The Board of Directors has resolved to conduct a cash capital increase in private placement of common shares.

 The Board of Directors has resolved to conduct a
cash capital increase in private placement of common
shares.

1.Date of the board of directors resolution:2024/05/08
2.Types of securities privately placed:Common shares
3.Counterparties for private placement and their relationship with
the Company:
Specific persons who meet the requirements of Article 43-6 of the Securities
and Exchange Act and the Financial Supervisory Commission's Order
No. 1120383220 dated September 12, 2023; as of now, no applicant has been
 determined.
(1)If the applicant is an insider or related person of the company:
Mainly focusing on directors, managers and directors and managers of
subsidiaries who are familiar with the company's operations, they can be
encouraged to provide technology, knowledge, brands, channels and experience
inheritance, etc. to help the company improve efficiency, and through private
placement of cash capital increase, the company's operating rights can be
further consolidated. If the applicants are insiders or related parties of
the company, the possible list is as follows:
Name / Relationship with the company
Paul Yang / teh Company's insider (President)
I-Jan Chen / teh Company's insider (Technical Chief),
             Chairman of subsidiary Southport Corporation
Jay Wang / president of subsidiary Southport Corporation
Paz Lee / technical director of subsidiary Southport Corporation
(2)If the applicant is a strategic investor, the necessity and expected
benefits are:
In response to the company's long-term development needs in the future,
through the introduction of strategic investors, we can jointly develop and
expand business, improve operating performance, and strengthen the company's
financial structure and company competitiveness.
(3)This private equity case is based on the premise that it will not affect
the company's management rights.
4.Number of shares or bonds privately placed:
The total amount shall not exceed 11,000,000 ordinary shares.
5.Amount limit of the private placement:
The total amount shall not exceed 11,000,000 ordinary shares, and shall be
processed in one to three times within one year from the date of resolution
of the shareholders' regular meeting on this private placement.
6.Pricing basis of private placement and its reasonableness:
(1)The reference price shall be the higher of the following two calculations:
(a)The simple average closing price of the common shares for either 1, 3, or
5 business days before the price determination date, after adjustment for any
distribution of stock dividends, cash dividends or capital reduction.
(b)The simple average closing price of the common shares for the 30 business
days before the price determination date, after adjustment for any
distribution of stock dividends, cash dividends, or capital reduction.
(2)Private placement pricing ratio:
The par value per share of this private placement may not be lower than 80%
of the reference price..The board of directors is authorized by the
shareholders' meeting to determine the actual determination date of the price
and private placement price within the percentage scope resolved at the
shareholders' meeting, depending on the specified placees and capital market
conditions in the future.
(3) The above pricing methods should be reasonable.
7.Use of the funds raised in this private placement:
Each investment is used to invest in the development of its own products or
invest in the upstream and downstream industrial chains of its own products;
it also introduces strategic partners and maintains key talents to ensure the
company's long-term operational development, thereby enhancing the company's
industrial competitiveness.
8.Reason for conducting non-public offering:
In response to the development trend of the industry, the company plans to
introduce strategic partners and maintain key talents to ensure the company's
long-term operational development. Since the private placement method has the
quick and easy timeliness of raising funds and the restrictions on the
transfer of private placement securities, it is better to ensure compliance
with To form a medium- to long-term strategic partnership to enhance the
company's industrial competitiveness, we use private equity to raise funds.
9.Objections or qualified opinions from independent directors:None
10.Actual price determination date:N/A
11.Reference price:N/A
12.Actual private placement price, and conversion or subscription price:
Undecided
13.Rights and obligations of these new shares privately placed:
In principle, the rights and obligations of the ordinary shares in this
private placement are the same as those of the company's issued ordinary
shares. However, according to the provisions of the Securities and Exchange
Act, the ordinary shares in this private placement may not be sold within
three years from the date of delivery, except to the transfer objects
specified in Article 43-8 of the Securities and Exchange Act. Three years
after the delivery date, the company authorizes the board of directors to
decide whether to make supplementary reports for public issuance and listing
transactions in accordance with relevant regulations based on the prevailing
conditions.
14.Record date for any additional share exchange, stock swap,
or subscription:N/A
15.Possible dilution of equity in case of any additional share exchange,
stock swap, or subscription:N/A
16.For additional share exchange or subscription, possible influence of
change in shareholding ratio of TWSE-listed common shares if all privately
placed corporate bonds are converted and shares subscribed for (no.of TWSE -
listed common shares (A), (A) / common shares issued):N/A
17.Please explain any countermeasures for lower circulation in shareholding
if the aforesaid estimated no.of TWSE -listed common shares does not reach
60million and the ratio does not reach 25%:N/A
18.Any other matters that need to be specified:
(1)The important contents of this private placement common stock case, such
as the issuance price (except the private placement pricing ratio), issuance
conditions, issuance method, scheduled fund utilization progress, expected
benefits and other unfinished matters, etc., shall not violate the provisions
of this proposal. Within the principles and scope, it is proposed that the
shareholders' meeting authorize the board of directors to adjust, formulate
and implement the regulations based on market conditions; if changes become
necessary in the future due to changes in laws, amendments by competent
authorities or changes in market conditions, it is also proposed and
requested that the shareholders' meeting authorize the board of directors
to authorize the board of directors. In accordance with relevant regulations,
it has full authority to handle and authorize the chairman to sign all
contracts and documents related to the issuance of ordinary shares through
private placement on behalf of the company.
(2)This private placement case is based on the premise that it will not
affect the change of the company's management rights.
(3)It is proposed to propose a resolution at the shareholders' regular
meeting on June 19, 2024.