REG-Shin Kong Financial Holding Co. Ltd.: Transaction in Own Shares <Origin Href="QuoteRef">2888.TW</Origin>

Shin Kong Financial Holding CoAnnouncement

26/05/2015 12:10

Company code: 2888

No: 1

Subject: SKFH announces Board resolution to buy back shares

To which item it meets--article 4 paragraph xx: 35

Date of events: 2015/05/26

Contents:

1.    Date of the board of directors resolution: 2015/05/26

2.    Purpose of the share repurchase: Transfer shares to employees

3.    Type of shares to be repurchased: Common Stock

4.    Ceiling on total monetary amount of the share repurchase:
NT$34,557,596,745

5.    Scheduled period for the repurchase: 2015/05/27~2015/07/26

6.    Number of shares to be repurchased: 200,000,000 shares

7.    Repurchase price range: NT$9.0 to 12.0 per share, if the market price is
lower than NT$9.0 per
       share during the scheduled period, SKFH can continue to purchase its own
shares.

8.    Method for the repurchase: From open stock market

9.    Ratio of the shares to be repurchased to total issued shares of the
Company: 2.0%

10.  Number of the Company's own shares held at the time of reporting: 0 share

11.  Status of repurchases within three years prior to the time of reporting:
None

12.  Status of repurchases that have been reported but not yet completed: None

13.  Minutes of the board of directors meeting that resolved for the share
repurchase: The Board of
      Directors resolves to buy back 200,000,000 shares on the meeting held on
2015/05/26.

14.  The rules for transfer of shares set forth in Article 10 of the Guidelines
for Repurchase of
      Shares by Listed and OTC Companies:

      (1)   Transfer period:

             All the repurchased shares should be transferred to employees in
once or installments
             within three years from the date of buyback.

      (2)   Employee's qualification:

             The employees who have distinctive contribution to the Company and
meet the standard of
             recruiting new professional management, and work for the company
or its subsidiaries on
             the record date are qualified to subscribe.

      (3)   Method to calculate number of shares for employees to subscribe:

             Considering the preceding rules, shares the Company holds on the
record date and the
             ceiling on number of shares individual employee subscribes, the
Board will authorize
             the chairman to determine.

      (4)   Transfer Price:

             The transfer price is the actual average cost of the repurchased
shares. Only when shares
             outstanding increase before the transfer shall the price be
adjusted following the ratio
             of shares increased.

15.  The rules for conversion or subscription of shares set forth in Article 11
of the Guidelines for
       Repurchase of Shares by Listed and OTC Companies: N/A

16.  Declaration that the financial state of the Company has been considered by
the board of directors
       and that its capital maintenance will not be affected:

      (1)   The repurchase of the Company's own 200,000,000 shares from the
open market within 2 months
             from the reporting day, was passed by over one half of the
attended board of directors at
             the Company's 13th meeting of board of directors of the 5th term
on 2015/05/26 with over
             two thirds of board of directors' attendance.

      (2)   The stated amount of common shares to be repurchased accounts for
only 2.03% of the
             Company's total shares outstanding, and the maximum monetary
amount for the share buyback
             is only 16.26% of the Company's current assets. Hereby, the Board
of Directors states that
             the Company's financial status has been considered and that the
share buyback will not have
             impacts on maintaining the Company's capital.

      (3)   This Declaration has been passed by the above-mentioned meeting of
board of directors and
             approved by all directors present at the meeting.

17.  Appraisal by a CPA or securities underwriter of the reasonableness of the
share repurchase price:
       The resolution to repurchase SKFH's own shares at the price range, has
no significant impact on
       SKFH's financial structure, book value per share, earnings per share and
return on stockholders'
       equity.

18.  Other particular specified by the Securities and Futures Bureau: None



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