1. Board resolution date: 2026/06/18 2. Purpose of share repurchase: Transfer shares to employees 3. Type of shares to be repurchased: Ordinary shares 4. Maximum total amount for repurchase (NT$): 3,183,622,646 5. Scheduled repurchase period: 2026/06/18 ~ 2026/08/17 6. Scheduled number of shares to be repurchased: 500,000 7. Price range for repurchase (NT$): 21.00 ~ 35.00; if the company's stock price falls below the lower limit of the price range, repurchases will continue 8. Method of repurchase: Repurchase from the centralized trading market 9. Percentage of scheduled repurchased shares to total issued shares (%): 0.25 10. Cumulative number of company shares already held at the time of filing (shares): 0 11. Company's share repurchase activities within the past five years: (1) Actual repurchase period: 2025/11/11 ~ 2026/01/06; scheduled number of shares: 1,500,000; actual number repurchased: 1,500,000; execution rate (actual/scheduled): 100.00% 12. Status of previously announced but uncompleted repurchases: None 13. Board resolution record on share repurchase: At the board meeting held on June 18, 2026, the following resolution was passed: Subject: Proposal to repurchase treasury shares for employee transfer, submitted for approval. Explanation: To motivate employees and enhance loyalty, in accordance with Article 28-2 of the Securities and Exchange Act and the 'Regulations for Listed and OTC Companies on Repurchasing Own Shares' issued by the Financial Supervisory Commission, the company proposes to repurchase its own shares. Key details are as follows: (i) Purpose: Transfer shares to employees. (ii) Type of shares: Ordinary shares. (iii) Maximum total repurchase amount: NT$3,183,622,646, as permitted by law. (iv) Scheduled repurchase period: June 18, 2026 to August 17, 2026. (v) Scheduled number of shares: 500,000. (vi) Price range: NT$21 to NT$35. If the company's stock price falls below the lower limit, repurchases will continue. (vii) Method: Repurchase from the centralized market. (viii) Percentage of repurchased shares to total issued shares: 0.25%. (ix) Cumulative shares held: 0 shares. (x) Share repurchase activities in the past five years: Fifteenth Treasury Stock Repurchase Actual repurchase period: 2025/11/11 ~ 2026/01/06; scheduled shares: 1,500,000; actual repurchased: 1,500,000; execution rate: 100%. (xi) Uncompleted repurchases: None. (xii) Board declaration confirming consideration of financial status and no impact on capital maintenance (attached). (xiii) Securities underwriter's assessment on the reasonableness of repurchase price (attached). Resolution: After consultation with attending directors, the resolution was unanimously approved. 14. Transfer method pursuant to Article 10 of the 'Regulations for Listed and OTC Companies on Repurchasing Own Shares': Kinyi Investment Holding Co., Ltd. Employee Share Transfer Rules Article 1 Purpose and Basis To motivate employees and enhance loyalty, the company establishes these rules in accordance with Article 28-2(1) of the Securities and Exchange Act and the 'Regulations for Listed and OTC Companies on Repurchasing Own Shares' issued by the Financial Supervisory Commission. Transfers of repurchased shares to employees shall follow relevant laws and these rules. Article 2 Type, Rights, and Restrictions of Transferred Shares The shares transferred to employees are ordinary shares. Except as otherwise stipulated by law or these rules, their rights and obligations are identical to other outstanding ordinary shares. Article 3 Transfer Period Repurchased shares may be transferred to employees once or in installments within five years from the repurchase date. Untransferred shares after this period shall be deemed unissued and subject to cancellation and registration amendment. Article 4 Eligibility of Recipients Full-time employees of the company or qualifying subsidiaries who have been employed for at least one year before the subscription benchmark date, or those with special contributions approved by the board, are eligible to subscribe according to the amounts specified in Article 5. 'Subsidiaries' refer to those included in consolidated financial statements. Employees who resign (voluntarily or involuntarily), take leave of absence, retire, or are laid off between the subscription benchmark date and the payment deadline shall lose subscription eligibility. Article 5 Determination of Transfer Quantity The number of shares employees may subscribe to shall be determined based on job level, years of service, performance, and special contributions, while also considering the total number of repurchased shares held and individual subscription caps. Final eligibility and quantities shall be approved by the Compensation Committee or Audit Committee and resolved by the board. Article 6 Transfer Procedure Procedures for transferring repurchased shares to employees: 1. Repurchase company shares within the execution period after board resolution, announcement, and filing. 2. The board shall determine and announce key details including the employee subscription benchmark date, subscription criteria, payment period, rights, and restrictions. 3. Aggregate the actual number of subscribed shares and complete share transfer registration. Article 7 Transfer Price per Share The transfer price to employees shall be the actual average repurchase price (rounded to the nearest NT$0.1, with NT$0.05 and below rounded down). If the company's issued ordinary shares increase or decrease before transfer, the price may be adjusted accordingly. Adjusted Transfer Price = Actual Average Repurchase Price × (Total Issued Ordinary Shares at Completion of Repurchase / Total Ordinary Shares Before Employee Transfer) Article 8 Rights and Obligations After Transfer After transfer and registration, the repurchased shares shall have the same rights and obligations as existing shares, unless otherwise specified. Article 9 Other Matters Concerning Rights and Obligations Between Company and Employees These rules shall take effect upon board approval and may be revised by board resolution. 15. Conversion or subscription method pursuant to Article 11 of the 'Regulations for Listed and OTC Companies on Repurchasing Own Shares': Not applicable 16. Board declaration confirming consideration of financial status and no impact on capital maintenance: The total number of repurchased shares accounts for only 0.25% of the company's issued shares, and the maximum repurchase amount represents only 0.76% of the company's current assets. The board hereby declares that, after considering the company's financial status, the share repurchase will not affect capital maintenance. (Excerpt from Board Declaration) 17. Auditor or securities underwriter's assessment on the reasonableness of the repurchase price: Kinyi Investment Holding's execution of share repurchase within the set price range primarily results in cash outflow. Although it affects financial structure, book value per share, return on equity, current ratio, and quick ratio, the overall impact on the company's financial condition remains reasonable. (Excerpt from Underwriter's Assessment) 18. Other matters required by the Securities and Futures Bureau: None
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- Source: PR Times
- Category: News