Rainbow Castle Announces Board Resolution to Repurchase Treasury Shares

1. Board resolution date: 115/06/30 2. Purpose of share repurchase: Transfer shares to employees 3. Type of shares to be repurchased: Ordinary shares 4. Maximum total repurchase amount (NT$): 3,150,046,555 5. Scheduled repurchase period: 115/06/30 ~ 115/08/29 6. Scheduled number of shares to be repurchased: 1,500,000 7. Repurchase price range (NT$): 34.20 ~ 77.90; if the company's stock price falls below the lower limit, repurchases will continue 8. Repurchase method: Repurchase from the centralized trading market 9. Percentage of scheduled repurchased shares to total issued shares: 1.36% 10. Cumulative number of company shares held at time of filing: 786,000 shares 11. Company's share repurchase history within the past five years: Actual repurchase period: 114/06/18 ~ 114/07/11 Scheduled number of shares: 1,500,000 Actual number of shares repurchased: 786,000 Execution rate (actual repurchased shares / scheduled shares): 52.00% 12. Previously announced but incomplete repurchase status: The company's second repurchase plan targeted 1,500,000 shares, with 786,000 shares actually repurchased, achieving a 52.4% execution rate. To protect overall shareholder interests, the company adopts a phased repurchase strategy based on stock price fluctuations. 13. Board meeting minutes resolving share repurchase: Resolved at the board meeting on June 30, 115. 14. Transfer method under Article 10 of the 'Regulations for Listed and OTC Companies to Repurchase Their Own Shares': Rainbow Castle Technology Co., Ltd. Third Share Repurchase Employee Transfer Plan Effective: June 30, 115 (Purpose) Article 1: To motivate employees and enhance their loyalty, the company establishes this Employee Share Transfer Plan in accordance with Article 28-2, Paragraph 1, Item 1 of the Securities and Exchange Act and the 'Regulations for Listed and OTC Companies to Repurchase Their Own Shares' issued by the Financial Supervisory Commission. Except as otherwise stipulated by relevant laws and regulations, the transfer of repurchased shares to employees shall be conducted in accordance with this Plan. (Type, rights, and restrictions of transferred shares) Article 2: The shares transferred to employees in this instance are ordinary shares. Except as otherwise provided by applicable laws or this Plan, their rights and obligations are identical to those of other outstanding ordinary shares. (Transfer period) Article 3: The repurchased shares may be transferred to employees, either in one or multiple tranches, within five years from the date of repurchase, in accordance with the provisions of this Plan. (Eligibility of transferees) Article 4: Full-time employees of the company (and full-time employees of domestic or foreign controlled or affiliated companies in which the company directly or indirectly holds more than 50% of voting rights) who have been employed for at least one year prior to the share subscription benchmark date, or who have made special contributions approved by the board of directors, shall be eligible to subscribe under the subscription quotas specified in Article 5. (Number of shares employees may subscribe) Article 5: The number of shares each employee may receive shall be determined based on the total number of repurchased shares held by the company at the subscription benchmark date, as well as the employee’s job level, years of service, and special contributions. The final allocation must be approved by the board of directors and may not be delegated to the chairman. For employees who are managers, approval by the Compensation Committee is required prior to board submission. For non-managerial employees, approval by the Audit Committee is required prior to board submission. (Transfer procedures) Article 6: The procedures for transferring repurchased shares to employees are as follows: (1) Repurchase company shares within the execution period after board resolution, announcement, and filing. (2) The board shall determine and announce operational details including the employee share subscription benchmark date, subscription quotas, payment period, rights, and restrictions. (3) Aggregate the total number of subscribed and paid shares and complete share transfer and registration. (Agreed transfer price per share) Article 7: The transfer price for repurchased shares to employees shall be the average actual repurchase price plus funding costs (based on the one-year postal savings interest rate). If the total number of issued ordinary shares increases or decreases prior to transfer, the transfer price may be adjusted proportionally using the following formula: Adjusted Transfer Price = Average Actual Repurchase Price per Share × (Total Issued Ordinary Shares at Filing ÷ Total Issued Ordinary Shares Prior to Employee Transfer) (Rights and obligations after transfer) Article 8: After the repurchased shares are transferred to employees and registration is completed, their rights and obligations shall be the same as existing shares, unless otherwise specified. (Other rights and obligations between the company and employees) Article 9: The transferred shares may not be resold within six months after registration. Article 10: This Plan shall take effect upon board approval and may be revised upon subsequent board resolutions. 15. Conversion or subscription method under Article 11 of the 'Regulations for Listed and OTC Companies to Repurchase Their Own Shares': Not applicable. 16. Board statement confirming consideration of financial status and no impact on capital maintenance: Rainbow Castle Technology Co., Ltd. Board Statement 1. On June 30, 115, the 14th meeting of the 9th Board of Directors, with over two-thirds of directors present and more than half of those present approving, resolved to repurchase 1.5 million shares of the company's stock from the centralized market (securities dealers' offices) within two months from the filing date. 2. The total number of shares to be repurchased represents only 1.36% of the company's issued shares, and the maximum amount required accounts for only 1.47% of the company's current assets. The board hereby declares that, having considered the company's financial condition, this share repurchase will not affect the maintenance of the company's capital. 3. This statement has been approved by the aforementioned board meeting, with six attending directors agreeing to its content. This is hereby jointly declared. Rainbow Castle Technology Co., Ltd. Chairman: Hsin Hua-Hsi 17. Evaluation of repurchase price reasonableness by accountant or securities underwriter: Taishin Securities has evaluated the reasonableness of the repurchase price. 18. Other matters required by the securities regulatory authority: None.