| Statement |
1.Name and nature of the underlying asset (e.g., land located at Sublot XX, Lot XX, North District, Taichung City):
Swap out: The 13 pieces land holding of Far Eastern Resources Development Co., Ltd. (FERD), including
lot No. 998-5 at Ya Dong Section, Banqiao District, New Taipei City.
Swap in: The 12 pieces land holding of Asia Eastern School Legal Person (AESLP), including
lot No. 998-9 at Ya Dong Section, Banqiao District, New Taipei City, Nature: TPKE
2.Date of occurrence of the event:2022/05/10
3.Transaction unit amount (e.g.XX square meters, equivalent to XX ping), unit price, and total transaction price:
(1)The area of swap out & swap in is 3,854.00 square meters (equivalent to 1,165.835 pings).
(2)The unit price of swap out & swap in is NT$ 1.096 million per ping.
(3)The transaction price of swap out & swap in is NT$ 1,277.755 million.
4.Trading counterparty and its relationship with 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):
(1)Trading counterpart:AESLP
(2)Relationship with the company:FERD & AESLP have the same chairman.
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 amount of transfer:
Swap out:
A.The reason for choosing the trading counterpart: In response to the needs of its campus development plans,
AESLP settled a land-swap agreement with FERD for land within proximity of its campus.
B.The identity of the previous owner: Far Eastern Textile Ltd. (renamed Far Eastern New Century Corporation,
hereafter referred to as FENC).
C.Relationship with the company :FERD is FENC’s subsidiary. Relationship with the trading counterpart:
Same chairman for both parties.
D.The previous price of transfer:N.A. (FENC spun off its holdings of land and transferred such holdings to FERD)
E.The previous date of acquisition:2003/9/2
Swap in:
A.The reason for choosing the trading counterpart: In response to the overall planning of Tpark,
FERD settled a land-swap agreement with AESLP for land within proximity of its medical zone.
B.The identity of the previous owner: FERD
C.Relationship with the company :Same company Relationship with the trading counterpart:Same chairman
D.The previous price of transfer:NT$ 1,080.748 million
E.The previous date of acquisition:2014/12/29
6.Where an owner of the underlying assets within the past five years has been a 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 with the Company at the time of the transaction:N.A.
7.Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral
should provide a table explaining recognition):N.A.
8.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in
the contract, and other important terms and conditions:
(1)Terms of delivery or payment:According to the contract
(2)Contractual restrictions and other important agreements:NIL
9.The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation),
the reference basis for the decision on price, and the decision-making unit:
(1)The manner of deciding on this transaction: Price negotiation
(2)The reference basis for the decision on price: Land valuation report of real estate appraisers
(3)The decision-making department: Board of Directors
10.Name of the professional appraisal firm or company and its appraisal price:
(1)DTZ/Cushman & Wakefield Swap out: NT$ 1,333.715 million; swap in: NT$ 1,277.755 million
(2)Colliers International Swap out: NT$ 1,277.755 million; swap in: NT$ 1,235.785 million
11.Name of the professional appraiser:
(1)DTZ/Cushman & Wakefield: Hank CH Tsai, the Real Estate Appraiser
(2)Colliers International: Carrie Chan, the Real Estate Appraiser
12.Practice certificate number of the professional appraiser:
Hank CH Tsai, the Real Estate Appraiser: (94) TCG_NO.000080
Carrie Chan, the Real Estate Appraiser: (98) TCG_NO.000147
13.The appraisal report has a limited price, specific price, or special price:No
14.An appraisal report has not yet been obtained:No
15.Reason for an appraisal report not being obtained:N.A.
16.Reason for any significant discrepancy with the appraisal reports and opinion of the CPA:N.A.
17.Name of the CPA firm:N.A.
18.Name of the CPA:N.A.
19.Practice certificate number of the CPA:N.A.
20.Broker and broker's fee:NIL
21.Concrete purpose or use of the acquisition or disposal:
Swap out: in response to AESLP’s needs of its campus development plans
Swap in: in response to FERD’s overall planning of its Tpark campus
22.Any dissenting opinions of directors to the present transaction:No
23.Whether the counterparty of the current transaction is a related party:Yes
24.Date of the board of directors resolution:2022/05/10
25.Date of ratification by supervisors or approval by the audit committee:2022/05/10
26.The transaction is to acquire a real property or right-of-use asset from a related party:Yes
27.The price assessed in accordance with the Article 16 of the Regulations Governing the
Acquisition and Disposal of Assets by Public Companies:N.A.
28.Where the above assessed price is lower than the transaction price, the price assessed in
accordance with the Article 17 of the same regulations:N.A.
29.Any other matters that need to be specified:NIL
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