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Material Information- Announcement of the Board’s Resolution to Repurchase Treasury Shares

Material Information- Announcement of the Board’s Resolution to Repurchase Treasury Shares

1.Date of the board of directors resolution:2026/04/16
2.Purpose of the share repurchase:To maintain the Company’s credit and shareholders’ equity.
3.Type of shares to be repurchased:Common shares
4.Ceiling on total monetary amount of share repurchase (NTD):3,724,664,099
5.Scheduled period for the repurchase:2026/04/17~2026/06/16
6.No.of shares to be repurchased (shares):4,000,000
7.Repurchase price range (NTD):70.00~109.00, should the Company’s share price fall below the lower limit of the trading range, share repurchases will continue.
8.Method for the repurchase:Repurchase shares on the open market
9.Shares to be repurchased as a percentage of total issued shares of the company (%):2.35%
10.Cumulative no.of the company’s own shares held at the time of reporting (shares):3,453,000
11.Status of repurchases within three years prior to the time of reporting:(1)Actual period of the current repurchase:2026/02/25~2026/03/31、Originally determined no. of shares to be repurchased (shares):2,000,000、Actual no. of shares repurchased (shares):2,000,000、Execution Status (% of actual shares repurchased over planned shares to be
repurchased):100.00
12.Status of repurchases that have been reported but not yet completed: The Company implemented a share repurchase program in Year 2025. In order to protect the interests of all shareholders while taking market mechanisms into consideration, the Company repurchased shares in tranches based on movements in its share price and trading volume. As a result, the program was not fully completed, with the actual number of shares repurchased reaching 73.8% of the originally planned repurchase amount. All other share repurchase programs have been fully completed.
13.Minutes of the board of directors meeting that resolved for the share repurchase:
Proposal 1:The Company’s share repurchase program.
Explanations:
I.In order to maintain the Company’s credit and shareholders’ equity, the Company plans to undertake the share repurchase program pursuant to Article 28-2, Paragraph 1, Subparagraph 3 of the Securities and Exchange Act and the “Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies” promulgated by the Financial Supervisory Commission, as well as other applicable laws and regulations.
II.The details of the current share repurchase are as follows:
1.Purpose of the share repurchase: To maintain the Company’s credit and shareholders’ equity, and to cancel shares.
2.Type of shares to be repurchase: Common shares.
3.Maximum Total Amount for repurchase: In accordance with applicable laws and regulations, the total amount for the repurchase of shares shall not exceed the sum of retained earnings and realized capital surplus. Accordingly, the maximum amount for this repurchase shall not exceed NTD3,459,391,550 (after deducting NTD265,272,549 representing the amounts used in the Company’s previous share repurchases). The maximum amount required for the current share repurchase is NTD436,000,000.
4.Expected repurchase period: The repurchase is to be completed within two months from the filing date, and is expected to be executed from April 17, 2026 to June 16, 2026.
5.Expected Number of shares to be repurchase: 4,000,000 shares
6.Repurchase price range (NTD): 70.00~109.00, should the Company’s share price fall below the lower limit of the trading range, share repurchases will continue. The Company has engaged First Securities Co., Ltd. To provide an evaluation on the fairness of the repurchase price for the current share repurchase. Please refer to Exhibit 1.
7.Method for the repurchase: Repurchase shares on the open market.
8.Number of shares already held by the Company at the time of filing: 3,453,000 shares.
9.Share repurchase activities in the past five years: Please refer to Exhibit 2.
10.Repurchase previously approved but not yet completed: The Company implemented a share repurchase program in Year 2025. In order to protect the interests of all shareholders while taking market mechanisms into consideration, the Company repurchased shares in tranches based on movements in its share price and trading volume. As a result, the program was not fully completed, with the actual number of shares repurchased reaching 73.8% of the originally planned repurchase amount. All other share repurchase programs have been fully completed.
III.The total number of shares proposed to be repurchased in this instance represents 2.35% of the Company’s total issued shares. Together with 3,453,000 shares repurchased in prior instances, the cumulative total represents only 4.38% of the Company’s total issued shares. In addition, the maximum amount required for the repurchase represents only 10.11% of the Company’s most recent financial statement’s current assets. The Board of Directors has considered the Company’s financial position and confirms that the repurchase of the aforementioned shares will not affect the maintenance of the Company’s capital.
IV.Based on the Company’s financial condition, the Board is requested to approve the issuance of a “Statement Confirming No Impact on the Maintenance of Company Capital” , please refer to Exhibit 3.
V.Within the scope permitted by applicable laws and regulations, the Chairman of the Board and his designees are fully authorized to handle announcements, filings, and all matters related to the execution of the share repurchase. In the event of legal updates or requirements from the competent authorities necessitating amendments, the Chairman is also fully authorized to take all necessary actions.
VI.This proposal has been submitted for approval to the Audit Committee on April 16, 2026.
VII.Please discuss and approve.
Resolution:This proposal is approved by all of the Directors presented at the meeting.
14.The Rules for Transfer of Shares set forth in Article 10 of the Regulations Governing Share Repurchase by TWSE-listed and TPEx-Listed Companies:NA.
15.The Rules for Conversion of Shares or the Rules for Subscription of Shares set forth in Article 11 of the Regulations Governing Share Repurchase by TWSE-listed and TPEx-Listed Companies:NA.
16.Declaration that the financial status of the company has been considered by the board of directors, and that its capital maintenance will not be affected:
I.At the 9th meeting of the 6th term of the Company’s Board of Directors held on April 16, 2026, with more than two-thirds of the directors present and with the approval of more than one-half of the directors in attendance, the Board resolved that the Company shall, within two months from the date of filing, repurchase up to 4,000 thousand shares of its own shares on the open market (through securities firms’ trading desks).
II.The total number of shares to be repurchased represents only 2.35% of the Company’s issued shares, and the maximum amount required for the share repurchase accounts for only 10.11% of the Company’s current assets. The Company hereby declares that the Board of Directors has duly considered the Company’s financial condition, and that the aforementioned share repurchase will not affect the maintenance of the Company’s capital.
III.This statement was approved at the same Board meeting as mentioned above, with a total of nine directors present, all of whom agreed to the contents of this statement. This statement is hereby made.
17.Appraisal or opinion by a CPA or securities underwriter about the reasonableness of the share repurchase price:
The repurchase price range for the shares of Handa Pharmaceuticals, Inc. is set at NTD 70 to NTD 109 per share. According to the evaluation conducted by First Securities Co., Ltd., executing the share repurchase within the specified price range is not expected to have any material adverse impact on Handa Pharmaceuticals, Inc.’s financial structure,
net asset value per share, earnings per share, return on equity, current ratio, quick ratio, or cash flow.
The decision-making process for determining the repurchase price range is lawful. The price range set for this share repurchase and its impact on the Company’s financial condition are considered reasonable, and no significant irregularities have been identified.
18.Any other matters stipulated by the SFB:None.