1. Preparatory stage:

• The purchaser prepares the tender offer report.
• Engage a financial adviser.
• Notify the target company.
• Issue a brief announcement on the summary of the tender offer report.
• Provide at least one of the following arrangements as a guarantee:
  1. if the purchaser pays the acquisition price by cash, it should deposit not less than 20% of the total purchase price into the bank designated by the securities depository and clearing institution. If the purchaser pays the acquisition price by securities listed in a securities exchange, the purchaser should place all the securities to be used for the payment in the custody of the securities depository and clearing institution, except where the listed company issues new shares;
  2. bank letter of guarantee for the price required for the tender offer; or
  3. written commitment issued by the financial adviser for taking joint and several guarantee liability.

2. Purchaser publicly announces the tender offer report:

• The purchaser should make a tender offer report within 60 days after the announcement of the tender offer. Otherwise, the purchaser should notify the target company thereof on the working day following the expiry of the time limit and make an announcement thereof. It should then make an announcement every 30 days until the public announcement of the tender offer report is made.
• The period of acquisition agreed upon in the tender offer shall not be less than 30 days and shall not exceed 60 days, except for any occurrence of competing tender offers.
• Within the acceptance period agreed upon in the tender offer, the purchaser shall not cancel its tender offer.
• Within 15 days before the tender offer expires, the purchaser shall not change the tender offer except for any occurrence of competing tender offers.
• Competing tender offers can be made before expiry of the time limit of the first tender offer.

3. The duties of the target company’s board of directors are to:

• Conduct due diligence on the bidder and engage an independent financial adviser to give professional opinions.
• Publicly announce the report on the tender offer and the professional opinions of the independent financial adviser within 20 days after the bidder announces the tender offer report.

4. Once the shareholders agree to accept the tender offer, the shareholders:

• must entrust a securities company to process the relevant formalities for preliminary acceptance;
• may not transfer the shares under temporary custody of a securities registration and settlement institution during the period of the tender offer; and
• may withdraw the acceptance of the tender offer prior to three trading days before the tender offer’s expiration.

5. Purchase the shares:

• The purchaser should purchase the shares upon expiration of the tender offer period.
• If the number of such shares exceeds the planned number of shares, the purchaser shall, according to the same proportion, acquire the shares of the holders who have accepted the tender offer.
• In the event that the purpose of the acquisition is to delist the target company, the purchaser shall, pursuant to the conditions agreed upon in the tender offer, purchase all the shares of the shareholders who have preliminarily accepted the tender offer.
• A purchaser that fails to meet the condition for exemption from adopting a tender offer and issues a general tender offer shall purchase all of the shares held by the target company’s shareholders that have preliminarily accepted the tender offer.

6. Within three trading days after the tender offer expires, the securities company shall apply to the securities registration share transfer registration, and release the temporary custody of the shares that exceed the planned proportion.

The purchaser shall make a public announcement on the result of the present tender offer.

7.  If the target does not meet the listing conditions after the tender offer (see 8 below), the listing of the shares of the listed company shall be terminated. The shareholders who still hold shares of the target company have the right to sell their shares to the purchaser within the reasonable period specified in the tender offer report.

8. The target company shall announce the results within 15 days after expiration of the period of acquisition.