CTBC Holding announces that the board resolved to subscribe new common shares of CTBC Securities through a private placement at most NT$5 billion

1.Name and nature of the underlying security (if preferred shares, the terms
and conditions of issuance shall also be indicated, e.g., dividend yield):
Private placement of new common shares of CTBC Securities
2.Date of occurrence of the event:2026/07/22
3.No., unit price, and monetary amount of the transaction:
(1)No.: tentatively set at 288,350,600 shares
(2)Unit price: tentatively set at NT$17.34 per share
(3)Total monetary amount: at most NT$5,000,000,000
4.Counterparty to the trade and its relationship to the company (if the
trading counterparty is a natural person and not a related party of the
company, its name is not required to be disclosed):
(1)Counterpart: CTBC Securities Co., Ltd.
(2)Relationship: CTBC Securities is CTBC Holding's 100% owned subsidiary
5.Where the counterparty to the trade is a related party, an announcement
shall also be made of the reason for choosing the related party as trading
counterparty and the identity of the previous owner, including its
relationship with the company and the trading counterparty, the price of the
ownership transfer, and date of transfer:
(1)The reason for choosing the related party as trading counterpart:
To strengthen CTBC Securities' capital and financial structure and
to fulfill its capital needs for future operations
(2)Previous owner: NA
(3)Price of transfer, and date of transfer: NA
6.Where the owner of the underlying securities within the past five years
has been a related party of the company, an announcement shall also include
the dates and prices of acquisition and disposal by the related party and
its relationship with the company at the time:NA
7.Matters related to the creditor’s rights currently being disposed of
(including type of collateral of the disposed creditor’s rights; if the
creditor’s rights are creditor’s rights over a related party, the name of
the related party and the book amount of such creditor’s rights currently
being disposed of must also be announced):NA
8.Profit (or loss) from the disposal (not applicable in cases of acquisition
of securities) (where originally deferred, the status or recognition shall
be stated and explained):NA
9.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important
stipulations:
(1)Terms of delivery or payment: Payment in cash during the period for
payment of subscription. (At most NT$5 billion)
(2)Restrictive covenants in the contract, and other important stipulations:
After the Board(acts on behalf of the shareholders' meeting) of
CTBC Securities resolves the capital injection and
CTBC Holding obtains regulatory approval,
CTBC Holding will subscribe new common shares of CTBC Securities.
10.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
(1)The manner in which the current transaction was decided:
follow the process for subscription of new issuance of common shares
(2)The reference basis for the decision on price:
Based on the issue price of new shares issued by CTBC Securities.
(3)The decision-making department: The board meeting held on July 22, 2026
11.Net worth per share of company of the underlying securities acquired or
disposed of:NT$17.34 per share
12.The discrepancy between the reference price of private placement company
and the transaction amount per share is 20 percent or more:No
13.Current cumulative no., amount, and shareholding ratio of the securities
being traded (including the current transaction) as of the date of
occurrence and status of any restriction of rights (e.g.,pledges):
(1)Current cumulative no.(including the current transaction):
1,078,804,839 shares
(2)Current cumulative amount(including the current transaction):
NT$19,892,531 thousand
(3)Current cumulative shareholding ratio(including the current transaction):
100%
(4)Status of any restriction of rights: None
14.Privately placed securities (including the current transaction) as a
percentage of total assets of the company 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 date of occurrence:
(1)Private placed securities(including the current transaction) to
the total assets: 41.34%
(2)Private placed securities(including the current transaction) to
the shareholder's equity: 50.02%
(3)Operating capital: NA
15.Broker and broker's fee:None
16.Concrete purpose or use of the acquisition or disposition:
To strengthen CTBC Securities' capital and financial structure and
to fulfill its capital needs for future operations
17.Whether the directors expressed any objection to the present transaction:
No
18.Whether the trading counterparty is a related party:
Yes
19.Date of approval by board of directors:
2026/07/22
20.Recognition date by supervisors or approval date by audit committee:
2026/07/21
21.Whether the CPA issued an opinion on the unreasonableness of the current
transaction:NA
22.Name of the CPA firm:NA
23.Name of the CPA:NA
24.License no.of the CPA:NA
25.Any other matters that need to be specified:
After the Board(acts on behalf of the shareholders' meeting) of
CTBC Securities resolves the capital injection and
CTBC Holding obtains regulatory approval,
CTBC Holding will subscribe new common shares of CTBC Securities.