HCG — Proxy Solicitation & Information Statement 2024

Jul 1, 2024

HOCHENG Corporation

Notice of Attendance for 2024 Regular Shareholders’ Meeting

It has been confirmed that HOCHENG’s 2024 Regular Shareholders’ Meeting will be convened on June 26, 2024 at 09:00 AM at No. 135, Houzhuang St., Dafa Vil., Bade Dist., Taoyuan City (Auditorium of 3[rd] Plant). Registration by shareholders of the said Meeting will be available before 08:30 AM at the meeting location.

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

• (I) Matters for Report:

• 1.The 2023 Business Report

• 2.The 2023 Audit Committee review of the Annual Accounting Final Report

• 3.Report on Allocation of 2023 Remuneration to Employees and Board of Directors

• 4.Report on External Endorsements and Guarantees

• 5.Report on Loaning Funds to Others

1. Report for performance assessed on directors and managers and remuneration

• 7.Report on Sustainable Development Policies, Systems, or Relevant Management Guidelines, and Specific Implementation Plans.

• 8."Merger Item Report"

• 9."Report on the Revision of the Company's Board Meeting Procedures"

• (II) Matters for Ratification:

  • (1) Approval of 2023 annual business report and final accounts.

  • (2) Approval of 2023 Earnings Allocation Proposal.

• (III) Matters for Election:

1. Election of Directors

• (IV) Other Matters:

1. Resolution to Lift Restrictions on New Director's Competition

• (V) Extraordinary Motions.

• II. Where there are descriptions of main contents required to be listed in reasons for convening this Shareholders’ Meeting pursuant to Article 172 of the Company Act, please visit Market Observation Post System (URL: https://mops.twse.com.tw/) and go to Basic Information\Electronic Books\Information on Annual Reports and Regular (Special) Shareholders' Meetings\Inquiry by Company Code or Short Name, Year\ “Reference for Various Proposals at Shareholders’ Meeting” or “Meeting Agenda and Complementary Meeting Information” for inquiry.

• III. Main Contents for Allotment of retained earnings of 2024 of this Corporation: It is proposed that the Cash Dividend of NTD 0.2 will be distributed per share held, and portions lower than NTD 1 will be round off by this Corporation following the carrying amount of the stock. The total of fractional shares will be recognized as Other Income of this Corporation and handled following ex-dividend date, issuance date and other relevant affairs set otherwise by the Chairman as authorized by the Board of Directors following resolution in this Regular Shareholders’ Meeting.

• IV. Register on transfer of shares will be suspended from April 28 to June 26, 2024 pursuant to Article 165 of the Company Act.

• V. This notice is delivered to you in addition to public announcement, with a copy of attendance card and power of attorney attached with an expectation of your attendance with time spared. Upon attendance in presence, please fill out and execute the attendance card on 2[nd] sheet for direct registration on site on the convening date. No reply via mail is required. Where a proxy is appointed for attendance, please fill out and execute the power of attorney on 2[nd] sheet and deliver to Department of Stock Affairs, Capital Securities Corporation, agency of Stock Affairs for this Corporation, 5 days prior to the meeting date, followed by the agency of stock affairs preparing an attendance card shown upon attendance of this Shareholders’ Meeting and delivering to your proxy.

• VI. Where the shareholders solicit proxies for attendance at this Shareholders’ Meeting, this Corporation will create the compiled statement of solicitation information by May 24, 2024 and disclose such statement on Securities & Futures Institute website. Investors may visit the website (URL: https://free.sfi.org.tw) and go to “Free Power of Attorney Inquiry” to enter search conditions for inquiry.

• VII. The institution responsible for statistics and verification of power of attorney copies for this Shareholders’ Meeting will be Department of Stock Affairs, Capital Securities Corp.

• VIII. Shareholders may exercise their voting rights in this Shareholders’ Meeting electronically in this Shareholders’ Meeting from May 25 to June 23, 2024. Please log on to Taiwan Depository & Clearing Corporation’s “Shareholder e-Vote” platform and complete voting following relevant instructions [URL: https://www.stockvote.com.tw].

To our Respectable Shareholder

Board of Directors, HOCHENG Corporation