To announce the Board's resolution on capital raising through issuance of Class E registered preferred shares

1.Date of the board of directors resolution: 2016/09/22
2.Source of capital increase funds: Issuance of Class E registered preferred shares (the 'Class E preferred shares')
3.Number of shares issued:Up to 600,000,000 Class E preferred shares
4.Par value per share:NT$10
5.Total monetary amount of the issue: The tentative amount is NT$30 billion.
6.Issue price: The range of issue price per share is NT$40~NT$60,the tentative issue price per share is NT$50.
7.Number of shares subscribed by or allotted to employees:15% of total issued Class E preferred shares, 90,000,000 shares.
8.Number of shares publicly sold:10% of total issued Class E preferred shares, 60,000,000 shares.
9.Ratio of shares subscribed by or allotted as stock dividends to existing shareholders:75% of total issued Class E preferred shares, 450,000,000
shares, subscribed by its original shareholders recorded in the shareholders' roster on the ex-right date with preemptive right in proportion respectively.
10.Method of handling fractional shares and shares unsubscribed by the deadline: The chairman is authorized to allocate the remaining fractional
shares together with shares relinquished by existing shareholders and employees to specific parties at the issue price through negotiation.
11.Rights and obligations of the newly issued shares:
(1)Tenor: Perpetual.
(2)Dividend Yield: An annual dividend yield is set at '7-year IRS+ The fixed rate' per annum of the issue price at the pricing day.
'The fixed rate' will be determined by the chairman, who was authorized by the board, within the range of [3.1375%~4.0375%]. 7-year IRS will be
reset on the next business day after each seventh anniversary day after issuance thereafter. The pricing date for reset is the second business
day of financial industry in Taipei immediately preceding each reset date. The 7-year IRS rate is the arithmetic mean of 7-year IRS rates appearing on Reuters pages 'PYTWDFIX' and'COSMOS3' at 11:00 a.m. (Taipei time) on the relevant pricing date for reset. If such rate cannot be obtained, the company will determine the rate based on reasonable market price with good faith.
(3)Dividend Payment: The Company has sole discretion on the distribution of Class E preferred share dividends. Earnings distribution proposals will be devised by the board of directors in accordance with Article 40-1 of the
Articles of Incorporation and then submitted to the annual general meeting of shareholders for acknowledgment. Earnings available for distribution to preferred shares and ordinary shares under an acknowledged earnings
distribution proposal will be distributed firstly to Class D preferred shares and then to Class E preferred shares, if any. Any remaining balance
shall be distributed according to the Articles of Incorporation. In years when the Company concludes insufficient or no surplus to fully pay off dividends for Class E preferred shareholders, the unpaid dividend will not be carried forward to years with earnings.
(4)Restrictions on Payment of Dividends to Common Shares: Except for the dividends prescribed in the preceding subparagraphs herein, Class E
preferred shareholders are not entitled to participate in the distribution of cash or stock dividends with regard of the ordinary shares and other preferred shares derived from earnings or capital reserves.
(5)Redemption: Seven years after the issue date, the Company may, subject to the competent authority's approval, recall a portion or all of
outstanding Class E preferred shares at any time at the issue price. The rights and obligations associated with any remaining outstanding Class
E preferred shares shall continue as specified herein.
(6)Liquidation Preference: In the event of liquidation, Class E preferred shareholders shall be given priority to claim on the Company's remaining assets over ordinary shareholders, but subordinate to Class D preferred shareholders, and no more than issuance amount of outstanding Class E preferred shares.
(7)Voting Rights or Election Rights: Class E preferred shareholders are not entitled to any voting rights or election rights in shareholders'
meeting. However, they may vote in Class E preferred shareholder meetings and in general shareholder meetings with regard to agenda items concerning rights and obligations of Class E preferred shareholders.
(8)When the Company issues new shares for capital raising, Class E preferred shareholders shall be entitled equivalent preemptive rights on the new shares to ordinary shareholders and Class D preferred shareholders.
12.Utilization of the funds from the capital increase: Enrich working capital、strengthen financial structure of the company and enhance
capital adequacy ratio, and meet the needs of investment in subsidiaries and business expansion in the future.
13.Any other matters that need to be specified:
After completing the registration of the amendment of Articles of Incorporation, the Company would like to submit an application to FSC and to execute the issuance process. If any matter or change related to the issuance of Class E preferred shares shall be made due to changes of regulations, regulators' requests, assessment of business, changes of market conditions or practical needs, the board has authorized the chairman or his designated deputy to act upon.

Taishin Financial Holding Co. Ltd. published this content on 22 September 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 26 September 2016 09:10:06 UTC.

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