EVERTEX FABRIC CO., LTD. — AGM Information 2020

Jul 16, 2020

Notice of the 2020 Annual Shareholders’ Meeting

(Summary Translation)

The 2020 Annual Shareholders’ Meeting (the “Meeting”) of Evertex Fabrinology Limited (the “Company”) will be convened at 9:30 a.m., Thursday, June 30, 2020 at 9, Rong-an Rd., Luzhu Dist., Taoyuan City, Taiwan.

1. The agenda for the Meeting is as follow:

   • I. Management Presentations

     • (1) 2019 Business Report

     • (2) Supervisors’ Review Report on 2019 Financial Statements

     • (3) Lending of capital to others and endorsements and guarantees of the Company in 2019

     • (4) Appropriation of 2019 employees’ and directors’ compensation

     • (5) Distribution of 2019 profits

     • (6) Amendment to the Rule and Procedure for Board of Directors’ Meetings

     • (7) Amendment to the Ethical Corporate Management Best Practice Principles

     • (8) Amendment to the Ethical Corporate Management Operational Procedures and Guidelines

     • (9) Amendment to the Corporate Social Responsibility Code of Conduct

   • II. Acknowledgement Items

     • (1) Adoption of the 2019 Business Report and Financial Statements

• III. Proposals and Discussion

  - (1) Amendment to the Company's Corporate Charter (Articles of Incorporation) 
  
  - (2) Adoption of abolishment of the Company’s“Director and Supervisor Election Regulations” 
  
     - and re-enactment of the “Procedures for Election of Directors” 
  
  - (3) Amendment to the Rules of Procedure for Shareholders Meetings 
  
  - (4) Amendment to the Operational Procedures for Loaning of Company Funds & Endorsements and Guarantees 
  
  - (5) Adoption of the establishment of Audit Committee 
  
  - (6) Election of Directors 
  
  - (7) Exemption of the limitation of non-competition on the directors of the Company. 
  

IV.Questions and Motions

1. The major items of the proposal for distribution of 2019 profits adopted at Board of Directors meeting are as follows:

• (1) Cash dividends to common shareholders: Totaling NT$68,613,600. Each common share holder will

• be entitled to receive a cash dividend of NT$ 0.8 per share (based on the total outstanding shares as of Dec. 31, 2019).

• (2) Employees’ compensation: Totaling NT$2,953,668.

• (3) Directors’ compensation: Totaling NT$2,953,668..

1. According to Article 165 of Company Act, share transfer registration is suspended from May 2, 2020 to June 30, 2020.

2. In accordance with the related laws and regulations, the Company shall elect 11 directors (including 3 independent directors) at its 2020 Annual General Shareholders Meeting. Pursuant to the Articles of Incorporation of Evertex Fabrinology Limited, The election shall adopt the candidate nomination system. The list of the nominated candidates is as follows：8 director candidates: C.Y. Yeh, P.L.Yeh , C.T Yeh ,

K.H.Yeh, C.M.Yeh, R.S.Hsu, Y.C.Yang, S.T.Yeh. 3 independent director candidates: B.H. Lin, F.N.Chou, W.C.Liao

For the related information of nominated candidates, please refer to the Meeting Agenda on M.O.P.S. (https://mops.twse.com.tw)

1. Pursuant to Article 209 of the Company Act, if a director engaging, either for himself or on behalf of another person, in activities that are within the scope of the company's business, shall secure the approval from the shareholders meeting without causing any harm to the Company, it is hereby proposed to release the prohibition on newly-elected directors and their corporate representatives, who participate in the operations of another company that engages in the same or similar business scope as the Company, from participation in the competitive business. For the related information of concurrent positions, please refer to the Meeting Agenda on M.O.P.S.( https://mops.twse.com.tw )

6.. The shareholder voting right could be exercised through the Internet from May 30, 2020 to June 27, 2020 Please login to the general shareholders meeting internet voting platform in the website of Taiwan Depository & Clearing Corporation to exercise voting right in accordance with the online instruction. (Website: https://www.stockvote.com.tw/evote)

Board of Directors

Evertex Fabrinology Limited