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CHROMA AGM Information 2023

Jun 16, 2023

52029_rns_2023-06-16_fa1b4287-8218-4239-992d-d9b3d5d95ffe.pdf

AGM Information

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CHROMA ATE INC.

NOTICE of

2023 Annual General Shareholders’ Meeting

(Summary Translation)

I. Information of the Meeting

Time: 9:30am, June 9, 2023

Venue: No. 88, Wenmao Rd., Guishan Dist., Taoyuan City, Taiwan (Chroma Headquarters) Type of meeting:physical meeting

II. Meeting Agenda

  1. Report Items:

    • (1) Business report of 2022

    • (2) Audit Committee’s review report of 2022

    • (3) Profit distribution report of 2022

    • (4) Distribution of employee bonuses and directors’ remunerations in 2022

    • (5) Itemized list of endorsements and guarantees in 2022

  2. Acknowledgement items:

    • (1) Acknowledge the 2022 Business Report and Financial Statements

    • (2) Acknowledge the 2022 Earnings Distribution Proposal

  3. Discussion Items:

    • (1) Amendments to the procedures for Rules for Election of Directors.
  4. Election of Directors

  5. Other: Proposal of release the Prohibition on Directors and their representatives from Participation in Competitive Business.

  6. Special motions

  • III. The major items of the proposal for distribution of 2022 profits has been resolved by the Board of Directors meeting are as follows:

    • The total cash dividend proposed by the Board of Directors is NT$3,403,176,296 on February 23, 2023. Each common shareholder will be entitled to receive a cash dividend of NT$8 per share. The Chairman was authorized to set ex-dividend record date. Henceforth, if the dividend rate changes as a result of a change in the number of outstanding shares due to the cancellation of employee restricted stock awards (RSAs) or other reasons, the Chairman of the Board is fully authorized to address the matter.
  • IV. Please refer to the website of MOPS at (https://mops.twse.com.tw) or (http://emops.twse.com.tw) (Engilsh version) for essential contents of items specified under Article 172 of the Company Law.

  • V. In accordance with Article 165 of the Company Law, the share transfer prohibition period is April 11, 2023 to June 9, 2023.

  • VI. The Transfer Agency Department of Taishin Securities Co., Ltd. is the proxy tallying

and verification institution for the Meeting.

  • VII. If a proxy is solicited by the shareholders, the Company is required to compile details on the proxy solicitation parties and disclose such information on the Securities & Futures Institute (SFI) website at (https://free.sfi.org.tw) no later than May 9, 2023. Shareholders can obtain information on the "Free Proxy disclosure & related information system".

  • VIII.To elect 9 directors (including 4 independent directors).

  • IX. The director candidate List: (1) Leo Huang (2) Ishih Tseng (3) David Yang (4) David Huang (5) Lin Shui-Yung; The independent director candidate List: (1) Tai-Jen George Chen (2) Jia-Ruey Duann (3) Steven Wu (4) Janice Chang, for related information on the above candidates' academic experience, please refer to Market Observation Post System (MOPS) (https://mops.twse.com.tw).

  • X. According to Article 209 of the Company Act, the company is going to remove the restriction of non-compete agreement of new directors. For more details, please refer to 2023 Annual General Shareholders’ Meeting Agenda.

  • XI. Please find the Notice of attendance and Proxy From enclosed with the notice. If you plan to attend the Meeting in person, please affix your signature or seal to the Signin card and submit it on the day of the Meeting, If you wish to appoint a proxy to attend the Meeting, please fill out the name and relevant information of the proxy , affix your signature or seal to the Proxy Form, Sure the Proxy Form shall be delivered to the Company’s securities agent, Taishin Securities Co., Ltd., at least five (5) days prior to the Meeting.

  • XII. The shareholders Voting right could be exercised through the internet from May 10, 2023 to June 6, 2023. Please login to the TDCC (Taiwan Depository & Clearing Corporation) website (https://www.stockvote.com.tw) to exercise voting rights in accordance with the online instruction.

  • XIII.Please bring identification documents for verification.

Sincerely,

Board of Directors

CHROMA ATE INC.