Chenming Electronic Technology : The board of directors resolved to handle the case of cash capital increase and issuance of ordinary shares by way of private placement.

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Provided by: CHENMING ELECTRONIC TECHNOLOGY CORPORATION
SEQ_NO	3	Date of announcement	2022/01/11	Time of announcement	16:59:35
Subject	The board of directors resolved to handle the case of cash capital increase and issuance of ordinary shares by way of private placement.
Date of events	2022/01/11	To which item it meets	paragraph 11
Statement	1.Date of the board of directors resolution:2022/01/11 2.Types of securities privately placed:Common stock 3.Counterparties for private placement and their relationship with the Company:The target of this private placement of ordinary shares is selected in accordance with Article 43-6 of the Securities Exchange Law Specified Persons and the Special Features of the Financial Supervision and Administration Commission (91) Taiwan Caizheng Yizi No. 0910003455 of June 13, 2002.It is limited to the number of persons, and is limited to the company's insiders or strategic investors. The relevant matters related to the qualification certification of applicants shall be submitted to the interim meeting of shareholders to authorize the board of directors for review. The applicants for this private placement of ordinary shares have not yet been negotiated. The method and purpose of the applicants��selection are explained as follows: (1)The list of insiders or related parties who intend to participate in the application is as follows: The relationship between the applicant and the company: Lin Mu-Ho/Director of the company Lin Feng-Ran/Director of the Company Chen Hsiao-Chun/Director of the company LO Chih-Chi/Director of the company Shengmei Precision Industry Co.,Ltd./The company's legal person shareholder (2)The relationship between the top ten shareholders and the company with the shareholder shareholding ratio of legal person applicants is as follows: Shengmei Precision Industry Co., Ltd./The company's directors account for the top ten shareholders: Shareholder name/shareholding ratio/relationship with the company Zhan Zhongzhi/61.522%/The person in charge of the company's legal person shareholder. Liu Xiaoqin/25.655%/Spouse of the person in charge of the company��s legal person shareholder Zhan Yushan/0.524%/A relative of the person in charge of the company��s legal person shareholder Zhan Zhongyu/0.524%/A relative of the person in charge of the company��s legal person shareholder Zhan Zhongwei/0.524%/A relative of the person in charge of the company��s legal person shareholder Chimelong Investment Co., Ltd./11.251%/Major shareholder of the company��s legal person shareholder 4.Number of shares or bonds privately placed:No more than 70,000,000 ordinary shares. 5.Amount limit of the private placement:Within the quota of no more than 70,000,000 shares, it will be handled twice within one year from the date of the resolution of the interim meeting of shareholders. 6.Pricing basis of private placement and its reasonableness:The reference price of private common stocks is based on the simple arithmetic average of the common stock closing price calculated at one, three or five business days before the pricing day, deducting the free allotment ex-rights and dividends,and adding back the stock price after the capital reduction and ex-rights,or before the pricing day The average of the closing price of ordinary shares in 30 business days after deducting the free allotment ex-rights and dividends,and adding back the stock price after the capital reduction and ex-rights. The higher price is calculated based on the above two benchmarks as the reference price. The method of setting the price of ordinary shares in this private placement is governed by the laws and regulations of the competent authority. The actual pricing date and the actual private placement price are proposed to the extraordinary meeting of shareholders to authorize the board of directors to decide on the situation of the specific person and market conditions in the future, and the private placement price shall not be lower than the aforesaid price. 80% of the reference price. If the price per share of private common stock is affected by market factors in the future, it may be necessary to issue a price lower than the par value. The price is determined because it has been processed according to the pricing basis regulated by laws and regulations and has reflected the market price. should be necessary and reasonable. If the private placement price of ordinary shares is lower than the face value of the stock and the company has accumulated losses due to the above-mentioned pricing method, it will be dealt with by means of capital reduction, surplus or capital reserve to make up for losses in the future depending on the company's operation and market conditions. 7.Use of the funds raised in this private placement:Enrich working capital, repay bank loans, improve financial structure, or support the company��s long-term development of working capital needs. 8.Reason for conducting non-public offering:The company still needs to inject working capital, and consider the timeliness of capital raising,Convenience, issuance cost, etc., so the method of private placement is used for fund-raising. The implementation of this plan is expected to strengthen the company's competitiveness and improve operational efficiency, and it will also be beneficial to shareholders' equity. 9.Objections or qualified opinions from independent directors:None. 10.Actual price determination date:In accordance with Article 43-6 of the Securities Exchange Law and the provisions of matters to be noted by public offering companies when handling privately placed securities, the situation of specific individuals will be negotiated in the future and depending on the current market conditions, and the shareholders' meeting will be authorized to authorize the board of directors to make a decision in the future. 11.Reference price:The board of directors shall be authorized to make a decision after the resolution of the interim meeting of shareholders is passed. 12.Actual private placement price, and conversion or subscription price: The board of directors shall be authorized to make a decision after the resolution of the interim meeting of shareholders is passed. 13.Rights and obligations of these new shares privately placed:In principle, they are the same as the ordinary shares issued by the company. However, the ordinary shares of this private placement shall not be freely transferred within three years from the date of delivery, except in accordance with Article 43-8 of the Securities and Exchange Act. Three years after the date of delivery of the shares, it is proposed to request the interim meeting of shareholders to authorize the board of directors to apply to the competent authority for the approval and issuance of replacement office development procedures based on the prevailing situation and in accordance with relevant laws and regulations. 14.Record date for any additional share exchange, stock swap, or subscription:Not applicable. 15.Possible dilution of equity in case of any additional share exchange, stock swap, or subscription:Not applicable. 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):Not applicable. 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%:Not applicable. 18.Any other matters that need to be specified:The main content of this private equity cash capital increase plan includes the actual issuance price,number of shares, issuance conditions, planned projects, fundraising amount,estimated progress, expected possible benefits, etc., in addition to the number of private placement prices, and everything else Regarding matters concerning the issuance plan, it is proposed to submit to the shareholders' interim meeting to authorize the board of directors to adjust, formulate and handle it according to market conditions. In the future, if it is revised due to instructions from the competent authority or based on operational evaluations or changes due to objective circumstances,the board of directors will also be authorized to handle it.