Material Information (1718 CMFC)

SEQ_NO

 1

Date of announcement

 2022/12/26

Time of announcement

 17:13:41

Subject

 Announcement of the BOD comfirm the company

to merge with Shiang-Fong Co, Ltd.

Date of events

  2022/12/26

To which item it meets

paragraph 11

Statement

1.Type of merger and acquisition (e.g.merger, spin-off, acquisition,

or share transfer):merger

2.Date of occurrence of the event:2022/12/26

3.Names of companies participating in the merger and acquisition (e.g., name

of the other company participating in the merger, newly established company

in a spin-off, acquired company, or company whose shares are transferred):

China Man-Made Fiber Corporation (hereafter referred

as “The Company”) will be the surviving company.

4.Trading counterparty (e.g., name of the other company participating in the

merger, company spinning off, or trading counterparty to the acquisition or

share transfer):Shiang-Fong Co, Ltd. will subsequently

 be dissolved.

5.Whether the counterparty of the current transaction is a related party:

Yes.

6.Relationship between the trading counterparty and the Company (investee

company in which the Company has re-invested and has shareholding of XX%),

explanation of the reasons for the decision to acquire from or transfer

shares to an affiliated enterprise or related party, and whether it will

affect shareholders’ equity:The Company owns 100%

shareholding Subsidiary-Shiang-Fong Co, Ltd.

In order to facilitate merger and acquisition

by a business for purposes of reorganization and

optimal operation efficiency, according to Article

18-7 of the Business Mergers and Acquisitions Law.

Hence, there will be no significant impact on

shareholder's equity.

7.Purpose and conditions of the merger and acquisition, including

the reason, consideration conditions and payment schedule of

the merger and acquisition:To simplified

organization structure, to save the operating costs,

and to improve the operating efficiency.

The Company intends to pay NTD 562,841,544 in cash

to De-Xin Investment Co, LTD. in date of merger of

Shiang-Fong Co, Ltd.

8.Anticipated benefits of the merger and acquisition:

It is expected that the benefits will be reduced

operating costs and improved operating efficiency.

9.Effect of the merger and acquisition on net worth per share and earnings

per share:Because this merger is an organizational

reorganization within the group, it has no impact

on the company's net value per share and earnings

per share.

10.Types of consideration for mergers and acquisitions

and sources of funds:

(1) Types of consideration for the merger: Cash.

(2) Sources of funds: Enterprise owned capital.

11.Share exchange ratio and calculation assumptions:

NA, the consideration is in cash.

12.Whether the CPA, lawyer or securities underwriter

issued an unreasonable opinion regarding

the transaction:NA.

13.Name of accounting, law or securities firm:NA.

14.Name of CPA or lawyer:NA.

15.Practice certificate number of the CPA:NA.

16.The content of the independent expert opinion on the reasonableness

of the share exchange ratio, cash or other assets allotted to

shareholders  in this merger and acquisition:NA.

17.Estimated date of completion:Tentative effective date of merger

is 2022/12/29.

18.Matters related to the assumption of corporate rights

and obligations of the dissolving company (or spin-off)

by the existing or newly-established

company:Effectively on the scheduled date of record

for the merger, the Company will assume all recognized

assets and liabilities of Shiang-Fong Co, Ltd.

and all of its rights and obligations in effect

on the scheduled date of record for the merger.

19.Basic information of companies participating in the merger:

(1)China Man-Made Fiber Corporation produces and sales

man-made fiber and petrochemical products.

(2)Shiang-Fong Co, Ltd. engages mainly in land

development.

20.Matters related to the spin-off (including estimated value

of the business and assets planned to be transferred to the

existing company or new

company.The total number of shares to be acquired by the spun-off company

or its shareholders, and their respective types and no.Matters related to

the reduction, if any, in capital of the spun-off company)(note: not

applicable for announcements unrelated to spin-offs):

NA.

21.Conditions and restrictions for future transfer of shares

resulting from the merger and acquisition:None.

22.Post-merger and acquisition plan:

(1) Willingness to continue operating the business of the company,

and the contents of plans to that effect

(2) Dissolution; delisting from an exchange (or OTC market);

material changes in organization, capital, business plan,

financial operations and production; accommodation or

utilization of staff and assets critical to the Company;

or any other matter of material significance that would

affect the company's shareholder equity:

Because this merger is an organizational

reorganization within the group,

it has no impact on the shareholder's equity.

23.Other important terms and conditions:None.

24.Other major matters related to the mergers and acquisitions:

None.

25.Any objections from directors to the transaction:None.

26.Information on interested directors involved in the mergers

and acquisitions:NA.

27.Whether the transaction involved in change of business model:No.

28.Details on change of business model:NA.

29.Details on transactions with the counterparty for the past year

and the expected coming year:None.

30.Source of funds:Own funds.

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