Compal — AGM Information 2018

Jul 6, 2018

Compal Electronics, Inc.

Notice of 2018 Annual General Shareholders’ Meeting

Dear Shareholders,

The 2018 Annual Shareholders’ Meeting (the “Meeting”) of Compal Electronics, Inc. (the

“Company”) will be convened at 9:00 am, Friday, June 22, 2018 at Compal Headquarter, B1

(No. 581, Ruiguang Rd., Neihu District, Taipei, 11492, Taiwan).

• I. The agenda for the Meeting is as follows:

  1. Report Items

  - (1) Report on Business for the year 2017 
  
  - (2) Audit Committee's Review Report for the year 2017 
  
  - (3) Report of the distribution of compensation to employees and directors for the year 2017 
  
  - (4) Report on the asset impairment losses 
  

  1. Election Item

     • (1) Election of the 13[th] Term of Directors

  • 3 . Ratification and Discussion Items

    • (1) To ratify the Business Report and Financial Statements for the year 2017

    • (2) To ratify the Distribution of Earnings for the year 2017

    • (3) To approve the proposal of cash distribution from capital surplus

    • (4) To approve the release of non-competition restrictions for Directors

  4. Special Motion(s)

  5. Meeting Adjourned

• II. The Company should elect fifteen (15) Directors (including 3 Independent Directors and 12 Directors). The Company adopted the candidates nomination system for electing the directors (including independent directors). The list of the candidates is as follows: (Directors: Sheng-Hsiung Hsu, Jui-Tsung Chen, Binpal Investment Co., Ltd., Kinpo Electronics, Inc., Charng-Chyi Ko, Sheng-Chieh Hsu, Yen-Chia Chou, Chung-Pin Wong, Chiung-Chi Hsu, 、

• Ming-Chih Chang, Anthony Peter Bonadero, Sheng-Hua Peng) (Independent Directors: Min Chih Hsuan, Duei Tsai, Duh Kung Tsai).

• III. The amount of earnings for the year 2017 available for distribution to shareholders as dividend and bonus is NT$ 4,407,146,625. Such amount is proposed to be distributed in the form of cash dividend. Each shareholder will be entitled to receive a cash dividend of NT$1 per share.

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• IV. In accordance with Article 241 of the Company Act, the Company proposes a cash distribution of NT$ 881,429,325 from capital surplus derived from the amount of the subscription price in excess of par value of common shares issued by the Company, and the expected cash distribution will be NT$0.2 per share.

• V. Pursuant to Article 209 of the Company Act, it is proposed to submit to the general meeting for resolution the proposal of releasing the non-competition restrictions on Directors candidates (Sheng-Hsiung Hsu, Jui-Tsung Chen, Kinpo Electronics, Inc., Charng-Chyi Ko, Sheng-Chieh Hsu, Yen-Chia Chou, Chung-Pin Wong, Chiung-Chi Hsu, Ming-Chih Chang, Min Chih Hsuan, Duei Tsai, Duh Kung Tsai), without prejudice to the interests of the Company.

• VI. The shareholder voting right could be exercised through the Internet during the period from May 23, 2018 to June 19, 2018. Please login to the TDCC (Taiwan Depository & Clearing Corporation) website (http://www.stockvote.com.tw) to exercise voting rights in accordance with the online instruction.

• VII. Please note and act accordingly.

Sincerely Yours,

Board of Directors

Compal Electronics, Inc.

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