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Notice of correction to the announcement on Feb. 27, 2008 regarding Xindian land purchase on payment, restrictions and other important contractual terms.
1.Name and nature of the subject matter (e.g.land located at Sublot XX, Lot XX, North District, Taichung City): Located at Taipei County, Xindian City at the intersection between Bao-Zhong road and ZhongXing road.
2.Date of the occurrence of the event:2008/12/09
3.Transaction volume (e.g.XX square meters, equivalent to XX p'ing), unit price, total transaction price: The area is approximately 2,525 ping (equivalent to 8,347 square meters) And will be used to build an R&D headquarter in Taipei.
4.Counterparty to the trade and its relationship with the company (if the trading counterpart is a natural person and is not an actual related party of the Company, the name of the trading counterpart is not required to be disclosed):Yulon Motors Ltd. Relationship:None
5.Where the counterpart to the trade is an actual related party, a public announcement shall also include 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 the 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:N/A
7.Anticipated loss or profit from the disposal (not applicable in cases of acquisition of assets) (where originally deferred, the status or recognition shall be stated and explained):N/A
8.Terms of delivery or payment (including payment period and monetary amount):
February 27, 2008 Original Announcement Content: Land area: approximately 2,525 ping. Amount: approximately NTD 3.335 billion.
Method of Delivery: First 35% of the total payment will be paid upon the formal signing of contract. The Second 35% will be paid on the first month in the subsequent fiscal year. The final 30% of the total will be paid on the first month in the second subsequent fiscal year.
Special terms: both parties’ interests/holding of the land shall be mutually placed in trust until the use-permit for the new buildings is obtained.
If one party is solely at fault and such fault results in inability for the parties to commence construction or prevents construction from being finished, then the non-defaulting party may independently complete the entire construction and then purchase the other party’s lot with a purchase price equal to the cost of construction for such lot.
Corrected Announcement Content: Land area: approximately 2,525 ping. Amount: approximately NTD 3.335 billion.
Method of Delivery: After the Agreement is formally signed, Yulon shall immediately register the transfer of the ownership for 80% of the land that is located on Xindian Bao-Chiao Section No. 689, No. 689-1 and No. 689-2. Company shall remit payment to Yulon 80% of total transaction amount upon the completion of the registration of land ownership transfer by Yulon. Yulon shall, register the transfer of the ownership for the remaining 20% of land to Company before December 20, 2009. Company shall remit the remaining 20% of the payment after Yulon completes such registration.
Special Provisions: Both parties shall independently be responsible for the construction of the respective buildings. Both parties shall, in accordance with Agreement’s transfer of ownership and division of land provisions, complete the division and transfer before December 20, 2009
9.The manner of deciding on this transaction (such as tender invitation , price comparison, or price negotiation), the reference basis for the decision on price and the decision-making department: The price of the transaction was determined through negotiation and was approved by the Board,based on the appraisals of land provided by Euro-Asia Real Estate Appraisers Firm and Asia Federal Real Estate Appraisers Firm.
10.Name of the professional appraisal institution and its appraisal amount: Euro-Asia Real Estate Appraisers Firm and Asia Federal Real Estate Appraisers Firm have appraised the property in the amount of NTD 3.40 billion and NTD 3.35 billion base on 2,500 ping, respectively.
11.Reason for any significant discrepancy with the transaction amount, and opinion of the certifying CPA:N/A
12.Is the appraisal report price a limited price or specific price?: N/A
13.Has an appraisal report not yet been obtained?: N/A
14.Reason an appraisal report has not yet been obtained: N/A
15.Broker and broker's fee: N/A
16.Concrete purpose or use of the acquisition or disposition: The land acquisition is for the construction of the Taipei R&D headquarters.
17.Do the directors have any objection to the present transaction?:N/A
18.Any other matters that need to be specified: The price of the transaction was determined based on the appraisals of land provided by Euro-Asia Real Estate Appraisers Firm and Asia Federal Real Estate Appraisers Firm, by using 2500 pings as the valuation basis. The appraisals from both firms are NTD 3.40 billions and NTD 3.35 billions, respectively. Using 2525 pings as valuation basis, the appraisals from both firms are NTD 3.434 billions and NTD 3.3835 billions, respectively; the mean price was used for calculation.
In accordance with the resolution of the Board of Director held on October 31, 2008, Company has fully authorized the Chairperson to negotiate, sign, and execute with Yulon Motors regarding the Xidian land purchase. For the purpose of land transaction, both parties negotiated and updated the payment terms, contract terms and restrictions and other important and agreed upon terms. The remaining items will remain unchanged from the February 27, 2008 Announcement content.