Hotai Motor : HOTAIMOTOR announces on behalf of subsidiary Hotai Insurance for its board of directors made resolution to issue the private placement of common shares.

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Provided by: HOTAI MOTOR CO.,LTD.
SEQ_NO	3	Date of announcement	2022/08/17	Time of announcement	20:36:55
Subject	HOTAIMOTOR announces on behalf of subsidiary Hotai Insurance for its board of directors made resolution to issue the private placement of common shares.
Date of events	2022/08/17	To which item it meets	paragraph 11
Statement	1.Date of the board of directors resolution:2022/08/17 2.Types of securities privately placed:common shares 3.Counterparties for private placement and their relationship with the Company: The counterparties for this private placement shall meet the qualifications for specific persons listed in Article 43-6 of Securities and Exchange Act and relevant interpretations. 4.Number of shares or bonds privately placed: Not exceeding 1.3 billion common shares 5.Amount limit of the private placement: Not exceeding 1.3 billion common shares($10 par value per share) in three installments within one year. 6.Pricing basis of private placement and its reasonableness: According to Directions for Public Companies Conducting Private Placements of Securities, the reference price is the net worth per share shown on the financial report audited and certified or reviewed by a CPA for the period closest to the price determination date and shall not be lower than 80% of the reference price. Considering all the rights within the terms and conditions of the issuance, it is proposed that the board of directors to be authorized by the members in the special shareholders' meeting with full power to determine the price in accordance with the market conditions, a result of the evaluation of the operation and environmental changes. 7.Use of the funds raised in this private placement: Due to enriching operating funds、strengthening capital adequacy ratio, and enhancing financial structure. 8.Reason for conducting non-public offering: To ensure a timely fund and the securities issued in the Proposed Private Placement are subject to share transfer restriction for a period of three (3) years, so that a long term partnership between the Company and selected investors can be secured. 9.Objections or qualified opinions from independent directors:No 10.Actual price determination date: The board of directors will determine after the special shareholders meeting in 2022. 11.Reference price: After the Company's Articles of Incorporation amendment approved, it will be NTD 8.704($10 par value per share) 12.Actual private placement price, and conversion or subscription price: The board of directors will determine after the special shareholders meeting in 2022. 13.Rights and obligations of these new shares privately placed: Except for the limitation on the disposition of privately placed shares according to applicable law, all other rights and obligations shall be the same as those applicable to outstanding common shares already issued by Hotai Insurance Co., Ltd.. 14.Record date for any additional share exchange, stock swap, or subscription:NA 15.Possible dilution of equity in case of any additional share exchange, stock swap, or subscription:NA 16.For additional share exchange or subscription, possible influence of change in shareholding ratio of TWSE-listed common shares if all privately placed corporate bonds are converted and shares subscribed for (no.of TWSE - listed common shares (A), (A) / common shares issued):NA 17.Please explain any countermeasures for lower circulation in shareholding if the aforesaid estimated no.of TWSE -listed common shares does not reach 60million and the ratio does not reach 25%:NA 18.Any other matters that need to be specified:NA