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MEGA FHC — Proxy Solicitation & Information Statement 2026
May 18, 2026
52217_rns_2026-05-18_813f13a2-c054-41d7-b5ca-faa207e45bf2.pdf
Proxy Solicitation & Information Statement
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Meeting Notice
Mega Financial Holding Co., Ltd.
2026 Annual General Shareholders’ Meeting
(Summary Translation)
The 2026 Annual General Shareholders’ Meeting (the “Meeting”) of Mega Financial Holding Co., Ltd. (the “Company”) will be held on 13/F, Jilin Bldg. of Mega International Commercial Bank (the “Bank”), No. 100, Jilin Road, Taipei, Taiwan at 9:00 a.m. on Thursday, June 18, 2026. The check-in process for shareholders will start at 8:30 a.m. on 1F, No. 100, Jilin Road, Taipei, Taiwan.
- The agenda of the Meeting is as follows:
A. Report Items
(1) 2025 Business Report.
(2) The Audit Committee’s Review Report on 2025 Business Report, Consolidated Financial Statements and the Proposal for Distribution of 2025 Earnings.
(3) The Company’s issuance of Corporate Bonds in 2025.
(4) Communication between Audit Committee members and Chief Internal Auditor.
(5) The Distribution of Directors' and Employees' Remuneration for 2025.
(6) The Company’s 2025 transaction report with related parties.
(7) Report on the promulgation of relevant laws and regulations governing the holding of voting shares in the same financial holding company in excess of certain percentage by the same person or same affiliated party.
B. Matters for Ratification
(1) 2025 Business Report and Consolidated Financial Statements.
(2) The Proposal for Distribution of 2025 Earnings.
C. Matters for Discussion
(1) Amendment to the Company's “Procedures for Acquisition or Disposal of Assets”.
(2) Proposal of Releasing the Prohibition on Directors from Participation in Competitive Business.
D. Questions and Motions
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The distribution of 2025 profits as proposed by the Board of Directors is NT$1.75 per share in cash with an aggregate amount of NT$25,958,411,994.
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Pursuant to Article 209 of the Company Act, it is proposed to release the prohibition on the following Directors from participation in competitive business. For details, please refer to the Handbook of the Annual General Shareholders’ Meeting.
| Position | Name of Director | Company | Concurrent Post |
|---|---|---|---|
| Chairman | Ray Beam Dawn | ||
| (Representative of the Ministry of Finance, R.O.C.) | Taiwan Stock Exchange Corporation | Director |
- For shareholders who decide to attend the meeting in person, please sign in or stamp seal on the attendance form and bring the form along to the venue of the meeting for registration. For shareholders who intend to attend the meeting by proxies, please sign in or stamp seal on the proxy form and fill in the name and address of the proxies personally, and have the proxy form returned to the Company’s registrar and transfer agent Yuanta Securities Company, at least 5 days prior to the meeting date so that Yuanta Securities Company is able to deliver the attendance form to the consigned agent in time. Proxy agents who intend to participate virtually should fill out a letter of intent to attend shareholders’ meetings via video conferencing, and send it to Stock Transfer Agent Yuanta Securities Co., Ltd. for registration; the letter of intent should arrive before June 15, 2026 at 04:00 p.m.
The completed proxy form shall be returned to :
Yuanta Securities Company
(The Registrar & Transfer Agency Department)
B1F, No. 67, Sec. 2, Dunhua S. Rd., Da'an Dist., Taipei City, 106045, Taiwan R.O.C.
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The Registrar & Transfer Agency Department, Yuanta Securities Co., Ltd. has been appointed as the agent for proxy tallying and verification.
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If there is public solicitation of proxy, the Company will publish such
information on the website of Securities and Futures Institute no later than May 18, 2026. For such information, shareholders may visit the website https://free.sfi.org.tw and use its “Proxy Information Free Search System” and then enter relevant search conditions.
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The main content of the 2026 Annual General Shareholders’ Meeting, besides those which are listed on the meeting notice as required by Article 172 of the Company, will be disclosed on the Market Observation Post System’s website (https://mops.twse.com.tw). Please click on electronic books/annual report and annual general shareholders’ meeting on the MOPS website for acquiring more details.
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Voting rights of the Meeting may be exercised via electronic means from May 19, 2026 to June 15, 2026. Please log in the “Electronic Voting Platform for Shareholders” of the Taiwan Depository and Clearing Corporation (website: https://stockservices.tdcc.com.tw), and vote according to the relevant instructions.
Board of Directors
Mega Financial Holding Co., Ltd.
This document is prepared in accordance with the Chinese version and is for reference only. In the event of any discrepancy between the English version and the Chinese version, the Chinese version shall prevail.