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PSC Proxy Solicitation & Information Statement 2020

Jun 29, 2020

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

Meeting Notice of

2020 General Shareholders’ Meeting

  1. The 2020 General Shareholders’ Meeting (“the Meeting”) will be held on June 19, 2020, 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. 2019 Business Report
  4. 2019 Audit Committee's Review Report
  5. 2019 Remuneration of Employees and Directors
  6. Items to be Adopted
  7. Adoption of the 2019 business report, consolidated financial statements and financial statements
  8. Adoption of the Proposal for the 2019 earnings distribution
  9. Items for Discussion
    1. Amendment to the Articles of Incorporation , Please proceed to vote.
    2. The proposal of issuance of new shares through capitalization of retained earnings,and invites discussion.
    3. Abolition of the procedures for engaging in derivatives trading,and invites discussion.
    4. The amendment of the “Procedures for Acquisition or Disposal of Assets”,and invites discussion.
    5. Discuss to release the directors from non-competing restrictions.
  10. Extraordinary Motions

  11. Shareholder Dividends to be distributed:

Proposed cash dividend is $1,372,390,028, which is equivalent to $1.00 per share.Proposed stock dividend is $274,478,010, which is equivalent to $0.2 per share. Each common shareholder with 1,000 shares will be entitled to receive 20 shares. 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. In order to meet the needs of overseas development, Board Chair, Lin,KUAN-CHEN was appointed as the director of the joint venture Jin Yuan President Securities Corporation Limited.,According to Article 209 of the Company Low, approve the proposal of release the directors from non-competing restrictions.
  2. In accordance with Article 165 of the Company Law, the transfer of shares will be suspended during the period of April 21, 2019 to June 19, 2020.
  3. 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.
  4. 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 19, 2020. On this website, simply click the section entitled “Proxy Statement Information Free Inquiry System” and then proceed to enter your query parameters.
  5. For any shareholder intending to excise the voting power by way of electronic transmission during the excise period from May 20 to June 16, 2020 please login https://www.stockvote.com.tw, the website of Taiwan Depository and Clearing Corporation, for operation manual.
  6. The statistical verification agency for the power of attorney of the company's shareholders' meeting is the President Securities Corp..
  7. 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)
  8. Please be advised of the aforementioned.

Sincerely,

The Board of Directors

President Securities Corp.