| SEQ_NO | 2 | Date of announcement | 2024/11/28 | Time of announcement | 17:45:41 |
| Subject | Announcement on behalf of major subsidiary Cotton Field Organic Co.,Ltd. regarding acquisition of right-of-use asset for real estate from related party | ||||
| Date of events | 2024/11/28 | 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): The office area is located at the 22th Floor, No. 66, Section 1, Zhongxiao West Road, Zhongzheng District, Taipei City 2.Date of the occurrence of the event:2024/11/28 3.Transaction unit amount (e.g.XX square meters, equivalent to XX ping), unit price, and total transaction price: (1)Transaction unit amount：255.25 pings (2)Unit price：NT$2,890 per ping per month(tax included) (3)Total transaction price：NT$39,038,027 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): (1)Trading counterparty：MICROBIO CO.LTD. (2)Relationship to the Company：Parent Company of the Company 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: The reason for choosing the specific related party as the transaction counterparty:Based on group resource integration and operational considerations Identity of the previous owner:Shin Kong Life Insurance Co., Ltd. Relationship of previous owner with the Company and the trading counterparty: None Prior transfer date:2023/10 Prior transfer amount:NT$42,089,630 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:NA 7.Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral should provide a table explaining recognition):NA 8.Terms of delivery or payment (including payment period and monetary value), restrictive covenants in the contract, and other important terms and conditions: (1)Terms of delivery or payment：monthly payment 2024/12/01~2026/10/15，NT$724,308 per month (tax included) 2026/10/16~2029/10/15，NT$746,037 per month (tax included) (2)Contract restrictions and other important agreements: None 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: (1)The manner of deciding on this transaction:According to the original house lease contract (2)The reference basis for the decision on price:According to the original house lease contract (3)The decision-making department：Chairman 10.Name of the professional appraisal firm or company and its appraisal price:NA 11.Name of the professional appraiser:NA 12.Practice certificate number of the professional appraiser:NA 13.The appraisal report has a limited price, specific price, or special price:NA 14.An appraisal report has not yet been obtained:NA 15.Reason for an appraisal report not being obtained:NA 16.Reason for any significant discrepancy with the appraisal reports and opinion of the CPA:NA 17.Name of the CPA firm:NA 18.Name of the CPA:NA 19.Practice certificate number of the CPA:NA 20.Broker and broker’s fee:NA 21.Concrete purpose or use of the acquisition or disposal: Based on group resource integration and operational considerations 22.Any dissenting opinions of directors to the present transaction:NA 23.Whether the counterparty of the current transaction is a related party:Yes 24.Date of the board of directors’ resolution: In accordance with the provisions of Article 15, Paragraph 2 of the ”Principles for the Handling of Assets Acquired or Disposed of by Publicly Offered Companies”, this case will be submitted to the most recent board of directors for retroactive approval. 25.Date of ratification by supervisors or approval by the audit committee:NA 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:NA 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:NA 29.Any other matters that need to be specified:None |
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