Eternal Materials : The record date of capital reduction, the record date of share replacement, and the plan for replacement of share certificates for the capital reduction

Close

Today's Information

Provided by: ETERNAL MATERIALS CO., LTD.
SEQ_NO	4	Date of announcement	2022/08/03	Time of announcement	16:57:21
Subject	The record date of capital reduction, the record date of share replacement, and the plan for replacement of share certificates for the capital reduction
Date of events	2022/08/03	To which item it meets	paragraph 11
Statement	1.Date of the board of directors resolution:2022/08/03 2.Record date of capital reduction:2022/08/05 3.Plan for capital reduction and replacement of shares: The resolution of capital reduction by returning share capital in cash was approved by 2022 Annuanl General Shareholders' Meeting on 2022/06/23 and by Taiwan Stock Exchange Corporation. In accordance with "Operating Rules of the Taiwan Stock Exchange Corporation"and "Taiwan Stock Exchange Corporation Procedures for the Exchange of Securities Certificates by TWSE Listed Companies", the Company shall set the plan for capital reduction and replacement of shares. (1)The matters of the plan are as follows: a.As of the recorded date of replacement of shares (2022/10/07), the shares to be transferred include all the listed common shares amounted 1,240,279,455 shares with par value TWD10, amounted TWD12,402,794,550. b. Total shares and amount of capital reduction: 62,013,972 shares; par value TWD10; amounted TWD620,139,720. Capital reduction ratio:5%. c.Total shares and amount of the common shares after the capital reduction:1,178,265,483 shares; par value TWD 10; paid-up capital NTD11,782,654,830. d.According to the total shares issued in the preceding paragraph, it is estimated that 950 shares are transferred per thousand share (that is,50 shares are reduced per thousand shares) and cash refund TWD500.For those common shares that would become less than one share after capital reduction, the shareholders can voluntarily apply with the company's stock transfer agency for combining their shares within five days to one day before the book closure date for execution of capital reduction. For common shares that have not been pieced together or are still less than one share of common shares after being pieced together, cash shall be paid at a price equivalent to the par value of stock to offset the book-entry fee for conversion or non-physical securities registration fee, and the calculation shall be rounded down to the nearest New Taiwan Dollar. The Chairman is authorized to appoint a specific party to subscribe to such fractional shares at the par value. (2)Shares transferred from the capital reduction will be in non-physical form, with the same rights and obligations as original shares. (3)Schedule: a.The last trading day of old shares:2022/09/28 b.Period of suspension of old shares:2022/09/29~2022/10/07 c.Last date before book closure of old shares:2022/10/02 Since the book closure ending date is 2022/10/02 which is a public holiday, please come to the Company's stock transfer agency, Stock Agency Department at President Securities Corporation (B1, No. 8, Dongxing Rd., Songshan Dist., Taipei City.) in person before 16:30 on 2022/09/30. Applications submitted by post will only be accepted if postmarked no later than 2022/10/02 (the book closure ending date). For those who participate in the centralized transfer of accounts with Taiwan Depository & Clearing Corporation (TDCC), the Company's stock transfer agency will go through the transfer procedures according to the information submitted by them. d.Book closure period:2022/10/03 to 2022/10/07 e.Record date of replacement of shares: 2022/10/07 f.The date of the listing for trading of new shares, and the date of delisting of the old shares: 2022/10/11 h.From the date of listing and trading of new shares, old shares shall not be used as a subject of trading and delivery. (4)Conversion procedure: a.Since the Company has issued share certificates in non-physical form, for the shareholders who do not have a centralized custody account, please open one with their current security firm to ensure the operation of the conversion can be carried out. The Taiwan Depository & Clearing Corporation will transfer all the shares which have been deposited in centralized custody accounts in non-physical form on the first trading date (2022/10/11) of the new shares for future trading. b.Exchange of transferred old stocks: Please prepare the share certificates and registered seal to apply the conversion with the Company's stock transfer agency. c.Exchange of untransferred old stocks: Please prepare the share of certificates and the notice of transferring and booking, the report of purchasing or transaction tax bill, list of stock recovery numbers, and the copy of both sides of shareholders' ID and registered seal to apply the conversion with the Company's stock transfer agency. d.Exchange of uncollected stocks: Please have the uncollected stock collection tickets stamped with registered seal, and bring the conversion stock documents to apply the conversion with the Company's stock transfer agency. e.Location of the conversion : the Company's stock transfer agency, Stock Agency Department at President Securities Corporation (B1, No. 8, Dongxing Rd., Songshan Dist., Taipei City. Tel: [phone]) (5)The treatment of allocation of deferred stocks issued by the Company before 1999 due to capitalization of retained earnings: If there are still existing shares that have not been transferred or have given up deferment, they shall be deducted according to the proportion of capital reduction and the deduction will be included in the income of the current year. If deferred shares from the capital reduction and exchange of new shares, are transferred to the shareholder's personal portfolio account, it will be included in the shareholders' income for the current year. (6)Date of issuance of cash capital reduction and refund of shares: 2022/10/14, issued by remittance or by "non-endorsement transfer" check sent by registered mail, and the remittance fee or postage shall be paid by the shareholder. (7)The payment of the funds in this case is the cash refund of the capital reduction, and it is tax-exempt in accordance with relevant regulations. (8)This plan shall be undertaken by the Company after acknowledgeing the Taiwan Stock Exchange Co., Ltd. for verification. If there are changes in contents or the related schedule, the Chairman is authorized to handle such matters. (9)Other unaccomplished matters shall proceed in accordance with the Company Act and other relevant regulations. 4.Record date of replacement of shares:2022/10/07 5.Book closure starting date:2022/10/03 6.Book closure ending date:2022/10/07 7.Rights and obligations of the new shares after capital reduction:The new shares will have the same rights and obligations as the original shares. 8.Anticipated listing date for the new shares:2022/10/11 9.Estimated no.of listed common shares after issuance of new shares upon capital reduction:1,178,265,483 shares 10.Estimated ratio of listed common shares after issuance of new shares upon capital reduction to outstanding common shares:100% 11.Please explain any countermeasures for lower circulation in shareholding if the aforesaid estimated no.of listed common shares upon capital reduction does not reach 60 million and the percentage does not reach 25%:NA 12.Any other matters that need to be specified: In accordance with the article 266 of Company Act (Ref.J.S.T No.10902401050), the Board authorized the Chairman to set the relevent schedule of capital reduction record date, stock conversion record date, and replacement plan of shares after the resolution of shareholders' meeting and the effective registration of Taiwan Stock Exchange Co., Ltd.