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Nan Ya Printed Circuit Board Corporation — Proxy Solicitation & Information Statement 2026
Apr 11, 2026
52712_rns_2026-04-11_39dfa140-527f-4fd6-962a-ffe20b1503ac.pdf
Proxy Solicitation & Information Statement
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Nan Ya Pritend Circuit Board Corporation
Notice of the 2026 Annual Shareholders’ Meeting
Time: 9:00 a.m., Thursday, May 14, 2026
Venue: No. 338, Sec.1 Nankan Rd., Luchu Dist., Taoyuan City, Taiwan
(Located at the Company’s Jinshing Campus)
- The annual Shareholders’ meeting will be held physically with the assistance of video chat by using the video conferencing platform provided by Taiwan Depository & Clearing Corporation (TDCC). (https://www.stockvote.com.tw). Please refer to notification I for relevant notices and description.
- Shareholders who intend to attend the meeting via video chat must register on the TDCC Voting Platform – shareholders’ meeting video conferencing platform between April 13, 2026 and May 11, 2026.
For shareholders’ reference
I. The agenda for the Meeting is as follows:
-
Report Items:
(1) 2025 Business Report.
(2) Audit Committee’s Review Report on the 2025 Financial Statements.
(3) Distribution of 2025 Employees’ Compensation.
(4) Distribution of 2025 Cash Dividends. -
Ratification Items
(1) 2025 Business Report and Financial Statements.
(2) Proposal for Distribution of 2025 Profits. -
Election matters (Directors and Independents Directors)
-
Discussion Items
(1) Appropriateness of releasing the newly elected Directors from non-competition restrictions. -
Extraordinary Motions
II. The Board of Directors has resolved to distribute a cash dividend of NT$2 per share. The distribution date will be determined by the Board of Directors upon setting the record date.
III. Shareholders may exercise their voting rights electronically for this Annual Shareholders’ Meeting from April 13, 2026 to May 11, 2026 via the TDCC “Shareholder e-Services” platform (https://stockservices.tdcc.com.tw). Please follow the relevant instructions to cast your vote.
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IV. Registration for the shareholders' meeting will commence at 8:30 a.m. on May 14, 2026. Shareholders or their proxies shall present attendance certificates, sign-in cards, or other identification documents for admission. Solicitors of proxies are required to present identification documents for verification.
V. If any shareholder solicits proxies for this Annual Shareholders’ Meeting, the Company will compile the relevant solicitation information and upload it to the Securities & Futures Institute (SFI) website (https://free.sfi.org.tw) on April 13, 2026. Shareholders may visit the website and enter the Company’s stock code “8046” to access such information.
VI. 6 Directors and 3 Independent Directors will be elected at this Annual Shareholders’ Meeting. The candidate nomination system will be adopted in accordance with applicable laws and regulations. The list of candidates, as proposed by the Board of Directors, is provided in the attachment for reference.
VII. The Notice of Attendance and the Proxy Form are enclosed. Shareholders who intend to attend the meeting in person should sign or affix their seal on the Notice of Attendance (no need to return it) and bring it to the meeting. Shareholders who appoint a proxy should sign or affix their seal on the Proxy Form, provide the name and address of the proxy, and deliver it to the Company’s Stock Affairs Department at least 5 days prior to the meeting to facilitate the issuance of an attendance card to the proxy.
VIII. The Company’s Stock Affairs Department will be responsible for the verification of proxy forms.
IX. For details of the proposals, please refer to the Market Observation Post System (MOPS) (https://mops.twse.com.tw). Please select “Electronic Books” → “Shareholders’ Meetings” and enter the Company’s stock code “8046” and the year “2026”.
X. Notice is hereby given.
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Notification
I. If there is any change to your mailing address, please ensure that the updated information is received by the Company no later than May 21, 2026, to facilitate administrative processing.
II. Shareholders who intend to attend the Annual Shareholders’ Meeting in person should sign or affix their seal on the Notice of Attendance and complete registration at the meeting venue. Shareholders who appoint a proxy should sign or affix their seal on the Proxy Form, provide the name and address of the proxy, and deliver it to the Company’s Stock Affairs Department at least five days prior to the meeting to facilitate the issuance of an attendance card to the proxy.
III. Cash dividends will be distributed after the Board of Directors determines the record date. All cash dividends will be remitted by bank transfer. The “Application Form for Registration of Cash Dividend Remittance Account” is enclosed. Please verify the account information. If no change is required, the form need not be returned. If any amendment is required, please complete the relevant section, affix your registered seal, and return the form to the Company by May 21, 2026.
IV. Shareholders who need to reapply for attendance documents should do so at the meeting venue prior to the meeting.
V. Shareholders attending the meeting via video conference may exercise their voting rights from the time the Chairperson announces the commencement of the meeting until the voting deadline is announced. Failure to vote within the prescribed period shall be deemed an abstention. Shareholders may submit questions in writing for each agenda item, limited to two questions per item, with each question not exceeding 200 words. For platform operation instructions, please refer to the website of the Taiwan Depository & Clearing Corporation.
VI. Shareholders who have inquiries regarding registration, check-in, connection methods, or platform operation for video participation may contact 02-2718-9898. The Company shall not be liable for any failure, delay, or inability to access the live broadcast, submit questions, or exercise voting rights due to internet connectivity or equipment issues on the shareholder’s side. Shareholders are advised to exercise their voting rights electronically in advance or attend the meeting in person if they have concerns.
VII. If, prior to the commencement of the meeting as announced by the Chairperson or during the meeting, any natural disaster, incident, or other force majeure event results in a disruption of the video conferencing platform or participation via video conference, rendering the meeting unable to be convened or continued, and the number of shares present, excluding shares represented by shareholders attending
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via video conference, still meets the statutory quorum, the meeting shall continue in accordance with Article 44-20, Paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, without postponement or further continuation arrangements.
VIII. Shareholders attending the meeting via video conference are requested not to distribute or share the live broadcast URL, nor record the meeting by any recording devices or software, in order to protect the rights of participants.
The related information of the Director and Independent Director Candidates
I. The 6 Director Candidates:
| Name | Education | Major Experience | Shareholding (Share) |
|---|---|---|---|
| Wen-Yuan Wong | |||
| Representative of | |||
| Nan Ya Plastics Corp. | Master of Industrial Engineering, | ||
| University of Houston, U.S.A. |
Bachelor of Chemical Engineering,
University of Houston, U.S.A | Current Appointment:
Chairman of Formosa Taffeta Co., Ltd.
Chairman of Formosa Resources Corp.
Chairman of Nan Ya Plastics Corp., U.S.A
Chairman of Nan Ya Plastics Corp., America
Chairman of Nan Ya Plastics Corp., Texas
Chairman of Chang Gung University
Chairman of Ming Chi University of Technology
Chairman of Chang Gung University of Science and Technology
Chairman of Wang Jhan Yang Charitable Foundation
Managing Director of Formosa Idemitsu Petrochemical Corp.
Director of Formosa Plastics Corp. | 432,744,977 |
| Name | Education | Major Experience | Shareholding (Share) |
|---|---|---|---|
| Director of Nan Ya Plastics Corp. | |||
| Director of Formosa Chemicals & Fibre Corp. | |||
| Director of Formosa Petrochemical Corp. | |||
| Director of Nan Ya Technology Corp. | |||
| Director of Nan Ya PCB Corp. | |||
| Director of Formosa Sumco Technology Corp. | |||
| Director of Formosa Advanced Technologies Co., Ltd. | |||
| Director of Mai-liao Power Corp. | |||
| Director of Formosa Heavy Industries Corp. | |||
| Director of Formosa Plastics Transport Corp. | |||
| Director of Formosa Ineos Chemicals Corp. | |||
| Director of Formosa Ha Tinh Steel Co., Ltd. | |||
| Director of Formosa Plastics Corp., U.S.A | |||
| Director of Formosa Plastics Corp., America | |||
| Director of Chang Gung Medical Foundation | |||
| Director of Straits Exchange Foundation | |||
| Head of Standing Member of Wang Jhan Yang | |||
| Charitable Trust Fund | |||
| Experiences: | |||
| Chairman of Chinese National Federation of Industries | |||
| Chairman of Taiwan Textile |
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| Name | Education | Major Experience | Shareholding (Share) |
|---|---|---|---|
| Federation, R.O.C. | |||
| Chairman of Formosa Chemicals & Fibre Corp. | |||
| President of Formosa Chemicals & Fibre Corp. | |||
| Chairman of Formosa Advanced Technologies Co., Ltd. | |||
| Chairman of Mai-liao Power Corp. | |||
| President of Mai-liao Power Corp. | |||
| Chairman of Formosa Idemitsu Petrochemical Corp. | |||
| Chairman of Formosa Ineos Chemicals Corp. | |||
| Chairman of Formosa Ha Tinh Steel Co., Ltd. | |||
| Director of Formosa Plastics Marine Corp. | |||
| Director of Industrial Technology Research Institute | |||
| Chia-Chau Wu | |||
| Representative of Nan Ya Plastics Corp. | Bachelor of Business Administration, National Chengchi University | Current Appointment: | |
| Chairman of Nan Ya Plastics Corp. | |||
| Experiences: | |||
| Chairman of Nanya Technology Corp. | |||
| Chairman of Nan Ya PCB Corp. | |||
| President of Nan Ya Plastics Corp. | 432,744,977 | ||
| Ming-Jen Tzou | |||
| Representative of Nan Ya Plastics Corp. | Department of Chemical Engineering, Taipei Junior College of Technology | Current Appointment: | |
| Chairman of Nan Ya PCB Corp. | |||
| Chairman of Nanya Technology Corp. | |||
| President of Nan Ya Plastics Corp. | |||
| Experiences: | |||
| Executive Vice President of Nan Ya Plastics Corp. | 432,744,977 |
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| Name | Education | Major Experience | Shareholding (Share) |
|---|---|---|---|
| Lien-Jui Lu | Department of Chemical Engineering, Taiwan Institute of Technology | Current Appointment: Acting President of Nan Ya PCB Corp. | |
| Experiences: Vice President of Nan Ya PCB Corp. | |||
| Associate Vice President of Nan Ya PCB Corp. | 0 | ||
| Kuo-Lung Chen | Department of Materials Science, Feng Chia University | Current Appointment: Acting Vice President of Nan Ya PCB Corp. | |
| Experiences: Associate Vice President of Nan Ya PCB Corp. | |||
| Director of Sales Division of Nan Ya PCB Corp. | 0 | ||
| Mao-Sung Huang | Department of Automation Engineering, Taipei Junior College of Technology | Current Appointment: Acting Vice President of Nan Ya PCB Corp. | |
| Experiences: Associate Vice President of Nan Ya PCB Corp. | |||
| Plant Manager of Nan Ya PCB Corp. | 0 |
II. The 3 Independent Directors Candidates:
| Name | Education | Major Experience | Shareholding (Share) |
|---|---|---|---|
| Shyur-Jen Chien | Master of Science in Chemical Engineering, Massachusetts Institute of Technology, U.S.A. | Current Appointments: Chairman of Fuzhu Construction Co., Ltd. | |
| Independent Director of Wistron Corp. | |||
| Independent Director of Zhaojie Technology International Co., Ltd. | |||
| Director of Giantec Semiconductor Corp. | |||
| Experience: Chairman of Vanguard International Semiconductor Corp. | 0 |
| Name | Education | Major Experience | Shareholding (Share) |
|---|---|---|---|
| Shui-Chi Chuang | Master of Economics, Chinese Culture University | Experience: Director-General of Customs Administration, Ministry of Finance Deputy Director-General of Customs Administration, Ministry of Finance Director of Taipei Customs, Customs Administration, Ministry of Finance | 0 |
| Tzu-Han Yang | Ph.D. in Economics, University of California, Davis, U.S.A. | Current Appointments: Independent Director of Trade-Van Information Services Co., Ltd. Adjunct Professor of National Taipei University Experience: Director of Securities and Futures Institute Director of Chinese Fiscal Association Chair of Department of Economics, National Taipei University Professor of National Taipei University Associate Professor of National Taipei University | 0 |
(This English translation is prepared in accordance with the Chinese version and is for reference purposes only. If there are any inconsistencies between the Chinese version and this translation, the Chinese version shall prevail.)