2022-03-10

The Board of Directors approved the convening of the 2022 Annual Shareholders' Meeting (visual communication assisted shareholders meeting)

1.Date of the board of directors resolution:2022/03/10
2.General shareholders' meeting date:2022/06/09
3.General shareholders' meeting location:
Lily Conference (2F, No. 327, Section 1, Tiding Blvd.,
Neihu District, Taipei City)
4.Shareholders meeting will be held by means of (physical shareholders
meeting/ visual communication assisted shareholders meeting /
visual communication shareholders meeting):
visual communication assisted shareholders meeting
5.Cause for convening the meeting I.Reported matters:
(1)2021 Business Report
(2)Audit Committee's review report
(3)To Report the 2021 distribution of employee compensation and remuneration
to Directors
(4)To Report the 2021 distribution of cash dividends form earnings
6.Cause for convening the meeting II.Acknowledged matters:
(1)2021 Business Report and Financial Statements
(2)2021 Earnings Distribution
7.Cause for convening the meeting III.Matters for Discussion:
(1)Amendment to Articles of Association
(2)Amendment to the Operational procedures for Acquisition and Disposal of
Assets
(3)Amendment to the Rules of Procedure for Shareholder Meetings
8.Cause for convening the meeting IV.Election matters:
(1)To elect nine Directors (including three independent Directors)
9.Cause for convening the meeting V.Other Proposals:
(1)To release the directors and their representatives from non-competition
restrictions.
10.Cause for convening the meeting VI.Extemporary Motions:None
11.Book closure starting date:2022/04/11
12.Book closure ending date:2022/06/09
13.Any other matters that need to be specified:
(1)According to Article 192-1 of the Company Act, shareholders who hold
more than 1% of the total issued shares may submit a list of candidates
for directors to the Company in writing.
i.Acceptance period:2022/04/02~2022/04/12
ii.Acceptance location:6F., No. 5, Ln. 768, Sec. 4, Bade Rd., Nangang
Dist. Taipei City 115, Taiwan (R.O.C.)
iii.Acceptance methods:in writing
(2)Period for shareholders' submission of proposal: 2022/04/02~2022/04/12
(3)Location for shareholders' submission of proposal:6F., No. 5, Ln. 768,
Sec. 4, Bade Rd., Nangang Dist. Taipei City 115, Taiwan (R.O.C.)
(4)Hybrid shareholders' meeting time: 09:00, 2022/06/09
(5)Relevant matters for convening hybrid shareholders' meetings:
i.Hybrid shareholders' meetings will be convened in accordance with
Article 172-2 of the Company Act and Chapter II-2 of the Regulations
Governing the Administration of Shareholder Services of Public Companies.
ii. The Company will use the e-Meeting Platform by the Taiwan Depository
& Clearing Corporation (TDCC) for this year's shareholders' meeting.
Any organization using the e-Meeting Platform are required to be in line
with TDCC's operating guidelines, Frequently Asked Questions (FAQ) and
instructions, as well as all other relevant documents. Please visit the
TDCC website for more information. (https://www.tdcc.com.tw/portal/zh/page
/show/402897967d841dba017e8eea7fc5009c)
iii.Shareholders who choose to attend shareholders' meetings virtually
will be deemed as having attended in person.
iv.Shareholders, solicitors, or proxy agents who intend to participate
virtually should, starting from 2022/05/10, complete registrations and
sign-ups on the TDCC Stockvote (https://www.stockvote.com.tw/evote/index.
html) two days prior to the date of their shareholders' meeting (before
2022/06/06). Participants will check in, watch a live stream of the
meeting, text questions, and cast their votes at shareholders' meetings.
v.Shareholders, solicitors, or proxy agents who have registered for
attending shareholders' meetings virtually but intend to attend physically
should withdraw their registration in the same way they have made the
registration two days prior to the date of shareholders' meetings.
Participants who fail to withdraw their registration by the said deadline
can only attend virtually.
vi.Shareholders who have exercised their voting right via written or
electronic means but intend to attend shareholders' meetings virtually
should withdraw their declaration of intent in the same way they have
exercised their voting right two days prior to the date of shareholders'
meetings. If participants fail to withdraw their declaration of intent by
the said deadline, only the ballots cast via written or electronic means
will count.
vii.Shareholders who attend shareholders' meetings virtually and do not
withdraw their declaration of intent after exercising their voting right via
written or electronic means can only exercise their proposing and voting
rights regarding extempore motions. They cannot vote on the original meeting
proposals and the amendments to the content of the original meeting
proposals, or propose to amend the content of the original meeting proposals.
viii. Shareholders who have appointed proxy agents to attend shareholders'
meetings are not allowed to attend themselves, except for relevant provisions
stipulated in the Regulations Governing the Administration of Shareholder
Services of Public Companies or the Company Act. Shareholders whose Power of
Attorney (POA) has arrived at the Company to state that they have appointed
proxy agents to attend shareholders' meetings but later intend to attend
shareholders' meetings virtually should notify
the Company to withdraw their appointment in writing two days prior to the
date of shareholders' meetings. If participants fail to withdraw their
appointment by the said deadline, only the ballots cast by their proxy agents
will count.
ix.In the event that the e-Meeting Platform fails or shareholders have
difficulty attending virtually, before the chairperson announces the
commencement of shareholders' meetings or during the meetings, due to force
majeure events, companies should check the total shares of shareholders that
have attended. If the total shares do not reach the legally required number
for resolutions in shareholders’ meetings after deducting the shares of
shareholders that attend virtually, then the meetings should be adjourned.
The Company will postpone or reconvene their meeting on 2022/06/13 at 09:00
in Lily Conference (2F, No. 327, Section 1, Tiding Blvd.,Neihu District,
Taipei City). Shareholders who have been listed on the shareholders register
by the book closure date are entitled to attend shareholders' meetings.
The Company will not resend their meeting notice.
x.In the event that the said shareholders' meetings are to be postponed
or reconvened, the Company will issue a Significant Announcement onto the
Market Observation Post System (MOPS).
xi.For matters not covered, please refer to the Regulations Governing the
Administration of Shareholder Services of Public Companies and related
regulations.