HNFHC — AGM Information 2020

Jul 15, 2020

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Hua Nan Financial Holdings Co., Ltd. (the “Company”) Notice of 2020 Annual General Shareholders’ Meeting (Summary Translation)

To： The Shareholders

• Subject： The Company is to hold the 2020 Annual General Shareholders’ Meeting (the “AGM”) at 9:00 a.m. on Friday, June 19, 2020 at No.123, Songren Rd., Xinyi District, Taipei City. The registration begins at 8:30 a.m. at the same location of AGM.

Details：

• A. This Notice is issued according to the resolutions made by the 10[th] and 11[th] meetings of the Board of Directors of the Company.

B. Agenda：

1. Management Presentation (Company Reports)：

2. (1) The Company's 2019 business report.

3. (2) The Audit Committee's review report on the 2019 Financial Statements.

4. (3) The Company's Report on Remuneration Distribution of Employees and Directors for 2019.

5. (4) The report on rationale and relevant matters on the unsecured corporate bonds of 1[st] issued in 2019.

6. Matters for Ratification ：

7. (1) Ratification of the 2019 business report and financial statements.

8. (2) Ratification of the Proposal for Distribution of 2019 Profits.

9. Matters for Discussion：

10. (1) Issue new shares through capitalization of the 2019 earnings.

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  - (2) Release the prohibition on Directors from Participation in Competitive Business.

1. Questions and Motions

2. C. The 2019 profits of the Company proposed by the Board of Directors to be distributed are as follows：

3. Cash dividends：

NTD 0.5603 per share; the aggregate amount of cash dividends is NTD 6,820,386,322.

1. Stock dividends：

   • NTD 0.5603 per share (56.03 shares per one thousand shares to be distributed) ; the aggregate amount of stock dividends is NTD 6,820,386,320.

2. D. The proposal for releasing the prohibition on directors from participation in competitive business activities according to Article 209 of the Company Act.

3. E. The entries in the shareholders’ register book for share transfer shall be suspended from April 21, 2020 to June 19, 2020 according to Article 165 of the Company Act.

4. F. This Notice and a Proxy are enclosed. If the Shareholder is to attend the AGM in person, please sign or affix seal to this Notice and bring it to the AGM for attendance; if the Shareholder is to appoint a proxy to attend the AGM, please sign or affix seal to the Proxy and fill in the name of the Proxy in person, and then send the Proxy to the stock affairs agent of the Company at least 5 days prior to the date of AGM. The stock affairs agent will then issue the attendance slip to such proxy. (Mail to：Department of Stock Affairs Agent, Hua Nan Securities Co., Ltd. at 4F, No.54, Sec. 4, Minsheng E. Rd., Taipei City)

5. G. Shareholders may exercise their voting rights via electronic platform from May 20, 2020 to June 16, 2020 for this AGM. Please log in to “E-Voting Platform for AGM” of Taiwan Depository and Clearing Corporation website at https://www.stockvote.com.tw and follow relevant instruction.

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• H. If there is public solicitation of proxy by shareholders, the Company will publish the information of solicitation on the website of Securities and Futures Institute on May 19, 2020. Shareholders may access the information via the “Proxy Information Free Search System” at https://free.sfi.org.tw. Please follow the instructions provided on the website to cast the vote.

• I. During the spread of COVID-19, shareholders are advised to use “E-Voting Platform for AGM” to exercise their voting rights in the form of electronic voting. If any shareholders would still like to attend the AGM in person, they shall wear surgical masks at all times and agree to have temperatures taken. Any shareholders： (1) without surgical masks or (2) with forehead temperature ≥37.5 °C or ear temperature ≥38 °C measured twice, shall not be allowed into the shareholder meeting venue.

Sincerely Yours,

Board of Directors

Hua Nan Financial Holdings Co., Ltd.

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