Altek — AGM Information 2016

Aug 3, 2016

Meeting Notice for 2016 Annual Shareholders’ Meeting

(Summary Translation)

The 2016 Annual Shareholders’ Meeting (the “Meeting”) of Altek Corporation (the “Company”) will be convened at 9:00 a.m., Friday, June 17, 2016 at No.2, Zhanye 1st Rd., Hsinchu City, Taiwan.

1. The agenda for the Meeting is as follows:

2. I. Discussion Item

3. (1) To revise the Articles of Incorporation.

II. Report Items

• (1) Implementation of Share Buyback Program.

• (2) Distribution of Employees’ compensation as well as the remuneration for the Directors and Supervisors.

• (3) 2015 Business Report.

• (4) 2015 Supervisors Audit report.

• III. Recognition Items

• (1) 2015 Business Report and Financial Statements.

• (2) Distribution of 2015 Earnings.

• IV. Discussion and Election Items

• (1) To approve the proposal for cash distribution of capital surplus generated from cash injection.

• (2) To approve the revisions to ”Procedures for Acquisition or Disposal of Assets”.

• (3) To approve issuance of new common shares in private placement and/or issuance of domestic or overseas convertible bonds in private placement.

• (4) To approve the cash injection of Altek Semiconductor (Cayman) Co., Ltd., one of Altek’s subsidiaries.

• (5) To approve the adjustment of the investment structure of the Company’s subsidiary-Altek Biotechnology Corporation as well as to approve the cash injection..etc.

• (6) Election to Fill the Vacancy of 7th Independent Director.

• The proposal for distribution of 2015 earnings adopted at the meeting of the Board of Directors is as follows:

• Cash dividends to common shareholders: Totaling NT$134,139,926 (NT$0.5 per share).

• Cash from capital surplus generating from cash injection : NTD 134,139,926 (NT$0.5 per share).

• Each common share holder will be entitled to receive a cash dividend of NT$1 per share. The record date will be decided by the Board of Directors.

• Issuance of new common shares in private placement and/or issuance of domestic or overseas convertible bonds in private placement: Please see Attachment.

• The Company Act Article 165 instructed book close period for ordinary shares starting from April 19, 2016 to June 17, 2016.

5~8: Omitted.

1. Electronic Voting is available at https://www.stockvote.com.tw from May 18, 2016 to June 14, 2016.

2. 10.~11: Omitted.

Board of Directors, Altek Corporation

Attachment

General principles, methods and contents of Capital Injection ：

I. The basis and reasonableness for the price determination:

1. The private placement price carried out by common shares shall not be lower than 80% of the higher Reference Price (as defined below) of the following two calculations.

2. (1) The simple average closing price of the common shares of the Company for either the 1, 3, or 5 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction.

3. (2) The simple average closing price of the common shares of the Company for the 30 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends, or capital reduction.

4. The private placement price carried out by domestic or overseas Convertible Corporate Bonds shall not be lower than 80% of the theoretical price and the transferred price shall not be lower than 80% of the higher price of the following two calculations ：

5. (1) The simple average closing price of the common shares of the Company for either the 1, 3, or 5 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction.

6. (2) The simple average closing price of the common shares of the Company for the 30 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends, or capital reduction.

7. It is proposed to the shareholders meeting to authorize the Board of Directors to decide the actual price or the actual convert price of private placement within the scope resolved by the shareholders meeting and take the marketing environment at the price determination date into account as well. The Board of Directors shall also consider the restriction on transfers for three full years specified in Article 43-8 of the Securities and Exchange Act, the related laws and the regulations as well as the closing price of the common shares.

8. II. Selection methods of choosing specific persons for private placement ：

The investor of the private placement shall be strategic investors, and through the experiences, skills, knowledge, reputation or marketing channel of such strategic investors, they can be helpful to increase the Company’s competitiveness, operation performance and profits. It is proposed to the shareholders’meeting to authorize the Board of Directors to review the related certificates of qualifications from the specific persons. When the identities of placees are confirmed, they need to send out applications to the competent authorities, if applicable, and receive approvals before they can make payments. If the said placees of the private placement forfeit the subscription, the Board of Directors is authorized to contact other placees to carry out private placement pursuant to the aforementioned laws and regulations

III. The necessity for carrying out private placement ：

1. In consideration of capital raising effectiveness, convenience, issuance cost and the demand for strategic investors, as well as the fact privately placed securities are restricted on transfers for three full years that ensures the long-term cooperation between the Company and the strategic investors. Therefore the company will carry out private placement to raise capital, which also increases the flexibility in the source of capital. The capital raised by the private placement will be used to enrich the fund for operation to contribute to the long term development of the Company. The anticipated benefits to the company will be lowering costs of purchase, increasing efficiency of skill development and facilitating the company’s stable growth, thereby protecting the rights and interests of the company’s shareholders. The private placement will be carried out in one time or two times depending on the condition of the marketing environment as well as the specific persons.

2. The private placement will be carried out within one year after resolved by the shareholders meeting in one or two times and under the scope of 70,000,000 shares.

3. Usage of proceeds and anticipated benefits

4. (1) Private placement carried out in one time

5. A. Usage of proceeds ： It’s scheduled to use the proceeds within three years after the private placement has been carried out. The proceeds will be used to enhance the skills, develop products, lower cost, and expand

market as well as to strengthen customer relationships relating to digital image.

• B. The anticipated benefits ： It’s beneficial to the growth of the Company’s business, and to decrease the Company’s operation risks as well as to enhance the rights of the shareholders.

• (2) Private placement carried out in two times

First time

• A. Usage of proceeds ： It’s scheduled to use the proceeds within three years after the private placement has been carried out. The proceeds will be used to enhance the skills, develop products, lower cost, and expand market as well as to strengthen customer relationships relating to digital image.

• B. The anticipated benefits ： It’s beneficial to the growth of the Company’s business, and to decrease the Company’s operation risks as well as to enhance the rights of the shareholders.

Second time

• A. Usage of proceeds ： It’s scheduled to use the proceeds within three years after the private placement has been carried out. The proceeds will be used to enhance the skills, develop products, lower cost, and expand market as well as to strengthen customer relationships relating to digital image.

• B. The anticipated benefits ： It’s beneficial to the growth of the Company’s business, and to decrease the Company’s operation risks as well as to enhance the rights of the shareholders.

• IV. Do the independent directors have any objection to the present transaction? No.

• V. There’s no occurrence of any material change in management control of the Company one year before the Board of Directors resolve to carry out private placement. If the private placement has been fully carried out (including the transfers of Convertible Corporate Bonds into common shares) within the scope of 70,000,000 shares, the ratio of the private placement shares is about 20.4% of the total capital stock (post-money). The Company keeps the flexibility to carry out private placement in one time or two times to enhance the chances of

engaging with different strategic investors in order to decrease the possibility of occurrence of any material change in management control of the Company.

• VI. Others:

• The rights and obligations of private placement carried out by common shares is the same as the issued common shares except the restriction on transfers specified in Article 43-8 of the Securities and Exchange Act.

• The restrictions on transfers of private placement carried out by Convertible Corporate Bonds is pursuant to Article 43-8 of the Securities and Exchange Act.

• For any other matters regarding the private placement that have not specified hereto, it is proposed to the shareholder’s meeting to authorize the Board of Director to handle in accordance with the related laws and regulations.