| Statement |
1.Name and nature of the underlying assets (if preferred shares,
the terms and conditions of issuance shall also be indicated,
e.g., dividend yield, etc.):CYJ INTERNATIONAL TAIWAN INC. stock
2.Date of occurrence of the event:2023/11/07
3.Volume, unit price, and total monetary amount of the transaction:
Volume：6,119,988 shares
unit price：NT$13
total monetary amount：NT$79,559,844
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):
Trading counterparty：EXCELSIOR BEAUTY CO.,LTD.
relationship：subsidiary 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:
(1)EXCELSIOR BEAUTY CO.,LTD. plans to dispose of 80% equity of CYJ
INTERNATIONAL TAIWAN INC.
(2)In October 2019, EXCELSIOR BEAUTY CO.,LTD. participated in the cash
capital increase of CYJ INTERNATIONAL TAIWAN INC.
The investment cost is NT$97,920,000.
6.Where an owner of the underlying assets within the past
five years has been an 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.Matters related to the current disposal of creditors’
rights (including types of collaterals of the disposed
creditor’s rights; if creditor’s rights over a related
party, announcement shall be made of the name of the
related party and the book amount of the creditor's
rights, currently being disposed of, over such related
party:NA
8.Profit or loss from the disposal (not applicable in
cases of acquisition of securities) (where originally
deferred, the status of recognition shall be listed and
explained):NA
9.Terms of delivery or payment (including payment period
and monetary value), restrictive covenants in the contract,
and other important terms and conditions:
payment period：Annotation
monetary value：NT$79,559,844
10.The manner in which the current transaction was
decided, the reference basis for the decision on price,
and the decision-making unit:
The transaction price was entrusted to an external expert to conduct a
corporate evaluation report.And ask the accountant to issue an opinion
on the reasonableness of the transaction price
the decision-making unit：The company Board of Directors.
11.Net worth per share of the Company’s underlying securities
acquired or disposed of:NT$9.27
12.Cumulative no.of shares held (including the current
transaction), their monetary value, shareholding percentage,
and status of any restriction of rights (e.g., pledges),
as of the present moment:
The company holds 7,344,008 shares，NT$90,633 thousand，
Shareholding ratio 60%
13.Ratio of securities investment (including the current
transaction) to the total assets and shareholder’s equity
of the parent company on the latest financial statements,
and the operating capital on the latest financial statements,
as of the present moment:
(1)36.35%，(2)46.53%，(3)NT$583,763 thousand
14.Broker and broker’s fee:NA
15.Concrete purpose or use of the acquisition or disposal:
The company in order to integrate resources, improve operating efficiency,
and reorganize the organizational structure, the company maintains control
over CYJ INTERNATIONAL TAIWAN INC.
16.Whether the directors expressed any objection to the current
transaction:NA
17.Whether the counterparty of the current transaction
is a related party:Yes
18.Date of the Board of Directors’ resolution:2023/11/07
19.Date of ratification by supervisors or approval by
the Audit Committee:2023/11/07
20.Whether the CPA issued an opinion on the unreasonableness
regarding the current transaction:Yes
21.Name of the CPA firm:T&Trust CPA Firm
22.Name of the CPA:Wu Zhenyi CPA
23.License no.of the CPA:No. 7987
24.Any other matters that need to be specified:
EXCELSIOR BEAUTY CO.,LTD. the transaction object in this case, is a related
party. In order to take into account the interests of other shareholders of
EXCELSIOR BEAUTY CO., LTD.,If this case is approved by the board of directors
of EXCELSIOR BEAUTY CO., LTD., EXCELSIOR BEAUTY CO., LTD. will hold a
separate temporary meeting of shareholders to discuss it.
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