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K LASER — AGM Information 2021
Jul 9, 2021
52100_rns_2021-07-09_590fd0dc-62fb-4be4-95e7-3bacb167c9c7.pdf
AGM Information
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K LASER TECHNOLOGY INC.
Notice of 2021 Annual General Shareholders’ Meeting
(Summary)
Time of Meeting : May 28, 2021(Friday) at 9:00 am Location of Meeting : GIS HSP Convention Center Edison, 2F, No.1, Gongye E. 2nd Rd., East Dist., Hsinchu City 300, Taiwan(R.O.C.)
Report Items
(1). To Report the business of 2020.
Description: Please refer to the Meeting Handbook.
(2). Audit Committee’s review report.
Description: Please refer to the Meeting Handbook.
(3). To report 2020 employee’s profit sharing bonus and directors’ compensation.
Description:
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In accordance with Article 32 of the Corporation Bylaws, if the company makes profit in this year, it shall allocate 4% to 8% of the net profit before tax as remuneration for employees and no more than 2% as remuneration for directors, and the board of directors shall decide to distribute the case and submit it to the shareholders' meeting for report. However, if the company still has accumulated losses, it shall reserve the compensation amount in advance, and then allocate the remuneration of employees and directors according to the proportion mentioned in the preceding paragraph.
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Through the resolution of the Board of Directors, 8% of employees' remuneration accrued as NT$ 13,370 thousand in total and 2% of directors' remuneration accrued as NT$ 3,342 thousand in 2020, were paid in cash.
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(4). To report 2020 cash dividend.
Description:
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The Corporation Bylaws of the Company authorize the board of directors to resolve to distribute profit in cash after the end of each quarter.
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In the first 3 quarters of 2020, the Company did not distribute cash dividends. In the 4th quarter, the board of directors resolved that the cash dividends distributed to shareholders amounted to NT$ 144,220 thousand, that is, NT$ 0.96 per share.
(5). To report the issuing of domestic secured convertible corporate bonds.
- Description: In order to repay the bank loans and strengthen the financial structure, the Company has issued NT$ 600 million in total, and the number of issued shares is 6000, NT$ 100,000 per share, which is issued at 101% of the face value. The 6th domestic secured convertible corporate bonds with an issue period of 5 years have been traded on the counter of securities firms since March 24, 2021.
(6). To report the execution status of treasure stocks of 2020.
Description: Please see the table below:
| Item | Repurchase Purpose |
Scheduled Repurchase Number of Shares |
Repurchase Method |
Scheduled Repurchase Interval Price |
Actual Repurchase Period |
Actual Repurchase Number of Shares |
Actual Repurchase Total Amount |
Average Cost of Actual Repurchase |
|---|---|---|---|---|---|---|---|---|
| The 27th times |
Transfer Shares toEmployee |
6,000,000 Shares |
Market Repurchase |
9.10~ NT$24.31 |
109/3/16~ 109/5/15 |
6,000,000 Shares |
77,891,133 | NT$ 12.98 |
2. Ratification Items
(1). To accept 2020 Business Report and Financial Statements.
“Board of Directors propose”
Description: The Company's financial statements in 2020 and business report please refer to the Meeting Handbook.
(2). To accept 2020 earnings distribution.
“Board of Directors propose”
Description: The Company's 2020 disposition of net profit please refer to the Meeting Handbook.
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3. Discussion Items
(1). To revise the “Corporation Bylaws” of the Company.
“Board of Directors propose”
Description: To cooperate with the practical needs of the Company, it is proposed to revise the Corporation Bylaws. Please see this Meeting Handbook for the Provision Comparison Table Before/After Revision of Corporation Bylaws..
Rules of Procedure for Shareholder Meeting
(2). Revise “Rules of Procedure for Shareholder Meeting” of the Company.
“Board of Directors propose”
Description: To cooperate with the practical needs of the Company, it is proposed to revise the Rules of Procedure for Shareholder Meeting. Please see this Meeting Handbook for the Provision Comparison Table Before/After Rules of Procedure for Shareholder Meeting.
(3). Issue New Shares Restricting Employees' Rights.
“Board of Directors propose”
Description:
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In order to retain and attract the professional talents required by the Company, motivate employees and enhance the centripetal force of employees, and create the common interests of the Company and shareholders, the Company plans to issue new shares with restricted employees' rights in 2021 in accordance with Article 267 of the Company Law and the "Guidelines for the Offering and Issuance of Securities by Publisher" issued by the Financial Supervisory Commission.
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The issuance of new shares with restricted employees' rights, related restrictions and important agreed matters , Please see this Meeting Handbook.
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