Category: Major Issues

Event Date: 17/05/2018

1. Date: 17/05/2018

2. Time: 16.40

3. Venue: Information display center, 1F in Taiwan stock exchange (No. 7, Section 5, Xinyi Road, Xinyi District, Taipei City, 110)

4. Main Message:　The company was invited to participate in the “Institutional Investor Conferences of Foreign Companies Listed in the second quarter of 2018” held by Taiwan stock exchange.

5. Any other matters that need to be specified: None

For complete financial information, please refer to the list of conference in Market Observation Post System or under the conference project.

2. Name of Company: TOPBI International Holdings Limited

3. Relationship to the Company (please enter “head office” or

“subsidiaries”): head office

4. Reciprocal shareholding ratios: No Applicable

5. Cause of occurrence: Proposed the Board of Directors approved the consolidated financial statements for the Q1 of year 2018.

Reporting the Company’s preliminary profit for the first quarter of year 2018:

(Unit: NT$)

Q1 2018           Q1 2017r

————          ————-

Item                  Amount           Amount

—————-            ————          ————-

Sales Revenue           1,238,114            1,085,153

Gross Operating Profit     479,233           424,431

Net Operating Income     238,408          203,861

Net Profit               215,313          154,936

Earnings Per Share (NT$)     2.76             2.01

6. Solution: None

7. Any other matters that need to be specified: The earnings per share for the first quarter of year 2017 is affected by transferred from retained earnings to capital.

Only 77,166 thousand shares after retroactive adjustment.

2. Type and monetary amount of dividend distribution: None

3. Any other matters that need to be specified: None

2. Type and monetary amount of dividend distribution: None

3. Any other matters that need to be specified: None

2. Type and monetary amount of dividend distribution: None

3. Any other matters that need to be specified: None

2. Date for annual shareholders meeting: 107/06/21

3. Location for annual shareholders meeting: B2 Meeting Room, No. 97, Section 2, Dunhua South Road, Da’an District, Taipei City, 106.

4. Reason for convening the meeting #1 on reporting items:

1. Company’s 2017 annual business overview

2. Audit Committee’s Review Report.

3. 2017 employees’ compensation and remuneration to the Board of Directors.

4. Amendment of the “Regulations Governing Procedure for Board of Director’s meetings.

5. Reason for convening the meeting #2 on matters for ratification:

1. Adoption of the 2017 Business Report and Financial Statements

2. Adoption of the Proposal for Distribution of 2017 Profits

6. Reason for convening the meeting #3 on matters for discussion:

1. Proposal for purchase of Directors and Officers Liability Insurance.

2. Proposal for issue new shares through capitalization of 2017 earnings. (New Added)

3. Proposal for amendment the Articles of Association. (New Added)

7. Reason for convening the meeting #4 on elections: None

8. Reason for convening the meeting #5 on other proposals: None

9. Reason for convening the meeting #6 on extemporal motions: None

10. Book closure starting date: 107/04/23

11. Book closure ending date: 107/06/21

12. Other specifications:

(1) Date of acceptance of shareholder proposals date: 107/4/17 – 107/4/26

(2) Venue of acceptance of shareholder proposal venue: TOPBI International Holdings Limited

2F., No.97, Xinhu 1st Rd., Neihu Dist., Taipei City 11494, Taiwan (R.O.C.)

(3) Acceptance of shareholder proposal qualification:

2. Source of capital increase funds: Earnings in year 2016

3.Number of shares issued: 3,935,480

4. Par value per share: NT$ 10

5. Total amount of the issue: 39,354,800元

6. Issue price: Not applicable

7. Number of shares subscribed by or allotted to employees: Not applicable

8. Number of shares sold publicly: Not applicable

9. Ratio of shares subscribed by or allotted as stock dividends to existing shareholder: Each shareholder will be entitled to receive a stock dividend of 50 shares per 1000 shares.

10. Method of handling distorted shares and unsubscribed shares overdue: For the distorted shares which cannot be pooled, the distribution will be made in the form of cash.

Such distorted shares will be purchased by the Employee Shareholding Trust Fund of the company.

The total amount of the distorted shares shall be used as the expenses for processing the books of accounts.

11. Rights and obligations of the newly issued shares: Same as existing shares.

12. Utilization of the funds from the capital increase: To expand working capital and strengthen financial structure.

13. Any other matters that need to be specified: None

2. Content of shareholder allotment：

(1) Appropriations of earnings in cash dividends to shareholders (NT$ per share): 4.83000000

(2) Cash distributed from legal reserve and capital surplus to shareholders (NT$ per share): 0

(3) Total amount of cash distributed to shareholders (NT$): 380,167,368

(4) Appropriations of earnings in stock dividends to shareholders (NT$ per share): 0.50000000

(5) Stock distributed from legal reserve and capital surplus to shareholders (NT$ per share): 0

(6) Total amount of stock distributed to shareholders (shares): 3,935,480

3. Any other matters that need to be specified: None

Common stock per share denomination field: NT$10.0000.

2. Name of Company: TOPBI International Holdings Limited

3. Relationship to the Company (please enter “head office” or

“subsidiaries”): head office

4. Reciprocal shareholding ratios: No Applicable

5. Cause of occurrence: Proposed the Board of Directors approved the consolidated financial statements for year 2017.

Reporting the Company’s preliminary profit for year 2017:

(Unit: NT$)

2017          2016

————       ————-

Item                Amount        Amount

—————-            ————       ————-

Sales Revenue           5,916,268       5,695,817

Gross Operating Profit     2,302,475       2,207,383

Net Operating Income     1,165,985       1,032,339

Net Profit                912,917        735,250

Earnings Per Share (NT$)     11.81          9.58

6. Solution: None

7. Any other matters that need to be specified:

: Earnings per share for year 2017 are transferred from retained earnings to capital is 77,304 thousand shares.

The earnings per share for year 2016 is affected by transferred from retained earnings to capital and only 76,765 thousand shares after retroactive adjustment.

2. Date for annual shareholders meeting: 107/06/21

3. Location for annual shareholders meeting: B2 Meeting Room, No. 97, Section 2, Dunhua South Road, Da’an District, Taipei City, 106.

4. Reason for convening the meeting #1 on reporting items:

1. Company’s 2017 annual business overview

2. Audit Committee’s Review Report.

3. 2017 employees’ compensation and remuneration to the Board of Directors.

4. Amendment of the “Regulations Governing Procedure for Board of Director’s meetings.

5. Reason for convening the meeting #2 on matters for ratification:

1. Adoption of the 2017 Business Report and Financial Statements

2. Adoption of the Proposal for Distribution of 2017 Profits

6. Reason for convening the meeting #3 on matters for discussion:

1. Proposal for purchase of Directors and Officers Liability Insurance

7. Reason for convening the meeting #4 on elections: None

8. Reason for convening the meeting #5 on other proposals: None

9. Reason for convening the meeting #6 on extemporal motions: None

10. Book closure starting date: 107/04/23

11. Book closure ending date: 107/06/21

12. Other specifications:

(1) Date of acceptance of shareholder proposals date: 107/4/17 – 107/4/26

(2) Venue of acceptance of shareholder proposal venue: TOPBI International Holdings Limited

2F., No.97, Xinhu 1st Rd., Neihu Dist., Taipei City 11494, Taiwan (R.O.C.)

(3) Acceptance of shareholder proposal qualification:

A shareholder holding 1 percent or more of the total number of issued shares may submit to this Corporation a written proposal for discussion at a regular shareholders meeting. Such proposals, however, are limited to one item that contain 300 hundred word only, and no proposal containing more than one item will be included in the meeting agenda.