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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)
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Attendance record Number:
| Attendance record Number: | Attendance record Number: | |||
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| ※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 |
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| 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 |
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| Please bring your identity proofs for verification Shareholder’s account No.: Shareholder’s or proxy’s name: Number of shares held: |
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| (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. |
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| 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]
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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.
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Please present your identity certificate, photocopies for both the front and reverse sides, one set, so as not to untowardly affect your shareholders’ equity.
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A specimen seal certificate card not accompanied by the identity certificate in photocopies is null and void.
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(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
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(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 # |
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| 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 |
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| Solicitor | Sign/seal | |||||||
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| Agent | Sign/seal | |||||||
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| Address |
Signatures at places and people:
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| 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. |
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| vote by attending the shareholders | ||||
meeting in person, in writing, or in an |
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electronic form after delivering the |
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Proxy Attendance Form, then he or she |
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shall issue a written notice to the |
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| Company to withdraw the proxy |
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assignment at least two (2) days before |
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the meeting. If the withdrawal is not |
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made within the given timeframe, the |
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pro |
xy attendee’s voting decisions shall |
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prevail. |
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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.
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V. The proxies shall be checked and verified by Share Administration Department of Yuanta Securities Co., Ltd.
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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.
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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".
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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)
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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.)]
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