Taishin Financial Holding Announces Merger of Subsidiary Taishin Investment Advisory with Yuanfu Investment Advisory

1. Type of Acquisition (e.g., merger, spin-off, acquisition, or share transfer): Merger

2. Date of Event: 115/6/9

3. Names of Companies Involved in the Acquisition (e.g., the other party in a merger, newly established company in a spin-off, or target company in an acquisition or share transfer): Taishin Securities Investment Advisory Co., Ltd. (Surviving Company, abbreviated as Taishin Investment Advisory) Yuanfu Securities Investment Advisory Co., Ltd. (Dissolving Company, abbreviated as Yuanfu Investment Advisory)

4. Counterparty in the Transaction (e.g., the other party in a merger, the transferee in a spin-off, or the counterparty in an acquisition or share transfer): Yuanfu Investment Advisory

5. Is the Transaction Counterparty a Related Party?: Yes

6. Relationship Between the Counterparty and the Company (e.g., the company holds XX% investment in the investee), and Explanation of Why the Acquisition or Share Transfer Target is a Related Enterprise or Related Party, and Whether It Affects Shareholder Rights: Taishin Investment Advisory is a subsidiary in which Taishin Financial Holding holds 92%. Yuanfu Investment Advisory is a subsidiary fully owned (100%) by Taishin Financial Holding through Taishin Securities. This merger is part of internal group restructuring. The share exchange ratio has been assessed for reasonableness by Lin Chang-Yu, CPA of Hsin-Yu United Certified Public Accountants, an independent expert, and will not adversely affect shareholder rights.

7. Purpose and Terms of the Acquisition, Including Reasons, Consideration Terms, and Payment Timing: (1) This merger aims to expand business scale, integrate research resources, and enhance service quality. (2) The consideration will be paid through the issuance of new shares by Taishin Investment Advisory, with 0.943441 ordinary shares of Taishin exchanged for every 1 ordinary share of Yuanfu. If adjustments to the share exchange ratio are necessary due to the merger agreement, laws and regulations, or operational needs, the chairmen of both companies are authorized to make such adjustments. (3) The merger between Taishin Investment Advisory and Yuanfu Investment Advisory will proceed upon receiving approval from the competent authority. The actual merger effective date will be jointly determined and publicly announced by the chairmen or their designated representatives of both companies.

8. Expected Benefits After the Acquisition: Expansion of business scale, integration of research resources, and improved service quality will help achieve merger synergies as soon as possible.

9. Impact of the Acquisition on Net Asset Value per Share and Earnings per Share: The surviving company’s net asset value will increase post-merger. Operational efficiency will improve through business integration, positively impacting future net asset value per share and earnings per share.

10. Type of Consideration and Source of Funds for the Acquisition: Taishin Investment Advisory plans to issue 28,303,230 new ordinary shares to Taishin Securities, the shareholder of Yuanfu Investment Advisory.

11. Share Exchange Ratio and Its Calculation Basis: The share exchange ratio is calculated based on the book value per share as of December 31, 114, from audited financial statements of both Taishin Investment Advisory and Yuanfu Investment Advisory, resulting in 0.943441 ordinary shares of Taishin exchanged for every 1 ordinary share of Yuanfu.

12. Has an Independent Accountant, Lawyer, or Underwriter Issued a Non-Reasonableness Opinion on the Transaction?: No

13. Name of the Accounting Firm, Law Firm, or Securities Underwriter: Hsin-Yu United Certified Public Accountants

14. Name of the Accountant or Lawyer: Lin Chang-Yu

15. License Number of the Accountant or Lawyer: Financial Supervisory Commission Certificate No. 4562

16. Content of the Independent Expert's Opinion on the Reasonableness of the Share Exchange Ratio and Distribution of Cash or Other Assets to Shareholders: This share exchange merger is essentially an internal group restructuring. The transaction consideration is based on shareholders’ equity, and the asset-based approach is used for valuation. The independent expert used the audited book value per share as of December 31, 114—NT$10.80 for Taishin and NT$10.19 for Yuanfu—to determine that an exchange ratio of approximately 0.943441 Taishin shares for 1 Yuanfu share is appropriate and reasonable.

17. Tentative Completion Schedule: After receiving approval from the Financial Supervisory Commission, the chairmen or their designated representatives of both companies will set the merger effective date.

18. Matters Regarding the Surviving or Newly Established Company Assuming the Rights and Obligations of the Dissolving (or Split) Company: From the merger effective date, all assets, liabilities, and all rights and obligations of Yuanfu Investment Advisory that remain valid as of the merger effective date shall be legally and comprehensively assumed by Taishin Investment Advisory.

19. Basic Information of the Participating Companies: Both Taishin Investment Advisory and Yuanfu Investment Advisory are licensed investment advisory firms engaged in securities investment advisory services.

20. Matters Related to Spin-off (Including the Business and Asset Valuation to be Transferred to an Existing or Newly Established Company; Total Number, Type, and Quantity of Shares Acquired by the Split Company or Its Shareholders; Matters Related to Capital Reduction if the Split Company Reduces Capital): Not applicable

21. Conditions and Restrictions on Future Transfer of Acquired Shares: Not applicable

22. Post-Acquisition Plans (Including: (1) Intent and Plan to Continue Business Operations; (2) Whether Dissolution, Delisting, Major Organizational, Capital, Business Plan, Financial, or Production Changes, Arrangements or Uses of Key Personnel or Assets, or Any Other Material Matters Affecting Shareholder Rights Will Occur): After the merger is completed, Taishin Investment Advisory will be the surviving company, and Yuanfu Investment Advisory will be dissolved due to the merger.

23. Other Important Agreed Terms: (1) Adjustment of Share Exchange Ratio: The boards of directors of both companies authorize their respective chairmen to adjust the share exchange ratio if any of the following events occur before the merger effective date: 1. Capital reduction, cash capital increase, issuance of convertible bonds, free share distribution, issuance of bonds or preferred shares with subscription rights, subscription rights certificates, or other equity-linked securities, or any event causing or potentially causing share dilution. 2. Acquisition or disposal of significant company assets affecting financial or operational status. 3. Major force majeure events, disasters, significant losses, major lawsuits, or other events materially affecting the company’s finances, operations, business, shareholder rights, or securities prices. 4. Adjustments based on changes in the book value of either party between the valuation date and the day before the merger effective date. 5. Any adjustment required by law, regulatory authority directive, or necessary to secure regulatory approval for the merger. (2) This merger and merger agreement shall become effective only upon approval by the shareholders’ meeting of Taishin Investment Advisory, the board of directors of Yuanfu Investment Advisory acting as shareholders’ meeting, and relevant regulatory authorities.

24. Other Significant Matters Related to the Acquisition: None

25. Did Directors Object to This Transaction?: No

26. Information on Directors with Conflicts of Interest in the Acquisition Transaction (Name of Individual Director or Name of Corporate Director and Its Representative, Nature of Material Interest (e.g., Actual or Expected Investment Method in Other Participating Companies, Shareholding Ratio, Transaction Price, Participation in Management, and Other Investment Terms), Reasons for Recusal or Non-Recusal, Recusal Status, and Reasons for Supporting or Opposing the Acquisition Resolution): None

27. Does This Involve a Change in Business Model?: No

28. Explanation of Business Model Change: Not applicable

29. Transaction Status with the Counterparty in the Past Year and Expected in the Next Year: Not applicable

30. Source of Funds: Not applicable

31. Other Explanatory Matters: The effectiveness of this merger is conditional upon approval by the Financial Supervisory Commission.