2025-01-13

The Board of Directors approved the share repurchase program

1.Date of the board of directors resolution:2025/01/13
2.Purpose of the share repurchase:To transfer shares to employees.
3.Type of shares to be repurchased:Common shares
4.Ceiling on total monetary amount of share repurchase (NTD):2,658,504,194
5.Scheduled period for the repurchase:2025/01/14~2025/03/13
6.No.of shares to be repurchased (shares):2,500,000
7.Repurchase price range (NTD):NT$57.00 to NT$129.00 per share. The repurchase
will continue if the share price falls below the minimum limit of this range.
8.Method for the repurchase:To repurchase from Taipei Exchange
9.Shares to be repurchased as a percentage of total
issued shares of the company (%):2.07
10.Cumulative no.of the company’s own shares held
at the time of reporting (shares):2,500,000
11.Status of repurchases within three years prior to
the time of reporting:
Buyback period:2022/05/04~2022/07/01
The designated number of shares to buyback:2,500,000
The number of shares purchased:2,500,000
The execution(the amount of buyback as a percentage of designated amount):
100.00%
12.Status of repurchases that have been reported but
not yet completed:NA
13.Minutes of the board of directors meeting that resolved
for the share repurchase:
Proposal: To execute the 2nd Share Repurchase Program.
1.To boost morale and retain talent, the Company hereby establishes 2nd
Share Repurchase Program (this “Program”) pursuant to subparagraph 1 of
paragraph 1 of Article 28-2 of Securities and Exchange Act, Regulations
Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies
by Financial Supervisory Commission and other related statutes,
regulations and orders as followings:
(1) Purpose of the share repurchase: To transfer shares to employees
(2) Type of shares to be repurchased: Common shares
(3) Ceiling on total monetary amount of the share repurchase: Based on
the latest financial statement, the ceiling amount is NT$2,658,504,194.
The total amount would be NT$322,500,000 of this program if calculated
on repurchasing 2,500,000 shares at NT$129.00 per share.
(4)Scheduled period for the repurchase, and maximum number of shares to
be repurchased: The period for the repurchase is between 2025/01/14 to
2025/03/13 and maximum number of shares to be repurchased is 2,500,000
shares which is equivalent to 2.07% of total outstanding shares.
(5)Repurchase price range: NT$57.00 to NT$129.00 per share. The
repurchase will continue if the share price falls below the minimum limit
of this range.
(6)Method for the repurchase: Repurchase the Company’s shares from Taipei
Exchange.
2.This program is handled in accordance with the “The Rules for Transfer
1st of 2025 Repurchased Shares to Employees”. Please refer to Attachment 1.
3.The Company will submit this case to the FSC and is required to provide
a declaration that the Board of Directors has reviewed the Company's
financial position and confirmed it will not affect the maintenance of the
Company’s capital. Please refer to Attachment 2 for more details.
Additionally, the securities underwriter's assessment of the fairness of
the share repurchase price is available in Attachment 3.
4.Within the scope permitted by regulatory authorities and applicable laws,
the Chairman and their designated personnel are authorized to handle the
announcements, filings, and related execution of the share repurchase.
5.The above is hereby proposed for resolution.
Resolution: Unanimously approved as proposed by all attending members upon
the Chairman's inquiry.
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:
91APP, Inc.
The Rules for Transfer 1st Repurchased Shares of 2025 to Employees

Article 1 (Purpose)
To motivate employees and in accordance with R.O.C. Securities and
Exchange Law article 28-2-1-1 and regulation of Securities and Futures
Bureau, Financial Supervisory Commission, R.O.C. on” Regulations
Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies”,
the Company establishes the” The Rules for Transfer 1st Repurchased
Shares of 2024 to Employees”.The repurchased shares will be transferred
to employees according to related laws and this procedure.

Article 2 (Types of transferred shares, content of rights and obligations
and restricted circumstances)
The treasury stocks transferred to employees this time are common stocks
of the company, and their rights and obligations are the same as other
common stocks in circulation, except as otherwise provided by relevant
laws and regulations and this procedure.

Article 3 (Transfer Period)
The Company may transfer the repurchased shares, either at once or in
tranches, to employees within five years from the repurchase date in
accordance with this procedure. Any shares not transferred within this
period will be deemed as unissued shares and must be canceled in
accordance with legal procedures to update the share registry.

Article 4 (Qualifications of the Transferee)
All full-time employees of the Company and its subsidiaries (defined in
Articles of Association) who have been employed on the record date of
subscription can be eligible for subscription based on the subscription
amount set out in Article 5 of this rules.
”Subsidiary” means, with respect to any company,
(1) the entity, one half or more of whose total number of the issued
voting shares or the total amount of the capital stock are directly or
indirectly held by such company;
(2) the entity that such company has a direct or indirect control over
its personnel, financial or business operation;
(3) the entity, one half or more of whose directors are concurrently
acting as the directors of such company; or (4) the entity, one half
or more of whose total number of issued voting shares or the total
amount of the capital stock are held by the same member(s) of
such company.

Article 5 (Number of shares to be subscribed by Qualified Employees)
To set the list for share subscription according to employee's title,
years of service, performance, and special contribution to
the Company.The Management division shall formulate a proposal to board
of directors in accordance with preceding paragraph. If subscriber is
managerial personnel or also a director, the shares of subscription shall
be reviewed by remuneration committee, then submit to the board of
directors for approval; If subscriber is not managerial personnel, the
shares of subscription shall be reviewed by audit committee, then submit
to the board of directors for approval. The details for audit procedures
will follow appendix IV of the latest Q&A announced by Financial
Supervisory Commission R.O.C.

Article 6 (Transfer procedure)
The operating procedures for this purchase of treasury shares and transfer
to employees:
(1)According to the resolution of the board of directors, announce,
declare,and buy back treasury shares within the execution period.
(2)The board of directors authorizes the chairman of the board to set and
announce the employee's stock subscription base date, the number of
subscriptions, the subscription payment period, the content of rights,and
restrictions in accordance with these measures.
(3)Count the actual number of paid shares subscribed and handle the
registration of the transfer of shares.

Article 7 (Transfer price per share)
For the repurchase shares being transferred to the employees, the
transfer price is the average repurchase price of the repurchased shares.
However,before the transfer, if the Company's outstanding common shares
increase or decrease, it may be adjusted according to the increase or
decrease ratio of the issued shares.
According to Article 16 of Articles of Association, any transfer to
employees of the Company or its subsidiary, the subscribed price is less
than the average actual purchase price, shall require the prior approval of
the shareholders' meeting by way of a Special Resolution.
Transfer price adjustment formula: Adjusted transfer price = Average
repurchases price of shares repurchased x (Total number of outstanding
common shares at the time of filing the repurchase of shares / Total number
of outstanding common shares before the transfer of the repurchase shares to
the employees)

Article 8 (Rights and obligations of shares after transfer)
After the repurchased shares have been transferred and registered under
employees' names, except could not be transferred to others within 2 years,
the rights and obligations associated with the shares are the same as the
other common shares.

Article 9
For any matters not specified in this program, such matters shall be revised
by Chairman within the permission range by competent authority and relevant
laws or regulations.

Article 10
This procedure will take effect after the resolution of the Board of
Directors and shall be reported to the Board meeting for revision.
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:
91APP, Inc.
Board of Directors Declaration
1.On January 13, 2025, with the attendance of more than two-thirds of the
Directors and approval by over half of the attending Directors,
the Company’s Board of Directors resolved to repurchase 2,500,000 shares
within two months from the filing date with the FSC on the TPEx.

2.The total number of shares to be repurchased represents only 2.07% of
the Company’s outstanding shares, and the maximum repurchase amount
accounts for merely 8.72% of the Company’s current assets. The board of
directors has carefully evaluated the Company’s financial position and
affirms that the repurchase will not impact the preservation of
the Company’s capital.

3.This statement was approved at the same Board meeting, with
all 9 attending Directors consenting to its content. The Company
hereby makes this declaration.
17.Appraisal or opinion by a CPA or securities underwriter
about the reasonableness of the share repurchase price:
According to the assessment of Yuanta Securities, the repurchase price range
set by the Company is deemed reasonable and compliant with the applicable
regulations.
18.Any other matters stipulated by the SFB:None