placement basis and the convertible debentures is reasonable, details of which are shown in the the Information Memorandum regarding the Offering and Allocation of the Newly Issued Ordinary Shares and the
tender offer, and to propose the transaction to the shareholders’ meeting for further consideration and approval. The Board of Directors viewed that the entering into this transaction is reasonable and
of fair value of the financial advisor is appropriate and reasonable, therefore, the base price should be fixed as a minimum price for asset divestment of the Company by using reference from of the
viewed that the entering into this transaction is reasonable and highly beneficial to the Company and its shareholders because the offer price of the conditional tender offer is considered fair. In
to the capital increase and waiver of right to subscribe the newly issued shares, as well as having the power to carry out any other actions which are necessary and reasonable in relation to the
appropriateness. Chapter 3 Powers of the SEC Office ________________________ Clause 10 In the case where a certain fact appears to the SEC Office leading to any of the following reasonable suspicions, the SEC
held on 25 April 2018, considered that the transaction - 18 - is reasonable and beneficial to the Company and the shareholders and it will be the significant opportunity to the renewable business. 11
, during which the Audit Committee members also had a presence, has considered and opined that the transaction is reasonable and beneficial to the Company and shareholders in the long run. 12. Opinion of the
considered and opined that the transaction is reasonable and beneficial to the Company and shareholders in the long run. 12. Opinion of the Audit Committee and/or directors of the Company that differs from