Announcement of OUCC's BOD Resolution Regarding Indirect Investment in China
1.Date of occurrence of the event: 2023/03/07
2.Method of the current increase (decrease) in investment:
The increased capital investment USD23,480 thousand to the Company's
subsidiary Pacific Petrochemical (Holding) Ltd. is aimed at the reinvestment
USD33,480 thousand to subsidiary Far Eastern Union Petrochemical (Yangzhou)
Ltd.
3.Amount, unit price, and total monetary amount of the transaction:
(a) Amount, unit price: N/A
(b) Total monetary amount of the transaction: USD33,480 thousand
4.Company name of the mainland Chinese investee: Far Eastern Union
Petrochemical (Yangzhou) Ltd.
5.Paid-in capital of aforementioned mainland Chinese investee:
USD297,500 thousand
6.Amount of capital increase currently planned for the aforementioned
mainland Chinese investee: USD60,000 thousand
7.Main businesses of the aforementioned mainland Chinese investee:
Production and sale of ethylene glycol(MEG, DEG, TEG), ethylene oxide,
oxygen & nitrogen gases, oxygen & nitrogen & argon liguid gases,
ethanolamine and fatty alcohol polyoxyethylene ether businesses, and
ethylene logistics operation
8.Type of CPA opinion in the latest annual financial statements of the
aforementioned mainland Chinese investee: No qualified opinion
9.Total equity of the aforementioned mainland Chinese investee in the latest
annual financial statements: RMB1,182,083 thousand
10.Amount of profit/loss of the aforementioned mainland Chinese investee in
the latest annual financial statements: -RMB422,874 thousand after tax
11.Amount of actual investment in the aforementioned mainland Chinese
investee, up to the present moment: USD188,750 thousand
12.Trading counterparty and its relationship with the Company:
Far Eastern Union Petrochemical (Yangzhou) Ltd., the trading counterparty,
is a subsidiary of the Company, which owns 55.8% of its shareholding
13.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:
(a) Reason for choosing the related party as trading counterparty:
Capital investment for the acquisition of the common shares
(b) The previous owner, its relationship with the Company and the trading
counterparty, and the previous date and monetary amount of transfer: Nil
14.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: Nil
15.Profit (or loss) upon disposal: N/A
16.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:
(a) Terms of delivery or payment (including payment period and monetary
amount): Capital in cash
(b) Restrictive covenants in the contract, and other important terms and
conditions: Nil
17.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
(a) The manner in which the current transaction was decided, and the
reference basis for the decision on price: Capital investment for the
acquisition of the common shares
(b) The decision-making unit: Board of Directors
18.Broker: Nil
19.Concrete purpose of the acquisition or disposal: To meet the demands of
Far Eastern Union Petrochemical (Yangzhou) Ltd. for its future capacity
expansion, and its expenditures for eco-friendly and carbon reduction
projects with sufficient operative capital so to improve its financial
structure
20.Any dissenting opinions of directors to the present transaction: Nil
21.Whether the counterparty of the current transaction is a related party: Yes
22.Date of the board of directors resolution: 2023/03/07
23.Date of ratification by supervisors or approval by
the Audit Committee: 2023/03/06
24.Total amount of investment in mainland China (including the current
investment) approved by the Investment Commission, up to the present moment:
USD315,116 thousand
25.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to the paid-in capital on the latest financial statements:109.26%
26.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to the total assets on the latest financial statements:42.22%
27.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to equity attributable to owners of the parent on the latest
financial statements:80.7%
28.Total amount of actual investment in mainland China, up to the present
moment: USD281,636 thousand
29.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to the paid-in capital on the latest financial
statements: 97.65%
30.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to the total assets on the latest
financial statements: 37.74%
31.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to equity attributable to owners of the parent on the
latest financial statements: 72.13%
32.Amount of recognized profit (loss) on investment in mainland China for
the last three years:
(a) 2020: -NTD1,210,461 thousand
(b) 2021: -NTD152,595 thousand
(c) 2022: -NTD1,620,657 thousand
33.Amount of profit remitted back to Taiwan for the last
three years:
(a) 2020: 0
(b) 2021: 0
(c) 2022: 0
34.Whether the CPA issued an unreasonable opinion regarding the current
transaction: No
35.Name of the CPA firm: Reanda M Y Wu & Co., CPAs
36.Name of the CPA: M Y Wu
37.Practice certificate number of the CPA: 1000036796
38.Any other matters that need to be specified: Nil