CPE — AGM Information 2019

Jul 10, 2019

Charoen Pokphand Enterprise (Taiwan) Co., Ltd. (the “Company”)

Notice of 2019 Annual General Shareholders’ Meeting

• I. Please be informed that the Company’s 2019 Annual General Shareholders’ Meeting (The “Meeting”) is scheduled to be convened at Conference Room of Nantou plant of the Company (located at No. 17, Gongye E. Rd., Nangang Industrial Park, Nantou City, Nantou County, Taiwan), at 10:00 a.m., Wednesday, June 26, 2019. (The registration time is from 9:30 am at the same venue as the Meeting)

The Agenda of the Meeting:

1. Management Reports

• (1) 2018 Business Report

• (2) Audit Committee’s Review Report on the 2018 Financial Statements and Records

• (3) Report of Distribution of 2018 Employees’ Compensation

1. Proposals

• (1) Adoption of the 2018 Business Report and Financial Statements

• (2) Adoption of the Proposal for 2018 Distribution of Surplus Earnings

1. Discussion

• (1) Amendment to the Articles of Incorporation

• (2) Amendment to the Procedures for the Acquisition and Disposal of Assets

• (3) Amendment to the Operational Procedures for Edorsements/Guarantees

• (4) Amendment to the Operational Procedures for Loaning Funds to Others

1. Questions and Motions

• II. The proposal for 2018 Distribution of Surplus Earnings resolved by the Board of Directors is as follows:

  • Each common share holder will be entitled to receive a cash dividend of NT$3 per share. The record date will be decided by the Board of Directors. In the event that the proposed profit distribution is affected by an amendment to relevant laws or regulations, a request by the competent authorities, or a buyback of shares or transferring treasury shares to employees, it is proposed that the Board of Directors be fully authorized to adjust the cash to be distributed to each share based on the number of actual shares outstanding on the record date for distribution.

• III. Pursuant to Article 172 of the Company Act, the Company shall disclose the main content in the website of Taiwan Stock Exchange Market Observation Post System (http://mops.twse.com.tw).

• IV. Please refer to the "Notice of Attendance" and "Proxy Statement", and sign or apply your seal to the "Notice of Attendance" if you plan to attend the Meeting in person on the Meeting date (Do NOT return this by mail). Members/shareholders may appoint a proxy to attend the Meeting on his or her behalf by signing or applying their seal to this "Proxy Statement". Please send out such signed or sealed "Proxy Statement" to the Company's stock agency, the Transfer Agency Department of CTBC Bank, five (5) days prior to the Meeting date to allow the stock agency to deliver the "Attendance Card" to your proxy.

• V. If Members solicit proxies for the Annual General Shareholders’ Meeting, the Company will compile a summary statement of proxy solicitation and disclose the content in the website of Securities & Futures Institute (SFI) on May 24, 2019. Members can link with SFI's web address (https://free.sfi.org.tw) for relevant information.

• VI. The voting at this Meeting can be exercised by way of electronic method from May 27, 2019 to June 23, 2019. The members/shareholders can log in Electronic Voting Platform of Shareholders' Meeting established by Taiwan Depository and Clearing Corporation (https://www.stockvote.com.tw) directly and cast the vote according to the relevant explanations.

• VII. The proxies shall be tallied and verified by the Transfer Agency Department of CTBC Bank.

• VIII. Please fill out the documents as described in the information contained herein.

To Shareholder

Board of Directors of Charoen Pokphand Enterprise (Taiwan) Co., Ltd.