Supervisory Commission Certificate No.6591

24.Any other matters that need to be specified:

The total transaction amount is estimated to be approximately NT$706.73 million (estimated based on the book value on November 30, 2020). The actual transaction amount is based the book

value on December 31, 2020.