Bogie Running Tester Manufacturing and Supply Procurement Announcement
2019/02/20
Name and nature of the subject matter (e.g.land located at Sublot XX, Lot XX, North District, Taichung City): Manufacturing and supply of Bogie Running Tester.
Date of the occurrence of the event:2019/02/20
Transaction volume (e.g.XX square meters, equivalent to XX p'ing), unit price, total transaction price:
(1) One bogie running test platform.
(2) Unit price: Not applicable
(3) Total transaction price: 389.8545 million NTD (Tax inclusive)
Counterparty to the trade and its relationship with the company (if the trading counterpart is a natural person and is not an actual related party of the Company, the name of the trading counterpart is not required to be disclosed): Industrial Technology Research Institute(ITRI) is a related party of THSRC
(government-related entity)
Where the counterparty to the trade is an actual related party, a public announcement shall also include the reason for choosing the related party as trading counterpart and the identity of the previous owner (including its relationship with the company and the trading counterpart), price of transfer and the date of acquisition:
Reason for choosing the related party as trading counterpart:Trading counterpart was selected through a restricted tendering process.
Due to the high complexity of the interface integration BRT project and the ITRI has equipped with basic design performance of bogie running test equipment, after the rationality assessment, select the ITRI as trading counterpart.
Identity of the previous owner: Not applicable.
Where a person who owned the property within the past five years has been an actual related person of the company, a public announcement shall also include the dates and prices of acquisition and disposal by the related person and the person's relationship to the company at those times:Not applicable.
Anticipated loss or profit from the disposal (not applicable in cases of acquisition of assets) (where originally deferred, the status or recognition shall be stated and explained):Not applicable.
Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations:Terms of delivery and payment to be carried out in accordance with relevant contracts; restrictive covenants in said contracts: none; other important stipulations: none.
The manner of deciding on this transaction (such as tender invitation, price comparison, or price negotiation), the reference basis for the decision on price and the decision-making department:
The manner of deciding on this transaction and the reference basis for the decision on price: Conducted in accordance with THSRC internal procedures
for price inquiry, comparison, and negotiation.
Decision-making department: Board of Directors.
Name of the professional appraisal institution and its appraisal amount:Not applicable.
Name of the appraiser:Not applicable.
Practice certificate number of the appraiser:Not applicable.
Is the appraisal report price a limited price or specific price?:Not applicable.
Has an appraisal report not yet been obtained?:Not applicable.
Reason for an appraisal report not been obtained:Not applicable.
Reason for any significant discrepancy with the transaction amount, and opinion of the certifying CPA:Not applicable.
Name of the CPA firm:Not applicable.
Name of the certifying CPA:Not applicable.
The practice certificate number of the CPA:Not applicable.
Broker and broker's fee:Not applicable.
Concrete purpose or use of the acquisition or disposal:To enhance reliability and capabilities of bogie maintenance, thus achieving our goals of autonomous maintenance and localized development and manufacturing of maintenance equipment.
Do the directors have any objection to the present transaction?:None.
Is it a related party transaction?:Yes
Date of the board of directors'resolution:2019/02/20
Date of the recognition of the supervisors or the board of independent directors'resolution:2019/02/19
Is the transaction to acquire a real estate or right-of-use asset from the related party?:No
The appraisal price conducted in accordance with the Article 16 of the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies":Not applicable.
Where the above appraisal price is lower than the transaction price, the appraisal price conducted in accordance with the Article 17 of the"Regulations Governing the Acquisition and Disposal of Assets by Public Companies":Not applicable.
Any other matters that need to be specified:Approved by the 8th Board of Directors at the 23th Board Meeting held Feb 20, 2019.
