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MOSA AGM Information 2023

Jul 14, 2023

52409_rns_2023-07-14_abc24a78-0a4c-40a7-9253-e448c5655745.pdf

AGM Information

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Mosa Industrial Corporation Meeting Notice of Annual General Shareholders’ Meeting

(Translation)

The 2023 Annual General Shareholders’ Meeting (the “Meeting”) of Mosa Industrial Corporation(the “Company”) will be convened at 10:00 a.m., Wednesday, June 28, 2023 at No.18, Kehu 3rd Rd., Huwei Township, Yunlin County, Taiwan. The attendance registrations will be accepted from 9:30 a.m. in the location of the meeting.

  • Ⅰ. The Agenda for the Meeting is as follows:

  • Report Items:

    • (1) 2022 Business Report.

    • (2) Audit Committee’s Review Report on the 2022 Final Accounting

      • Documents.
    • (3) Report on the Distribution of Compensation to Employees and Directors of 2022.

    • (4) Report on the Distribution for Cash Dividend of 2022 Earnings.

  • Ratifications:

    • (1) Proposal on the 2022 Business Report, Financial Statements and Earnings Distribution.
  • Discussions:

    • (1) Proposal on amendments to the Company’s “Articles of Incorporation”.

    • (2) Proposal on amendments to the Company’s “Rules of Procedure for Shareholders’ Meetings”.

  • Elections:

    • (1) Proposal to Overall re-election of the Company’s directors and independent directors.
  • Other Proposals:

    • (1) Proposal to lift non-competition restrictions on the Company’s newly elected directors and their representatives.
  • Extemporary Motions:

  • Ⅱ.The 2022 earnings distribution has been resolved by the Board of Directors meeting. Earnings distributed in cash dividends: NT$0.2 per share.

  • Ⅲ.There will be nine Directors (including four Independent Directors) elected at the Meeting, and election shall be conducted in accordance with the candidate nomination system. Related information is as follows:

  • Director Candidates: The-Hsin Wang, Kao Investment Corporation Representative: Mei-Li Tsai, Yongxin International Investment Co., Ltd. Representative: Wen-Hui Lin, Chao-Kao Chen, Ching-Jung Chen.

  • Independent Director Candidates: Feng-Tsung Cheng, Tzu-Ping Jen, Chung-Hung Liao, Chao-Li Chen.

  • Educational background and major experience of the candidates: please access to the Main page (English Version) of Market Observation Post System (TWSE MOPS) (https://emops.twse.com.tw/server-java/t58query) and click “Summary/ Shareholders' meetings & Dividends/ Summary of election of directors and supervisors conducted through the candidate nomination system, cumulative voting system, or block vote, and information of persons elected/ 2023” and search the Stock Code "4564" for further information.

  • Ⅳ. The main contents of this Annual General Meeting listed in the meeting notice, pursuant to Article 172 of the Company Act of the Republic of China, ; it also will be uploaded on the website, Market Observation Post System (TWSE MOPS) (https://emops.twse.com.tw/server-java/t58query). Please access to the Main page (English Version) and click “Electronics Books/Shareholders’ Meetings,” and enter the Stock Code "4564" and Year "2023, and then select the “Meeting Handbook” of Shareholders Information to query.

  • Ⅴ. Pursuant to Article 165 of the Company Act of the Republic of China, the shareholder register will be closed from April 30, 2023 to June 28, 2023.

  • Ⅵ. Other than the announcement on the website, Market Observation Post System (TWSE MOPS), the Shareholder's Attendance Card and Proxy Page are hereby provided. If Shareholder decide to attend the meeting in person, please sign or stamp on the "Attendance Card (the third page)" and bring it to the meeting venue on the day of the meeting. Shareholder may sign or seal in the "Proxy Statement (the fourth page)" to appoint a proxy in writing to attend the meeting on his or her behalf by executing a power of attorney. Please send out such written "Proxy Statement" tothe Company's Stock Registration and Transfer Service Agent, Grand Fortune Securities Co., Ltd.( 6F., No.6, Sec. 1, Zhongxiao W. Rd., Zhongzheng Dist., Taipei City, 100405, Taiwan R.O.C.) no later than fifth (5)th day prior to the meeting date to facilitate attendance and registration. After Transfer Agency

Department of Grand Fortune Securities Co., Ltd applying the registration seal on the entrusted Attendance Card, it will be sent to Shareholder or the appointed proxy for receipt, as proof of attendance at the shareholders' meeting. If Shareholder or the appointed proxyhas not received the Attendance Card one day before the meeting, please bring the ID card and stamp to the venue for attendance on the day of the meeting.

  • VII. If shareholders solicit proxies for the Annual General Meeting, the Company will compile a summary statement of proxy solicitation and disclose it in the website of Securities & Futures Institute (SFI) on May 26, 2023. Investors can access SFI's website (https://free.sfi.org.tw) for relevant information. For inquiries, please login the website and click “Free Inquiry System for Information Related to the Public Announcement of Proxy Form;” and then click “Enter for Inquiring Proxy Form, Public Announcement and Meeting Information” on the right hand side and input the conditions of inquiry accordingly.

  • VIII. This (2023) Annual General Meeting will adopt electronic voting as one of the methods for shareholders to vote for resolutions. For voting online, the STOCKVOTE platform of Taiwan Depositary and Clearing Corporation(TDCC) will be available at https://www.stockvote.com.tw/from May 27, 2023 to June, 25, 2023. Please login and vote in accordance with the instructions.

  • IX. The Transfer Agency Department of Grand Fortune Securities Co., Ltd. is the proxies tallying and verification institution for this AGM.

  • X. Please take notice of this matter accordingly.

To Shareholders

Board of Directors

Mosa Industrial Corporation