MERCURIES — AGM Information 2018

Jul 5, 2018

Meeting Notice of 2018 Annual Shareholders’ Meeting

Time: 9:00 a.m., Friday, June 22, 2018

Place: 20F, No. 145, Section 2, Jianguo North Road, Taipei City (Mercuries & Associates Building)

Agenda

• I. : Report Items

  • (1) 2017 business report

  • (2) Supervisor's review report of 2017 audited financial statements

  • (3) To report 2017 directors’, supervisors’, and employees’ compensation

  • (4) Status report of endorsement and guarantee in 2017

  • (5) To report the amendment to the Rules and Procedures of Board of Director Meetings

  • (6) To report the amendment to the Corporate Governance Best Practice Principles

  • (7) To report the amendment to the Corporate Social Responsibility Best Practice Principles

  • (8) To report the amendment to the Ethical Corporate Management Best Practice Principles

  • (9) To report the amendment to the Codes of Ethical Conduct

II. Ratification Items:

• (1) To approve 2017 Business Report and Financial Statements

• (2) To approve the proposal for distribution of 2017 earnings

• III. Discussion Items:

  • (1) To comply with the standards for listing pertaining to stock dispersion of Simple Mart Retail Co. Ltd. (Simple Mart), the Company had proposed to sell some shares of Simple Mart and waive its right to subscribe to shares issued by Simple Mart for capital increase by cash

  • (2) To amend the Articles of Incorporation

  • (3) To amend the Rules and Procedures of Shareholders Meeting

  • (4) To amend the Rules for Election of Directors and Supervisors (5) To amend the Procedures for Acquisition and Disposal of Assets

  • (6) To amend the Procedures for Endorsement and Guarantee

  • (7) To amend the Procedures for Lending Funds to Other Parties (8) The issuance of new shares through capitalization of earnings

• IV. Directors Election:

  • (1) Election of 9 directors (including 3 independent directors) of the 19th Board of Directors

• V. Extraordinary Motions

• VI. Meeting Adjourned

Board of Directors

Mercuries & Associates Holding, LTD.