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RECHI AGM Information 2019

Jul 2, 2019

52399_rns_2019-07-02_0f6e664c-a5d4-48f8-9d9f-98e27b2437cc.pdf

AGM Information

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10366

B1, No. 210 Chengteh Road, Sec. 3, Tatung District, Taipei City

Rechi Precision Co., Ltd. Agent for stock affairs

Yuanta Securities Co., Ltd. Agent For Stock Affairs Section Telephone: (02)-2586-5859 (Special line to tender services) Website: http://www.yuanta.com.tw

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Domestic postage
Prepaid
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Taipei Postal Office Permit No. (Taipei)-999

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Domestic mail letter
Ordinary
Expedited
Registered
Contains meeting
notice, open at once
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The personal information collected by the Agent For Stock Affairs is to be processed and utilized within the scope of stock affairs and will be duly archived within the time limit as set forth under the laws and ordinances or agreements which concern it/them. Please feel free to contact the Agent For Stock Affairs Section whenever you intend to exercise the shareholders’ equity.

Attn.: Shareholder Securities code: 4532 (290)

1

Attendance record Number:

Attendance record Number: Attendance record Number:
※A shareholder who signs on both
the notice for the meeting and the
proxy is deemed as intending to attend
the meeting in person. A shareholder
who hands over the proxy to his or her
solicitor(s) or proxy is deemed as
intending to participate in the meeting
through his or her proxy.
(290)Notice of the Shareholders Meeting
The Undersigned shareholder will attend the Company’s 2019 annual general meeting in person scheduled
to be held on June 14, 2019 (Friday).
To
Rechi Precision Co., Ltd.
(Sign or seal)
Shareholder’s account No.:
Shareholder’s name:
106-1
Attendance record Number:
This
attendance
notice is null and
void if it is not
affixed with the
seal
of
the
Company’s agent
for stock affairs.
(290) The regular meeting of shareholders of
Rechi Precision Co., Ltd., 2019
Venue: No. 943,Cheng Kung Rd.,Sec.2, Kuan Yin
Dist., Taoyuan City 328, Taiwan (R.O.C.)
Time: 9 a.m., June 14, 2019 (Friday)
Attendance Card
□ Participation in person
□ Participation through a proxy.
※No gift will be distributed in
the general shareholders’
meeting
Please bring your identity proofs for verification
Shareholder’s account No.:
Shareholder’s or proxy’s name:
Number of shares held:

2

(290) Rechi Precision Co., Ltd.
Specimen seal certificate card
(290) Rechi Precision Co., Ltd.
Specimen seal certificate card
(290) Rechi Precision Co., Ltd.
Specimen seal certificate card
(290) Rechi Precision Co., Ltd.
Specimen seal certificate card
Account
No.
Name of account holder
ID No.
Registered address Seal
Contact address
Date of birth TEL
Updated details Registered address TEL
Contact address TEL
Others

As required under Letter (89)-Tai-Tsai-Cheng-(III)-54166, the specimen seal certificate card of a minor shareholder

shall be affixed with the registered specimen seal impressions of both his or her parents.

[Important notes for use of a specimen seal certificate card]

  1. The personal information collected by the Agent For Stock Affairs is to be processed and utilized within the scope of stock affairs and will be duly archived within the time limit as set forth under the laws and ordinances or agreements which concern it/them. Please feel free to contact the Agent for Stock Affairs Section whenever you intend to exercise the shareholders’ equity.

  2. Please present your identity certificate, photocopies for both the front and reverse sides, one set, so as not to untowardly affect your shareholders’ equity.

  3. A specimen seal certificate card not accompanied by the identity certificate in photocopies is null and void.

3

(290) Rechi Precision Co., Ltd.

Application for Remittance of Dividend, Year 2019

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Shareholders’ Name of account
Account No. holder
A/C# for remittance
previously registered
Bank account (Branch, account name, account no., and security code)
Bank name Bank code The NT$10 remittance charge can be Waived if the shareholder’s bank account is opened
under “Yuanta Bank”

Previously left
Post Office (700) Post office code (7 digits) A/C# (7 digits)
registered
specimen seal
impression
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  • I. A shareholder who intends to change and renew his or her account number shall fill up his or her account numbers and affix thereon the

previously archived registered specimen seal impression and mail it back to the Company no later than June 14, 2019.

II. In the event that the aforementioned account number was registered with a shareholder’s reply letter, it does not need to be mailed back. An

account provided by the Taiwan Stock Centralized Depository Corporation is for reference only. For an account for remittance, the account number mailed back by the shareholder shall be preferentially adopted.

III. In case of a shareholder who does not mail back his or her account number, the principal account provided by the Taiwan Stock Centralized

Depository Corporation as of the ex-dividend record (base) date (the latest update, including transaction, fundamental particulars…) shall be taken as the ground for remittance.

IV. If a dividend is remitted, the dividend shall be remitted only into the shareholders’ own account numbers. Besides, the NT$10 handling fee shall be deducted on the date of payment.

  • V. Where the dividend is not paid through remittance, the Company will deduct the handling fee and mail the balance through the addresses archived by the shareholders with a non-endorsable & non-negotiable cross-line check.

VI. For the cash dividend of the current year, the dividend base (reference) date shall be separately fixed.

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Where to put the stamp

Sender

Address: Name: Telephone No.:

To:

B1, No. 210 Chengteh Road, Sec. 3, Tatung District, Taipei City Rechi Precision Co., Ltd. Agent for stock affairs : Yuanta Securities Co., Ltd. Agent For Stock Affairs Section

5

(290) Rechi Precision Co., Ltd. Regular Meeting of Shareholders Year 2019

Proxy Attendance Form Proxy Attendance Form Proxy (shareholder) Proxy (shareholder) Proxy (shareholder) Proxy (shareholder) Serial
#
I.
I hereby appoint
(the name must be
written personally by the Principal, and cannot
use stamps) as proxy to attend the company’s
annual general meeting held on June 14, 2019.
The proxy shall exercise my rights as a
shareholder to the following motions in the
specified manner.
(1) Exercise shareholder’s equity matters on
my behalf according to the agenda of the
shareholders meeting (Discretionary).
(2) Exercise the rights and proxy opinions
on my behalf on the following motions.
The following motions without any box
(□) ticked will be deemed as an
admission or consent indicated.
1.
The
company’s 2018 business
reports and financial statements.
1. Acknowledge
2. Object
3. Waive
2.
The
company’s 2018
earnings
appropriation.
1. Acknowledge
2. Object
3. Waive
3.
Amendment to Parts of “Procedures
of the Acquisition and Disposal of
Assets”.
1. Agree
2. Object
3. Waive
4.
Amendment to Parts of “Procedures
for Derivatives Financial Products
Transaction”
1. Agree
2. Object
3. Waive
5.
Rescind the law of non-competition
for the currently elected directors
and their representatives.
1. Agree
2. Object
3. Waive
II.
If the shareholders have not ticked any of the
boxes (□) referred to above to indicate the
scope of proxy or have more than one box(□)
ticked, it shall be deemed as a discretionary
proxy. The Agent for Stock Affairs Section
commissioned may not be a discretionary
proxy. The agents should exercise the rights of
the shareholders in accordance with the scope
of proxy referred to above (2).
III.
The shareholder’s proxy may respond to any
special motions raised during the meeting at
the proxy’s sole discretion.
IV.
Please mail your attendance pass to the
proxy (or include the proxy in your
attendance record). This Proxy Attendance
Form stays valid even if the meeting is
postponed (but limited to this session only).
Best regards
To: Rechi Precision Co., Ltd.
Date of authorization:

1.
Prohibit the
purchase of the
proxy with cash
paid or other
benefits delivered.
2.
For any illegal
acquisition or use
of the proxy
identified, please
report it to Taiwan
Depository &
Clearing Corp.
with the specific
supporting
documents
enclosed and a
reward of
NT$50,000 will be
awarded once the
offense is verified.
Reporting hotline:
(02) 25473733
Shareholder’s
account No.
Shares
held
Sign/seal
Name & title
Solicitor Sign/seal
Account
number
Name & title
Agent Sign/seal
Account
number
Name
ID/unified
business
number
Address

Signatures at places and people:

6

Rechi Precision Co., Ltd.
Notice of regular meeting of shareholders 2019
I.
The company has scheduled to convene its regular
meeting of shareholders 2019 at 943 Cheng Kung Rd.
Sec. 2, Kuan Yin Dist., Taoyuan City, 328 Taiwan,
R.O.C at 9:00 AM on Friday, June 14, 2019.
The following is a summary of the meeting agenda:
(I) Call the Meeting to Order ; (II) Chairperson Remarks;
(III) Management Presentations: 1. 2018 Business Report;
2. Audit Committees Review Report on the 2018 Financial
Statements; 3. 2018 staff and directors’ remuneration
distribution; 4. The Status of Endorsement and Guarantee;
5. Second issue of Domestic Unsecured Corporate Bonds;
(IV) The recognition of subjects: 1. 2018 Business Report
and Financial Statements; 2. 2018 Earning Distribution;
(V) Discussion: 1. Amendments to Parts of “Procedures of
the Acquisition and Disposal of Assets”; 2. Amend to
Parts of “Procedures for Derivatives Transaction” 3.
Proposal of Release the Prohibition on Directors and their
representatives from Participation in Competitive Business;
(VI) Extempore Motions; (VII) Adjournment.
II.
For allocation of earnings, 2018, the Company’s board of
directors has proposed to distribute cash dividend at
NT$1.2 per share, NT$605,898,126 in total. As a result of
the issuance of convertible bonds are converted into
common stocks or treasury shares which are repurchased,
authorizing the Company’s board of directors adjust the
amount of per cash dividend by the actual number of
outstanding shares on the distribution of cash dividend
base date.
III. In accordance withtheArticle 209 of the Company Act,
the regular meeting of shareholders should rescind the non
– competition behavior of the elected directors and their
representatives.
The list of candidates for directors and independent
directors:
1. CHEN, SHENG-TIEN
2. LIU, JIN-HIS
3. CHEN, SHENG-CHUAN
4. CHEN,SHIH-CHANG
5. NAKASHIMA MITSUO
6. HUANG,YIE -SHING
7. SU, CHING-YANG (Independent Directors)
8. LEE, REN-FANG (Independent Directors)
If you want to check the directors and independent
directors' experience and other relevant information,
please refer to the “Annual General Meeting” of 2019.






























Notes to the Proxy Attendance Form
I.
Shareholders who decide to attend the
meeting in person cannot delegate part of
their shares to others as their proxies. If
both the Notice to the Shareholders
Meeting and the Proxy Attendance Form
are signed/stamped, that shareholder is
considered to attend the meeting in person.
If the Proxy Attendance Form is handed
over to an acquirer or an agent, the
shareholder
is
considered
to
have
delegated a proxy to attend the meeting
on their behalf.
II.
The principal or delegated proxy shall
comply with the Regulations Governing the
Use
of
Proxies
for
Attendance
at
Shareholder Meetings of Public Companies
and Article 177 of The Company Act.
III.
The shareholder must use the Proxy
Attendance
Form
provided
by
the
Company. Each shareholder is entitled to
one Proxy Attendance Form and may
delegate one proxy only.
IV.
Before surrendering the Proxy Attendance
Form to the acquirer, the shareholder
should ask the acquirer to produce written
documents or advertisements relating to the
acquisition, or read through the acquirers’
information which the Company has
consolidated;
therefore
establishing
a
thorough
understanding
towards
the
acquirer, the candidates, and the acquirer’s
opinions with regard to the various motions
raised during the meeting.
V.
If a proxy is not a shareholder, please
provide the identity certificate number or
unified business number instead in the
“Shareholder’s Account No.” boxes.
VI.
If the acquirer is a trust or a share
administration agency, please provide the
unified
business
number
in
the
“Shareholders’ account No.” box.
VII.
In the event that a shareholder decides to
vote by attending the shareholders
meeting in person, in writing, or in an
electronic form after delivering the
Proxy Attendance Form, then he or she
shall issue a written notice to the
Company
to
withdraw
the
proxy
assignment at least two (2) days before
the meeting. If the withdrawal is not
made within the given timeframe, the
proxy attendee’s voting decisions shall
prevail.






























Notes to the Proxy Attendance Form
I.
Shareholders who decide to attend the
meeting in person cannot delegate part of
their shares to others as their proxies. If
both the Notice to the Shareholders
Meeting and the Proxy Attendance Form
are signed/stamped, that shareholder is
considered to attend the meeting in person.
If the Proxy Attendance Form is handed
over to an acquirer or an agent, the
shareholder
is
considered
to
have
delegated a proxy to attend the meeting
on their behalf.
II.
The principal or delegated proxy shall
comply with the Regulations Governing the
Use
of
Proxies
for
Attendance
at
Shareholder Meetings of Public Companies
and Article 177 of The Company Act.
III.
The shareholder must use the Proxy
Attendance
Form
provided
by
the
Company. Each shareholder is entitled to
one Proxy Attendance Form and may
delegate one proxy only.
IV.
Before surrendering the Proxy Attendance
Form to the acquirer, the shareholder
should ask the acquirer to produce written
documents or advertisements relating to the
acquisition, or read through the acquirers’
information which the Company has
consolidated;
therefore
establishing
a
thorough
understanding
towards
the
acquirer, the candidates, and the acquirer’s
opinions with regard to the various motions
raised during the meeting.
V.
If a proxy is not a shareholder, please
provide the identity certificate number or
unified business number instead in the
“Shareholder’s Account No.” boxes.
VI.
If the acquirer is a trust or a share
administration agency, please provide the
unified
business
number
in
the
“Shareholders’ account No.” box.
VII.
In the event that a shareholder decides to
vote by attending the shareholders
meeting in person, in writing, or in an
electronic form after delivering the
Proxy Attendance Form, then he or she
shall issue a written notice to the
Company
to
withdraw
the
proxy
assignment at least two (2) days before
the meeting. If the withdrawal is not
made within the given timeframe, the
proxy attendee’s voting decisions shall
prevail.






























Notes to the Proxy Attendance Form
I.
Shareholders who decide to attend the
meeting in person cannot delegate part of
their shares to others as their proxies. If
both the Notice to the Shareholders
Meeting and the Proxy Attendance Form
are signed/stamped, that shareholder is
considered to attend the meeting in person.
If the Proxy Attendance Form is handed
over to an acquirer or an agent, the
shareholder
is
considered
to
have
delegated a proxy to attend the meeting
on their behalf.
II.
The principal or delegated proxy shall
comply with the Regulations Governing the
Use
of
Proxies
for
Attendance
at
Shareholder Meetings of Public Companies
and Article 177 of The Company Act.
III.
The shareholder must use the Proxy
Attendance
Form
provided
by
the
Company. Each shareholder is entitled to
one Proxy Attendance Form and may
delegate one proxy only.
IV.
Before surrendering the Proxy Attendance
Form to the acquirer, the shareholder
should ask the acquirer to produce written
documents or advertisements relating to the
acquisition, or read through the acquirers’
information which the Company has
consolidated;
therefore
establishing
a
thorough
understanding
towards
the
acquirer, the candidates, and the acquirer’s
opinions with regard to the various motions
raised during the meeting.
V.
If a proxy is not a shareholder, please
provide the identity certificate number or
unified business number instead in the
“Shareholder’s Account No.” boxes.
VI.
If the acquirer is a trust or a share
administration agency, please provide the
unified
business
number
in
the
“Shareholders’ account No.” box.
VII.
In the event that a shareholder decides to
vote by attending the shareholders
meeting in person, in writing, or in an
electronic form after delivering the
Proxy Attendance Form, then he or she
shall issue a written notice to the
Company
to
withdraw
the
proxy
assignment at least two (2) days before
the meeting. If the withdrawal is not
made within the given timeframe, the
proxy attendee’s voting decisions shall
prevail.
vote by attending the shareholders

meeting in person, in writing, or in an

electronic form after delivering the

Proxy Attendance Form, then he or she

shall issue a written notice to the
Company
to
withdraw
the
proxy


assignment at least two (2) days before

the meeting. If the withdrawal is not

made within the given timeframe, the

pro

xy attendee’s voting decisions shall

prevail.

7

  • IV. Please find enclosed herewith the 2019 Regular Shareholders Meeting Notice and Power of Attorney for Proxy. For those who wish to attend the Meeting in person, please sign/seal on the “2019 Regular Shareholders Meeting Notice” and submit it to the Shareholders Meeting. For those who wish to arrange a proxy to participate in the Shareholders Meeting, please sign/seal on the Proxy Attendance Form and write down the proxy attendee's name and address in person , and mail/deliver to the company’s share administration agent, i.e., Share Administration Department of Yuanta Securities Co., Ltd. (B1F., No.210, Sec. 3, Chengde Rd., Datong Dist., Taipei City 10366) at least five (5) days before the date scheduled for the meeting. An attendance pass (or an attendance list) will then be issued for the proxy.

  • V. The proxies shall be checked and verified by Share Administration Department of Yuanta Securities Co., Ltd.

  • VI. For any shareholders who openly acquire Proxy Attendance Forms, the Company will consolidate the acquires’ information and disclose them on the Securities & Futures Institution website on May 14, 2019. For an investor to inquire, please enter the address: http://free.sfi.org.tw, “Proxy Form Acquisition Related Inquiry System”, click “Enter the Information of Public Announcement for Proxy Forms here” and input the terms of inquiry.

  • VII. The main content of this shareholders meeting, if there are matters stipulated in Article 172 of the Company Law, except for the convening notice, the main contents, please go to the public information observatory (http://mops.twse.com.tw), click on "E-Book/Annual Report and Relevant Information of Shareholders' Meeting (including Depositary Receipt Information) / Reference Materials for Shareholders' Meetings".

  • VIII. The shareholders may have their votes casted in an electronic form for the current shareholders’ meeting from May 15 – June 11, 2019. Please log in the “Shareholders e-voting” shareholders’ meeting voting platform of Taiwan Depository & Clearing Corporation in accordance with the related operating instruction. (https://www.stockvote.com.tw)

  • IX. No gift will be distributed in the general shareholders’ meeting

Best regards

Attn.: All shareholders

The Board of Directors of Yuanta Futures Co., Ltd. (formerly known as Polaris Futures Co., LTD.) [Affixed with the official seal of Yuanta Futures Co., Ltd. (formerly known as Polaris Futures Co., LTD.)]

8