PSC — Proxy Solicitation & Information Statement 2019

Dec 19, 2019

Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.

Meeting Notice of

2019 General Shareholders’ Meeting

1. The 2019 General Shareholders’ Meeting (“the Meeting”) will be held on June 18, 2019, at 9:00am, at B1, No.8 Dongxing Road, Song Shan District, Taipei City. The key items to be addressed in the meeting are as follows:
2. Report Items
3. 2018 Business Report
4. 2018 Audit Committee's Review Report
5. 2018 Remuneration of Employees and Directors
6. The Result of Treasury Share Repurchase Program
7. Items to be Adopted
8. 2018 Business Report ,Consolidated Financial Statements and Financial Statements
9. 2018 Earnings Distribution Proposal
10. Items for Discussion
    1. Amendment to the Articles of Incorporation.
    2. Amendment to the “Procedures for the Acquisition or Disposal of Assets.”
    3. Amendment to the “Operating Procedures for Endorsement and Guarantee.”
11. Election Items:

The by-election for the vacant position of the 11th board of Directors.

• 1. Extraordinary Motions

• Shareholder Dividends to be distributed:

Proposed cash dividend is $959,395,340, which is equivalent to $0.69 per share.It is proposed to authorize The record date for distribution will be decided by the Board of Directors as authorized. It is proposed to authorize the Board of Directors to adjust the amount per share to be distributed to shareholders based on the number of actual shares outstanding on the record date for distribution.in the event that the total number of outstanding shares changes.

1. The company should be elected to one of the directors this time.
2. The list of candidates for the nomination system for this director's by-election is as follows:

Director: Representative of Kai Nan Investment Co., Ltd.: Chen Yi-Ling,

if investors want to check their academic experience and other relevant information, please go to the Market Observation Post System (website: http://mops.twse.com.tw/mops/web/t146sb10).

1. In accordance with Article 165 of the Company Law, the transfer of shares will be suspended during the period of April 20, 2019 to June 18, 2019.
2. In addition to a public announcement, a meeting notice and proxy statement has been mailed to you. If you wish to attend the meeting in person, please fill out the Personal Attendance Notice and the Attendance Signature Card and bring these two forms with you and appear at the Meeting at the time and place mentioned above. If you would like to assign a proxy to represent you at the Meeting, please fill out the Proxy Statement and the Signature Card, and mail them back to President Securities Corp. at least 5 days before the Meeting. Once the signatures on the forms have been verified, the Signature Card will be stamped and returned and the shareholder or the shareholder’s representative will then be authorized to attend the Meeting.
3. For any shareholder intending to solicit proxy statements, our Company will have the necessary information uploaded to the Securities and Futures Institute website (http://free.sfi.org.tw) on May 17, 2019. On this website, simply click the section entitled “Proxy Statement Information Free Inquiry System” and then proceed to enter your query parameters.
4. For any shareholder intending to excise the voting power by way of electronic transmission during the excise period from May 18 to June 15, 2019 please login https://www.stockvote.com.tw, the website of Taiwan Depository and Clearing Corporation, for operation manual.
5. If an election is to be held during the Meeting, the entity to be in charge of inspecting the proxy votes will be Shareholder Services Dept., President Securities Corp.
6. If there is a stipulation in Article 172 of the Company Law that should list and explain the main contents of the convening, please go to the Market Observation Post System (website: http://mops.twse.com.tw)
7. Please be advised of the aforementioned.

Sincerely,

The Board of Directors

President Securities Corp.