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JENTECH AGM Information 2019

Jun 27, 2019

52359_rns_2019-06-27_a239f5c0-c0f1-4788-bb1e-5bde1e75e9d4.pdf

AGM Information

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Notice of 2019 Annual General Shareholders’ Meeting (Summary Translation)

The 2019 Annual General Shareholders’ Meeting (the "Meeting") of Jentech Precision Industrial Co., Ltd. (the "Company") will be convened at 9:00 a.m., Wednesday, June 12, 2019 at Jentech’s Headquarters (located at No.40, Keji 1st Rd., Guishan Dist., Taoyuan City 333, Taiwan R.O.C).

  1. The agenda of the Meeting is as follows:

  2. I. Report Items:

  3. (1) Business and Financial Report of 2018

  4. (2) Audit Committee's Review Report of 2018

  5. (3) 2018 Employees’ and Directors’ Compensation

  6. (4) Status Report of the Second Unsecured Corporate Bond

  7. (5) Investment in Mainland China

  8. (6) Other Report

  9. II. Recognition Matters:

  10. (1) Adoption of 2018 Business Report and Financial Statements

  11. (2) Adoption of the Proposal for Distribution of 2018 Earnings

  12. III. Discussion Items:

  13. (1) Amendments to the Articles of Incorporation

  14. (2) Amendments to the Operation Procedures of Acquisition or Disposal of Assets

  15. (3) Amendments to the Operation Procedures of Fund Lending

  16. (4) Amendments to the Operation Procedures of Endorsements and Guarantees

  17. (5) To approve the 2019 Employee Restricted Stock Awards

  18. IV. Election Items: Election of the company’s Directors

  19. V. Discussion Items:

  20. (6) Releasing the Directors from Non-competition Restrictions

  21. VI. Extemporary Motions

  22. The proposal for distribution of 2018 earnings is as follows:

Cash dividends to common shareholders: Totaling NT$426,919,345. Each common share holder will be entitled to receive a cash dividend of NT$3.6 per share.

  1. Directors Election:

  2. I. There will be eleven Directors (including three independent directors) elected at the Meeting.

  3. II. The Company adopted the candidates nomination system for electing the directors. The list of the candidates is:【Directors: Tsung-Hsin Chao, Yung-Chang Chao, Chien-Tsai Chang (Hsin-Chong International Co., LTD), Chung-Hui Hsu (HsinChong International Co., LTD), Chin-Lung Lin (Heng-Shan Co., LTD), Kuo-Tung Lu (Heng-Shan Co., LTD),Chiung-Hsi Dung (Avy Precision Technology Inc), Wei-Pang Liu】;【Independent Directors: Tsung-Nan Tsai, Te-Chang Yao, Stephanie Chang】

  4. III. Education and experience of the candidates please visit the website at 【http://mops.twse.com.tw】.

  5. For more information about the 2019 Employee Restricted Stock Awards, please refer to the handbook of the Meeting.

  6. According to Article 172 of the Company Act, relevant information please visit the website at【http://mops.twse.com.tw】.

  7. Pursuant to Article 209 of the Company Act, it was proposed to release the noncompetition restriction on the directors. Detailed list of the relevant directors’ positions in other companies will be announced on a board to be placed at the venue of the Meeting after the election.

  8. Each attending notification and proxy form will be attached in the meeting notice. If the shareholder is attending the meeting in person, please sign or stamp on the attending notification and carry it to the check-in desk on the day of the meeting. However, in the case that an agent is entrusted to attend the meeting, the shareholders shall sign or stamp on the proxy and after the shareholders personally fills out the name and address of the agent, the proxy shall be delivered to the Transfer Agency Department of CTBC Bank Co., Ltd at least 5 days prior to the day of the meeting. The signed proxy will serve as the sign-in card for agents to represent your vote at the meeting.

  9. If a proxy is solicited by the shareholders, Jentech is required to compile details on the proxy solicitation parties and disclose such information on the Securities & Futures Institute (SFI) website no later May 10, 2019. Shareholders can make queries on proxy

solicitation parties by access to the "Free proxy disclosure & related information system" (http://free.sfi.org.tw), via the "proxy disclosure and meeting notices" search page.

  1. Shareholders may exercise their voting rights through the STOCKVOTE platform of Taiwan Depository & Clearing Corporation (http://www.stockvote.com.tw) during May 13, 2019 to June 9, 2019.

  2. The proxy tallying and verification institution for this annual shareholders’ meeting is Transfer Agency Department of CTBC Bank Co., Ltd.

Board of Directors

Jentech Precision Industrial Co., Ltd