Announcement the resolution of the board of directors to merge with Yem Chio Co., Ltd

 Announcement the resolution of the board of directors to
merge with Yem Chio Co., Ltd

1.Type of merger and acquisition (e.g., merger, spin-off, acquisition, or
share transfer):Short form merger
2.Date of occurrence of the event:2024/11/12
3.Names of companies participating in the merger and acquisition (e.g., name
of the other company participating in the merger or consolidation, newly
established company in a spin-off, acquired company, or company whose shares
are taken assignment of):
Surviving company: Yem Chio Co., Ltd.
Dissolved company: ACHEM TECHNOLOGY CORPORATION
4.Counterparty (e.g., name of the other company participating in the merger
or consolidation, company taking assignment of the spin-off, or counterparty
to the acquisition or assignment of shares):Yem Chio Co., Ltd.
5.Whether the counterparty of the current transaction is a related party:Yes
6.Relationship between the counterparty and the Company (investee company in
which the Company has re-invested and has shareholding of XX%), and
explanation of the reasons for the decision to acquire, or take assignment
of the shares of, an affiliated enterprise or related person, and whether it
will affect shareholders' equity:
ACHEM TECHNOLOGY CORPORATION is an investee company in which
Yem Chio Co., Ltd. reinvests and holds 100% of its shares, and
conducts a Short form merger in accordance with Article 19 of
the Enterprise Mergers and Acquisitions Act, which does not affect
shareholders' rights.
7.Purpose and conditions of the merger and acquisition,
including  the reason, consideration conditions and
payment schedule of the merger and acquisition:
Integrate overall resources, reduce operating costs and
carry out organizational restructuring.
8.Anticipated benefits of the merger and acquisition:
Reduce operating costs.
9.Effect of the merger and acquisition on net worth per share and earnings
per share:
It is a short-form merger with the parent company , which has no impact on
the company's net value per share and earnings per share.
10.Type of merger consideration and source of funds:NA
11.Share exchange ratio and basis of its calculation:
It is a short-form merger with the parent company, so there is
no share exchange ratio.
12.Whether the CPA, lawyer or securities underwriter issued an unreasonable
opinion regarding the transaction:NA
13.Name of the CPA, law or securities firm:NA
14.Name of the CPA or lawyer:NA
15.Practice certificate number of the CPA:NA
16.Independent expert's report on the reasonableness of the share exchange
ratio and the cash or other assets paid to the shareholders (1.The method,
principles, or calculations adopted for determination of the public tender
offer price, and comparison with the market-value method, cost method, and
discounted cash flow method commonly used internationally; 2.comparison of
the financial condition, profit status, and price-to-earnings ratio of the
subject company with those of TWSE or GTSM listed companies in the same
industry; 3.if a price appraisal report of an appraisal organization is
taken into account in the public tender offer price, the opinion shall
specify the content and conclusion of the appraisal report; and 4.if assets
or shares of the subject company, or of the surviving company in the case of
a merger, are listed as collateral in the tender offeror's financing
repayment plan, the opinion shall disclose the collateralization terms, and
assessment of the impact on the financial and operational soundness, of the
subject company or of the surviving company of the merger.):NA
17.Scheduled timetable for consummation:
Authorize the chairman to set the merger base date.
18.Matters related to assumption by the existing company or new company of
rights and obligations of the extinguished (or spun-off) company:
After the merger takes effect, the assets and liabilities of
the eliminated company are still valid as of the completion date.
All rights and obligations shall be assumed by the surviving company
in accordance with the law.
19.Basic information of companies participating in the merger:
Basic information of companies participating in the merger:
1. Yem Chio Co., Ltd. (surviving company)
Major business scope: Manufacturing, processing and trading of various
tapes business.
2. ACHEM TECHNOLOGY CORPORATION (dissolved company)
Major business scope: Manufacturing, processing and trading of various
tapes business
20.Matters related to the spin-off (including estimated value of the
business and assets planned to be assigned to the existing company or new
company; the total number and the types and volumes of the shares to be
acquired by the split company or its shareholders; matters related to the
reduction, if any, in capital of the split company) (note: not applicable
other than where there is announcement of a spin-off):NA
21.Conditions and restrictions on future transfers of shares resulting from
the merger and acquisition:NA
22.Post-merger and acquisition plan:
(1) Willingness to continue operating the business of the company,
 and the contents of plans to that effect
(2) Dissolution; delisting from an exchange (or OTC market);
material changes in organization, capital, business plan,
financial operations and production; accommodation or
utilization of staff and assets critical to the Company;
or any other matter of material significance that would
affect the company's shareholder equity:NONE
23.Other important stipulations:NONE
24.Other important matters concerning the merger and acquisition:NONE
25.Whether the directors have any objection to the
present transaction:NO
26.Information regarding directors with personal interest (name of natural
person director or name of legal person director and its representative,
material interest of the director or the legal person represented by the
director (including but not limited to form of actual or expected investment
in another company in the merger, shareholding, transaction price,
participation in the subject company's business or otherwise, and other
terms of investment), reason for recusal or otherwise, details of recusal,
and reason for a resolution for or against the merger proposal):NONE
27.Whether the transaction involved in change of business model:NO
28.Details on change of business model:NA
29.Details on transactions with the counterparty for the past year and the
expected coming year:NA
30.Source of funds:NA
31.Any other matters that need to be specified:NONE