IBF Financial : The Company's independent directors raised opinion to the first proposal in the 13th meeting of the 3th term of Audit Committee.

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Provided by: IBF Financial Holdings Co., Ltd.
SEQ_NO	1	Date of announcement	2022/07/26	Time of announcement	18:59:08
Subject	The Company's independent directors raised opinion to the first proposal in the 13th meeting of the 3th term of Audit Committee.
Date of events	2022/07/26	To which item it meets	paragraph 44
Statement	1.Meeting date of the board of directors, audit committee or remuneration committee:2022/07/26 2.Contents of the resolution made by the board of directors, audit committee or remuneration committee (please enter "board of directors","audit committee"or "remuneration committee"):Audit Committee 3.Name and resume of independent director(s) or member(s) of the audit/remuneration committee that expressed an objection or reserved opinion: Wei-Lung Chen/Independent Director of IBF Financial Holdings 4.Motion(s) against which the objection or qualified opinion was expressed: Authorization for a capital increase in cash by issuing common shares. (the first proposal) 5.Objection or reserved opinion by the aforementioned independent director(s) or member(s) of the audit/remuneration committee: Wei-Lung Chen/Independent Director of IBF Financial Holdings Co., Ltd. (the first proposal): (1)The Company's autonomy in capital increase in cash shall not be damaged by the share exchange agreement. (2)The Company's application for merger and acquisition of Entie Commercial Bank, Ltd. by executing a share exchange agreement has been determined by the Financial Supervisory Commission on January 27, 2022 that the application shall be postponed, and the application was officially rejected. As of today, the Company has not held a board meeting to discuss whether to restart another merger and acquisition case. In other words, there is no merger and acquisition case in progress at present. As the share exchange agreement originally executed by the parties is no longer applied since the application was rejected by the competent authority,there is no such rules that the fundraising shall be subject to the negotiation with or agreement by the counterparty "before the share exchange record date", or further, after the fundraising takes effect, the application of the transaction price adjustment shall be subject to the negotiation with he counterparty. (3)In the proposal, it is emphasized that, when the Company conducts a capital increase, the Company shall negotiate with Entie Commercial Bank, Ltd., in advance, and shall negotiate the "transaction price adjustment" afterwards both of which violate the Company's "autonomy" for fundraising. The validity of the share exchange agreement shall be clarified before proceeding. 6.Countermeasures:This case is approved by half of the Audit Committee members, and shall be sent to the Board of Directors for discussion and resolution. 7.Any other matters that need to be specified:N/A.