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06/16/2026
YFH on behalf of subsidiary Yuanta Venture Capital announces the Board of Director’s resolution on the short-form merger with Yuanta I Venture Capital
  1. Type of merger and acquisition (e.g., merger, spin-off, acquisition, orshare transfer):
    Short-form merger.
  2. Date of occurrence of the event: 2026/06/16
  3. Names of companies participating in the merger and acquisition (e.g., nameof the other company participating in the merger or consolidation, newlyestablished company in a spin-off, acquired company, or company whose sharesare taken assignment of):
    Yuanta Venture Capital Co., Ltd.
    (Surviving Company, ”Yuanta Venture Capital”)
    Yuanta I Venture Capital Co., Ltd.
    (Dissolved Company, ”Yuanta I Venture Capital”)
  4. Counterparty (e.g., name of the other company participating in the mergeror consolidation, company taking assignment of the spin-off, or counterpartyto the acquisition or assignment of shares):
    Yuanta I Venture Capital
  5. Whether the counterparty of the current transaction is a related party:
    Yes
  6. Relationship between the counterparty and the Company (investee company inwhich the Company has re-invested and has shareholding of XX%), andexplanation of the reasons for the decision to acquire, or take assignmentof the shares of, an affiliated enterprise or related person, and whether itwill affect shareholders' equity:
    The merger procedure should follow Financial Holding Company Act,
    Article 32 (Procedures for Short-form Merger).
    The merger of Yuanta I Venture Capital, which is a wholly-owned
    subsidiary of Yuanta Venture Capital, would not have any impact on
    the shareholders’ equity of Yuanta Venture Capital.
  7. Purpose and conditions of the merger and acquisition,including  the reason, consideration conditions andpayment schedule of the merger and acquisition:
    For the purpose of consolidating resources, scaling up operations,
    boosting operational efficiency, and reducing management costs.
  8. Anticipated benefits of the merger and acquisition:
    The surviving company improves operational efficiency through
    business consolidation.
  9. Effect of the merger and acquisition on net worth per share and earningsper share:
    As Yuanta I Venture Capital is a wholly-owned subsidiary of
    Yuanta Venture Capital, the merger would not have any impact on
    the net worth per share and earnings per share.
  10. Type of merger consideration and source of funds: NA
  11. Share exchange ratio and basis of its calculation: NA
  12. Whether the CPA, lawyer or securities underwriter issued an unreasonableopinion regarding the transaction: NA
  13. Name of the CPA, law or securities firm: NA
  14. Name of the CPA or lawyer: NA
  15. Practice certificate number of the CPA: NA
  16. Independent expert's report on the reasonableness of the share exchangeratio and the cash or other assets paid to the shareholders (1.The method,principles, or calculations adopted for determination of the public tenderoffer price, and comparison with the market-value method, cost method, anddiscounted cash flow method commonly used internationally; 2.comparison ofthe financial condition, profit status, and price-to-earnings ratio of thesubject company with those of TWSE or GTSM listed companies in the sameindustry; 3.if a price appraisal report of an appraisal organization istaken into account in the public tender offer price, the opinion shallspecify the content and conclusion of the appraisal report; and 4.if assetsor shares of the subject company, or of the surviving company in the case ofa merger, are listed as collateral in the tender offeror's financingrepayment plan, the opinion shall disclose the collateralization terms, andassessment of the impact on the financial and operational soundness, of thesubject company or of the surviving company of the merger.): NA
  17. Scheduled timetable for consummation:
    The projected merger date is set for September 30, 2026.
    The Chairman is fully authorized to handle any subsequent modifications
    or other related matters.
  18. Matters related to assumption by the existing company or new company ofrights and obligations of the extinguished (or spun-off) company:
    From the Effective Date of the merger, all assets, liabilities,
    and all valid rights and obligations of Yuanta I Venture Capital up to
    the Effective Date are comprehensively assumed by Yuanta Venture Capital.
  19. Basic information of companies participating in the merger:
    Business scope of Yuanta Venture Capital: Venture capital.
    Business scope of Yuanta I Venture Capital: Venture capital.
  20. Matters related to the spin-off (including estimated value of thebusiness and assets planned to be assigned to the existing company or newcompany; the total number and the types and volumes of the shares to beacquired by the split company or its shareholders; matters related to thereduction, if any, in capital of the split company) (note: not applicable
    other than where there is announcement of a spin-off):NA
  21. Conditions and restrictions on future transfers of shares resulting fromthe merger and acquisition: NA
  22. Post-merger and acquisition plan:
    (1) Willingness to continue operating the business of the company,
    and the contents of plans to that effect
    (2) Dissolution; delisting from an exchange (or OTC market);
    material changes in organization, capital, business plan,
    financial operations and production; accommodation or
    utilization of staff and assets critical to the Company;
    or any other matter of material significance that would
    affect the company's shareholder equity:
    Upon the completion of the merger, Yuanta Venture Capital will be
    the surviving company, and Yuanta I Venture Capital will be
    dissolved as it is extinguished by the merger.
  23. Other important stipulations: None
  24. Other important matters concerning the merger and acquisition: None
  25. Whether the directors have any objection to thepresent transaction: No
  26. Information regarding directors with personal interest (name of naturalperson director or name of legal person director and its representative,material interest of the director or the legal person represented by thedirector (including but not limited to form of actual or expected investmentin another company in the merger, shareholding, transaction price,participation in the subject company's business or otherwise, and otherterms of investment), reason for recusal or otherwise, details of recusal,and reason for a resolution for or against the merger proposal):
    (1)Pursuant to the proviso of Article 23 of the Regulations Governing
    the Acquisition and Disposal of Assets by Public Companies and
    FSC SFB Ruling Letter No. 0930130304, this merger between
    Yuanta Venture Capital and its wholly-owned subsidiary
    Yuanta I Venture Capital constitutes an intra-group restructuring
    and is exempt from an independent expert's fairness opinion.
    (2)Material interests of directors or their principals:
    All directors concurrently serve as Yuanta I Venture Capital’s board.
    (3)Recusal and reasons: Despite technical conflicts from
    concurrent directorships, this merger is an organizational restructuring.
    Under Article 18, Paragraph 6 of the Business Mergers
    and Acquisitions Act, Yuanta Venture Capital holds
    Yuanta I Venture Capital’s shares and appoints its directors;
    thus, Yuanta Venture Capital may legally discuss and vote
    on the merger without recusal.
  27. Whether the transaction involved in change of business model: No
  28. Details on change of business model: NA
  29. Details on transactions with the counterparty for the past year and theexpected coming year: NA
  30. Source of funds: NA
  31. Any other matters that need to be specified: None