Raku Co. Ltd.

05/14/2024 | Press release | Distributed by Public on 05/14/2024 05:07

Announcement that the company's Taiwan branch has obtained the right-to-use assets from related parties

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Provided by: Raku Co., Ltd
SEQ_NO 3 Date of announcement 2024/05/14 Time of announcement 19:04:05
Subject
 Announcement that the company's Taiwan branch has
obtained the right-to-use assets from related parties
Date of events 2024/05/14 To which item it meets paragraph 20
Statement
1.Name and nature of the underlying asset (e.g., land
located at Sublot XX, Lot XX, North District, Taichung City):
3rd floor of No. 43 Dongxing Road, Taipei City
2.Date of the occurrence of the event:2024/05/14
3.Transaction unit amount (e.g.XX square meters, equivalent
to XX ping), unit price, and total transaction price:
 Transaction amount:
Total area: 101.6 ping
Price per unit: Monthly rent is NT$155,000 (tax included, converted to
NT$1,526 per ping)
Total rent: NT$11,160,000 (tax included)
Right-of-use assets: NT$8,918,514
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):
Fullymed Biotech Co., Ltd./Substantially related person (the company's
major shareholder is the ultimate beneficiary of the company's major
shareholder)
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:
Reason for choosing the related party as trading counterparty:
Based on overall business planning and management considerations
Previous owners prior to this transaction:Xinhua Development Co., Ltd.
The relationship of previous owners with the Company and the trading
counterparty:N/A
The previous date and monetary amount of transfer:April 23, 2024
Monetary value of transfer:NT$66,660,000
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 to the Company at the time of the
transaction:N/A
7.Projected gain (or loss) through disposal (not
applicable for acquisition of assets; those with deferral
should provide a table explaining recognition):N/A
8.Terms of delivery or payment (including payment period
and monetary value), restrictive covenants in the contract,
 and other important terms and conditions:
Terms of payment: Monthly rent payment NT$155,000 (tax included)
Lease (payment) period: June 1, 2024 to May 31, 2027. If there is no
major breach of contract, both parties may agree to extend the lease
for 3 years.
Any restrictive covenants in the contract, and other important.
terms and conditions:
(1)This building is for office and business use
(2)Before the contract expires, Party B (Taiwan Branch) may terminate the
lease. If Party A is notified 3 months in advance, Party B is not required
to pay liquidated damages. If Party A is not notified 3 months in advance,
Party B is required to compensate Party A 3 Liquidated damages for monthly
rent.
9.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 department:
The transaction decision was made based on price negotiation
and reference to market conditions in neighboring areas.
Decision-making unit: board of directors.
10.Name of the professional appraisal firm or company
and its appraisal price:Grand Elite Real Estate Appraisers Firm
Rent appraisal price: NT$1,530 per ping per month (excluding tax)
Monthly rent appriaisal price: NT$155,448 per month (excluding tax),
NT$163,220(tax included)
11.Name of the professional appraiser:Wang,Fu-Sheng
12.Practice certificate number of the professional
appraiser:(100)中市地估字No.000014
13.The appraisal report has a limited price, specific
price, or special price:N/A
14.An appraisal report has not yet been obtained:N/A
15.Reason for an appraisal report not being obtained:N/A
16.Reason for any significant discrepancy with the appraisal
reports and opinion of the CPA:N/A
17.Name of the CPA firm:Maoxia accounting firm
18.Name of the CPA:Chang,Yu-Yao
19.Practice certificate number of the CPA:
北市會證字NO.3263;省會證字NO.3745
20.Broker and broker's fee:N/A
21.Concrete purpose or use of the acquisition or disposal:
Operational needs.
22.Any dissenting opinions of directors to the present
transaction:None
23.Whether the counterparty of the current transaction
 is a related party:Yes
24.Date of the board of directors' resolution:2024/5/14
25.Date of ratification by supervisors or approval
by the audit committee:2024/5/14
26.The transaction is to acquire a real property or
right-of-use asset from a related party:yes
27.The price assessed in accordance with the Article
16 of the Regulations Governing the Acquisition and
Disposal of Assets by Public Companies:11,751,840
28.Where the above assessed price is lower than the
transaction price, the price assessed in accordance
with the Article 17 of the same regulations:N/A
29.Any other matters that need to be specified:
1.The appraisal amount of NT$11,751,840 is based on the valuation report
result of monthly rent of NT$163,220 converted into the total rent for
6 years (i.e. 163,220×12×6)
2.2. The lease term is from June 1, 2024 to May 31, 2024, a total of 3
years.If there is no major breach of contract, both parties can agree to
extend the lease for 3 years, reaching a 6-year lease period.