HTC Investors

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Announcement for reorganization of Company’s overseas subsidiaries investment structure
1.Name and nature of the subject matter (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g.dividend yield):
(1) H.T.C. (B.V.I.) Corp. transferred its shareholding of HTC Europe Co., Ltd.and HTC Brasil to HTC Netherlands B.V.
(2) H.T.C. (B.V.I.) Corp. transferred its shareholding of HTC Netherlands B.V. to HTC Holding Cooperatief U.A.

2.Date of occurrence of the event:2010/03/31

3.Volume, unit price, and total monetary amount of the transaction:
(1)HTC Europe Co., Ltd.: volume5,000,000 shares、unit price:USD$3.23、total monetary amount: USD$16,169,452
HTC Brasil: volume: 1,987,399 shares、unit price: USD$0.51、total monetary amount: USD$1,004,717
(2)HTC Netherlands B.V.: total monetary amount: USD$26,007,456

4.Counterpart to the trade and its relationship to the Company (if the trading counterpart is a natural person and furthermore is not an actual related party of the Company, the name of the trading counterpart is not required to be disclosed): The subsidiaries are 100% owned by HTC Corp.

5.Where the counterpart to the trade is an actual related party, a public announcement shall also be made of the reason for choosing the related party as trading counterpart and the identity of the previous owner (including its relationship with the company and the trading counterpart), price of transfer, and date of acquisition:
(1)The reason for choosing the related party as trading counterpart: The reorganization of company’s overseas  subsidiaries’ investment structure
(2)The identity of the previous owner, price of transfer, and date of acquisition:N/A

6.Where a person who owned the property within the past five years has been an actual related person of the company, a public announcement shall also include the dates and prices of acquisition and disposal by the related person and the person’s relationship to the company at those times:
(1)N/A
(2)The reason for choosing the related party as trading counterpart:The reorganization of company’s overseas  subsidiaries’ investment structure

7.Matters related to the creditor's rights currently being disposed of (including types of collateral of the disposed creditor's rights; if the creditor's rights are creditor's rights toward a related person, the name of the related person and the book amount of the creditor's rights toward such related person currently being disposed of must also be announced):N/A

8.Anticipated profit or loss from the disposal (not applicable in cases of acquisition of securities) (where originally deferred, the status or recognition shall be stated and explained):
(1)For the disposal of HTC Europe Co., Ltd.and HTC Brasil by H.T.C. (B.V.I.) Corp., the difference between transaction amount and book value will be recognized as capital surplus.
(2)N/A

9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations:
1.(1) H.T.C. (B.V.I.) Corp. Contributed the shares in HTC Europe Co., Ltd. and HTC Brasil to the capital of HTC Netherlands B.V. as share premium without issuance of new shares by HTC Netherlands B.V. on March 31, 2010 for reorganization of HTC Corp’s overseas subsidiaries’ investment structure.
(2) H.T.C. (B.V.I.) Corp. transferred its shareholding of HTC Netherlands B.V. to HTC Holding Cooperatief U.A. for acquiring note receivable of HTC Holding Cooperatief U.A. on March 31, 2010 for reorganization of HTC Corp’s overseas subsidiaries’investment structure.
2.Restrictive covenants in the contract, and other important stipulations:None

10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making department:
(1)On April 30, 2009 the Board of Director has resolved that the chairperson has been authorized with the power to make decisions concerning the details of reorganization of Company’s overseas subsidiaries’ investment structure and the implementation of required action items and report back to the Board for ratification.
2.(1)HTC Europe Co., Ltd.: according to the self-assessed net book value and CPA opinion regarding the reasonableness of the transaction price.
HTC Brasil: according to original investment cost and CPA opinion regarding the reasonableness of the transaction price.
(2)HTC Netherlands B.V.: according to the self-assessed net book value and CPA opinion regarding the reasonableness of the transaction price.

11.Current cumulative volume, amount, and shareholding percentage of holdings of the security being traded (including the current trade) and status of any restriction of rights (e.g.pledges):
(1)The cumulative amount and shareholding of HTC Europe Co., Ltd. (including the current trade) owned by H.T.C.(B.V.I.) Corp. is 0. There is no restriction of rights. The cumulative amount and shareholding of HTC Brasil (including the current trade) owned by H.T.C.(B.V.I.) Corp. is 0. There is no restriction of rights.
(2)The cumulative shareholding of HTC Netherlands B.V. (including the current trade) owned by H.T.C.(B.V.I.) Corp. is 0. There is no restriction of rights. The cumulative shareholding of HTC Netherlands B.V. (including the current trade) owned by HTC Holding Cooperatief U.A. is USD$26,007,456. The shareholding percentage is 100%. There is no restriction of rights.

12.Current ratio of long or short term securities investment (including the current trade) to the total assets and shareholder's equity as shown in the most recent financial statement and the operating capital as shown in the most recent financial statement:
(1)Ratio of the total amount of long or short term securities investment (including the current trade) to the total assets on the financial statement for the most recent period:H.T.C. (B.V.I.) Corp.:61.25%
(2)Ratio of the total amount of long or short term securities investment (including the current trade) to the shareholder's equity on the financial statement for the most recent period:H.T.C. (B.V.I.) Corp.:61.26%
(3)Operating capital as shown in the most recent financial statement:H.T.C. (B.V.I.) Corp.:USD$3,277,157

13.Broker and broker's fee:N/A

14.Concrete purpose or use of the acquisition or disposition:The reorganization of company’s overseas  subsidiaries’ investment structure

15.Net worth per share of company underlying securities acquired or disposed of:N/A

16.Do the directors have any objection to the present transaction?:N/A

17.Has the CPA issued an opinion on the unreasonableness of the price of the current transaction?:N/A

18.Any other matters that need to be specified:N/A