Regulations Governing Information to be Published in Annual Reports of Public Companies Article 17

The section on implementation of the company's capital allocation plans shall include the following:1. a description of the plans: For the period as of the quarter preceding the date of publication of the annual report, with respect to each uncompleted public issue or private placement of securities, and to such issues and placements that were completed in the most recent 3 years but have not yet fully yielded the planned benefits, the annual report shall provide a detailed description of the plan for each such public issue and private placement. Such descriptions shall include any and all changes to the plan, the source of funds and the manner of their utilization, the reason(s) for any changes to the plan, the benefits yielded by the funds before and after any change to the plan, the date on which the change to the plan was reported at a shareholders' meeting, and the date on which such information was uploaded to the information disclosure website specified by the FSC.2. status of implementation: With respect to funds usage under the plans referred to in the preceding subparagraph, the annual report shall (for the period as of the quarter preceding the date of publication of the annual report) analyze the status of implementation and compare actual benefits with expected benefits. Where implementation has failed to yield the expected progress or benefits, the annual report shall provide specific reasons for such failure, explain any effect it might have upon shareholders' equity, and outline the plan for correcting the situation. Where any of the following items apply to the funds usage plan descriptions referred to in the preceding subparagraph, the annual report shall further disclose the following information:A. If the funds are used to merge, acquire, or purchase another company through share acquisition, to expand fixed assets, or to acquire new property, plant and equipment, the annual report shall compare and explain property, plant and equipment, operating revenues, operating costs, and operating income.B. If the funds are invested in another company, the annual report shall describe the condition of the invested company and explain the effect of the investment upon gain or loss from investments.C. If the funds are used to strengthen the company's working capital or pay off debts, the annual report shall: (1) note any increase or decrease in the company's current assets, current liabilities, and total liabilities; (2) compare and explain the company's interest expenses, operating revenues, and earnings per share; and (3) analyze the company's financial structure.
中文原文 公開發行公司年報應行記載事項準則第17條
資金運用計畫執行情形應記載下列事項:
一、計畫內容:截至年報刊印日之前一季止,前各次發行或私募有價證券尚未完成或最近三年內已完成且計畫效益尚未顯現者,應詳細說明前開各次發行或私募有價證券計畫內容,包括歷次變更計畫內容、資金之來源與運用、變更原因、變更前後效益及變更計畫提報股東會之日期,並應刊載輸入本會指定資訊申報網站之日期。
二、執行情形:就前款之各次計畫之用途,逐項分析截至年報刊印日之前一季止,其執行情形及與原預計效益之比較,如執行進度或效益未達預計目標者,應具體說明其原因、對股東權益之影響及改進計畫。
前款之各次計畫內容如屬下列各目者,另應揭露下列事項:
(一)如為併購或受讓其他公司、擴建或新建不動產、廠房及設備者,應就不動產、廠房及設備、營業收入、營業成本及營業利益等項目予以比較說明。
(二)如為轉投資其他公司,應就該轉投資事業之營運情形、對公司投資損益之影響加以說明。
(三)如為充實營運資金、償還債務者,應就流動資產、流動負債及負債總額之增減情形、利息支出、營業收入等項目及每股盈餘予以比較說明,並分析財務結構。

English translation for reference only; the Chinese text prevails. Not legal advice.