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HK AGM Information 2019

Jun 28, 2019

51886_rns_2019-06-28_43c13855-ecc6-4f32-a0a2-a2dc5a389b95.pdf

AGM Information

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HOLD-KEY ELECTRIC WIRE & CABLE CO.,LTD Meeting Notice for Annual Shareholders’ Meeting

1.

The 2019 general shareholders' meeting is scheduled at 9:00am on June 24 (Monday), at No.32, Jing-Jian 5th Road, Kuan Yin Industrial Estate, Taoyuan City.

The meeting agenda is as follows:

  • (1) Reports:

  • The 2018 Business Report

  • Supervisor's Review Report on the 2018 Financial Statements

  • The report of compensation of the employees, directors and supervisors for the year 2018.

  • Amendment to the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies

(2)Recognitions:

  • 1.Adoption of the 2018Business Report and Financial Statements

  • Adoption of the Proposal for 2018 Deficit Compensation

(3)Discussion-1:

  1. Amendment to the Company Corporate Charter (Articles of Incorporation)

  2. Amendment to the Rules of Procedure for Shareholder Meetings

  3. Amendment to the Rules for Director Elections

  4. 4.Amendment to the Operating Procedures for Trading Derivatives

  5. Amendment to the Operational Procedures for Acquisition and Disposal of Assets

  6. Amendment to the Operational Procedures for Loaning of Company Funds

  7. Amendment to the Operational Procedures for Endorsements and Guarantees

  8. To approve the proposal of cash distribution from capital surplus

(4) Elections:

The Eleventh Election of Directors

(5) Discussion-2:

Proposal for Release the Prohibition on Directors and representative from Participation in Competitive Business.

  • (6)Questions and Motions

2.

In accordance with Article 241 of the Company Act, the Company proposes a cash distribution of NT$72,259,405 from capital surplus in excess of par value of common shares issued to the registered shareholders on the record date, and the expected cash distribution will be NT$0.3 per share.

3.

In this election, 9 seats of Directors will be elected (including 3 seats of Independent Directors)

where the election of the Independent Directors will be held under the nomination system. Information on the education level and work experience of the candidates is accessible at:http://mops.twse.com.tw

4.

In this session, the motion of ending the prohibition of competition among the newly elected

Directors and their representatives pursuant to Article 209 of the Company Act will be discussed.

If any of the newly elected Directors is engaged in the business within the scope of the operation

of the Company for themselves or for a third party, we ask the General Meeting of Shareholders

to agree to ending the prohibition of competition of these Directors and their representatives.

5.

According to Article 165 of Company Act, the company will suspend the share registering process during April 26, 2019 to June 24, 2019.

6.

In addition to the announce from M.O.P.S., the company will mail the official notice of meeting, and one Power of Attorney in hoping that all shareholders could participate in the meeting. If joining in person, please send back the third page for registration or register in person on the meeting day. If entrusting others to participate in, please read and fill up carefully for the notes of Power of Attorney and send back the sixth page. Also, please send the required documents to our stock administration office 5 days before the meeting starts and use the voucher to attend the meeting.

7.

If any situation for the case of seeking the Power of Attorney in public, the latest upload for the company to submit to S.F.I. (Website:http://free.sfi.org.tw) will be on May 24, 2019. Please go on the website if requiring any further information. (Stock Code: 1618)

8.

2019 Annual Shareholders’ Meeting will adopt electronic voting as one of the methods to act the right of vote. The voting period: From May 25,2019 to June 21,2019. The voting instruction: Please go to the website〔http://www.stockvote.com.tw〕 and log in the “Stock Voting Area” of TDCC for further information, thank you.

9.

The tallying and verification institution of this meeting will be the Stock Affairs Department, Concord Securities Co.,Ltd.

Please kindly follow the related information and regulations above, thank you.

Sincerely yours,

Honorable Shareholders