==> picture [148 x 43] intentionally omitted <==

Stock Code: 3023

SINBON ELECTRONICS CO., LTD

Handbook for the 2016 Annual Meeting of Shareholders

MEETING DATE: JUNE 17, 2016

PLACE: 582 KUOHWA ROAD, MIAOLI 360, TAIWAN

I. Meeting Procedure…………........................................................	P01
II. Meeting Agenda…………...........................................................	P02
1. Discussion I…………………………………........................................	P04
2. Company Reports……………………………………………….……………	P05
3. Proposals…………………………………………………………………………	P06
4. Discussion II..........................................................................	P08
5. Other Matters………………………………………………………………….	P09
6. Questions and Motions……………………………………………………	P09
III. Appendices
1. Amendment to the Articles of Incorporation…………………...	P10
2. The 2015 Business Report…………………………………………….…	P15
3. Supervisor’s Review Report on the 2015 Financial
Statements……………………………………………………..……………..	P18
4. 2015 Financial Statements………………………………………….…..	P19
5. Amendment to the Rules of Procedure for shareholders'
meeting……………………………………………………….………………….	P27
6. Amendment to the Operational Procedures for Loaning of
Company Funds……………………………………………………………….	P28
7. Amendment to the Operational procedures for Acquisition
and Disposal of Assets……………………………………………………..	P29
8. Shareholding of Directors and Supervisors………………………	P33

SINBON ELECTRONICS CO., LTD. Procedure for the 2016 Annual Meeting of Shareholders

Call the Meeting to Order

Chairperson Takes Chair

Chairperson Remarks

Discussion I

Company Reports

Proposals

Discussion II

Other Matters

Questions and Motions

Adjournment

SINBON ELECTRONICS CO., LTD. Year 2016 Agenda of Annual Meeting of Shareholders

Time: 9:00 a.m. on Friday, Jun. 17, 2016.

Place: 582 KUOHWA ROAD, MIAOLI 360, TAIWAN.

Call the Meeting to Order

Chairperson Remarks

Discussion I:

Amendment to the Company's Articles of Incorporation

Reports on Company Affairs:

2015 Business Report
Supervisor’s Review Report on the 2015 Financial Statements
The Status of Domestic Unsecured Convertible Bonds
Remuneration to Employees, Directors and Supervisors

Proposals:

Adoption of the 2015 Business Report and Financial Statements
Adoption of the Proposal for Distribution of 2015 Profits

Discussion II:

Proposal for a new share issue through capitalization of Capital Reserve
Amendment to the Company’s Rules of Procedure for shareholders' meeting
Amendment to the Operational Procedures for Loaning of Company Funds
Amendment to the Operational procedures for Acquisition and Disposal of Assets

Other Matters

Questions and Motions

Adjournment

Discussion I

1. Proposed by the Board

Proposal:

Amendment to the Articles of Incorporation. Please proceed to discuss. Explanation:

In order to conform to the needs of commercial practice, the Company hereby proposes to amend the Articles of Incorporation. Please refer to page 10 ( Appendix 1) for details.

Resolution:

Reports on Company Affairs

Report No. 1

2015 Business Reports Explanation:

The 2015 Business Report is attached as page 15, Appendix 2.

Report No. 2

Supervisor’s Review Report on the 2015 Financial Statements Explanation:

The 2015 Supervisor’s Review Report is attached as page 18, Appendix 3.

Report No. 3

The Status of Domestic Unsecured Convertible Bonds

Explanation:

In order to save interest expenditures, the board had proceeded the issue of domestic unsecured convertible bonds for $300 million NTD (3,000 units) in the second quarter of 2014. Current convert price is $41.20 and accumulated transferred common stocks are 6,126,855 shares till April 19, 2016.

Report No. 4

Remuneration to Employees, Directors and Supervisors Explanation:

According to the amended Articles of Incorporation, the company had booked $20 million NTD for employees’ remuneration and $13 million NTD for Directors and Supervisors’ remuneration in 2015 and there is no discrepancy between the actual and booking amount.

Proposals

1. Proposed by the Board

Proposal:

Adoption of the 2015 Business Report and Financial Statements Explanation:

(1) The Company’s Financial Statements, including the balance sheet, income statement, statement of changes in shareholders’ equity, and statement of cash flows, were audited by independent auditors, Yan, Wen-Pi and Lin, Hong-Kuang of Ernst & Young CPA Firm. Also Business Report and Financial Statements have been approved by the Board and examined by the supervisors.
(2) The 2015 Business Report, independent auditors’ audit report, and the above-mentioned Financial Statements are attached on page 15 and 19, Appendix 2 and 4.

Resolution:

2. Proposed by the Board

Proposal:

Adoption of the Proposal for Distribution of 2015 Profits Explanation:

(1) The Board has adopted a Proposal for Distribution of 2015 Profits in accordance with the Company Act and Articles of Incorporation. Please refer to the 2015 PROFIT DISTRIBUTION TABLE below.
(2) 2015 net profit after tax is NT$970,194,553. After setting aside the legal reserve of NT$97,019,455, adding Other comprehensive profit (Defined benefit plan actuarial profits in 2015) NT$807,776 and then adding beginning retained earnings of NT$588,969,850, the unappropriated retained earnings are NT$1,462,952,724 and the proposed dividend to shareholders is NT$675,430,428.
(3) Upon the approval of the Annual Meeting of Shareholders, it is proposed that the Board of Directors be authorized to resolve the ex-dividend date, ex-rights date, and other relevant issues.
(4) In the event that, before the distribution record date, the proposed profit distribution is affected by an amendment to relevant laws or regulations, a request by the competent authorities, or a buyback of shares or issuance of new shares for transferring treasury shares to

employees or for equity conversion in connection with domestic or overseas convertible corporate bonds or other convertible securities or employee stock options, it is proposed that the Board of Directors be authorized to adjust the cash to be distributed to each share based on the number of actual shares outstanding on the record date for distribution.

(5) Please refer to the Profit Distribution Table as follows:

SINBON ELECTRONICS CO., LTD. PROFIT DISTRIBUTION TABLE Year 2015

（Unit: NTD）

SINBON ELECTRONICS CO., LTD. PROFIT DISTRIBUTION TABLE Year 2015	（Unit: NTD）
Items	Total
Beginning retained earnings	$588,969,850
Add: Other comprehensive profit(Defined benefit
plan actuarialprofits in 2015)	807,776
Add: netprofit after tax	970,194,553
Less: 10% legal reserve	(97,019,455)
Distributable net profit	1,462,952,724
Distributable items:
Cash Dividend to shareholders	(675,430,428)
Unappropriated retained earnings	$787,522,296

Resolution:

Discussion II

1. Proposed by the Board

Proposal:

Proposal for a new share issue through capitalization of Capital Reserve. Please proceed to discuss.

Explanation:

(1) For the further development of company business, the management plans to withdraw NTD$65,364,240 from Capital Reserve to issue dividend stocks of NTD$65,364,240 (6,536,424 shares), gratis allotment 30 shares per 1,000 shares to original shareholders. Dividend stocks of less than one share shall be distributed in cash.
(2) The shareholder rights and obligations of the new shares are the same as those of existing shares.
(3) After the approval of the Annual Meeting of Shareholders and the competent authority, the new shares will be distributed on a record date determined by the Board.
(4) In the event that, before the distribution record date, the proposed profit distribution is affected by an amendment to relevant laws or regulations, a request by the competent authorities, or a buyback of shares or issuance of new shares for transferring treasury shares to employees or for equity conversion in connection with domestic or overseas convertible corporate bonds or other convertible securities or employee stock options, it is proposed that the Board of Directors be authorized to adjust the stock to be distributed to each share based on the number of actual shares outstanding on the record date for distribution.

Resolution:

2. Proposed by the Board

Proposal:

Amendment to the Company’s Rules of Procedure for shareholders' meeting. Please proceed to discuss.

Explanation:

In order to conform to the needs of commercial practice, the company hereby proposes to amend the Rules of Procedure for Shareholder Meeting. Please refer to page 27 ( Appendix 5) for details.

Resolution:

3. Proposed by the Board

Proposal:

Amendment to the Operational Procedures for Loaning of Company Funds. Please proceed to discuss.

Explanation:

In order to conform to the needs of commercial practice, the company hereby proposes to amend the Operational Procedures for Loaning of Company Funds. Please refer to page 28 (Appendix 6) for details. Resolution:

4. Proposed by the Board

Proposal:

Amendment to the Operational procedures for Acquisition and Disposal of Assets. Please proceed to discuss.

Explanation:

In order to conform to the needs of commercial practice, the company hereby proposes to amend the Operational procedures for Acquisition and Disposal of Assets. Please refer to page 29 ( Appendix 7) for details. Resolution:

Other Matters

Questions and Motions

Adjournment

Appendix 1 Amendment to the Articles of Incorporation

After	Before	Explanation
Article 2 The Corporation may engage in the following business activities: ….. (Xviii) F113060 Wholesale of measuring instruments. (Xix) IG03010 energy Technical services. (Xx) F401010 international trade. (Xxi) ZZ99999 addition to licensing	Article 2 The Corporation may engage in the following business activities: ….. (Xviii) F113060 Wholesale of measuring instruments. (Xix) F401010 international trade. (Xx) ZZ99999 addition to licensing business, an operating non decree prohibiting or restricting the business.	In response to the needs of the business operations of the Company adding the business activities.
business, an operating non decree
prohibiting or restricting the
business.
Article 18 Unless otherwise provided for in the Company Act, a resolution of a shareholders' meeting shall be adopted with a consent of the shareholders representing a majority of the voting rights at the meeting attended by shareholders holding a majority of the total issued shares.A shareholder exercising voting rights	Article 18 Unless otherwise provided for in the Company Act, a resolution of a shareholders' meeting shall be adopted with a consent of the shareholders representing a majority of the voting rights at the meeting attended by shareholders holding a majority of the total issued shares.	According to the article 177 – 1 of Company Law to amend.
in electronically shall be deemed to
have attended the shareholders'
meeting in person, and shall follow
all the rules and laws.
Article 21 The Corporation has 7 to 9 directors and 3 supervisors, all to be elected at	Article 21 The Corporation has 7 to 9 directors and 3 supervisors, all to be elected at	The Company shall adopt electronic voting

After	After	Before	Explanation
the shareholders' meeting in accordance with lawand nominating candidates system and use	meeting in and nominating	the shareholders' meeting in accordance with law. The directors and supervisors shall have a term of office of three years and may be reelected or reappointed. All directors and supervisors shall hold the Company’s stakes according to the securities authority.	system in 2016, and would like to use nominating candidates system in the future, and following government’s regulations.
cumulative voting by following the
article 198 of the ROC Company
Law .The directors and supervisors shall have a term of office of three years and may be reelected or reappointed. All directors and supervisors shall hold the Company’s stakes according to the securities authority. The Company shall adopt audit
committee system to replace
supervisors in 2018 annual
shareholders' election of directors
in accordance with the Article 14-4
of the Securities and Exchange Law
and the provisions of the Articles of
Incorporation relating to
supervisors shall be ceased to apply.
The Audit Committee comprises all
the independent directors to
exercise the powers and related
matters in accordance with relevant
laws and regulations.
Article 21-1 The aforesaid Board of Directors must have at least 2 independent directors. The nomination of directors and related announcement shall comply with the relevant		Article 21-1 The aforesaid Board of Directors must have at least 2 independent directors. Directors shall be elected by adopting candidate’s	Accompanying with the amendment of article 21.
		nomination system. The nomination

After	Before	Explanation
regulations of the ROC Company Law and Securities and Exchange Law.	of directors and related announcement shall comply with the relevant regulations of the ROC Company Law and Securities and Exchange Law.
Article 33 Current year’sprofits ,if any, shall be distributed in the following order: a. 1% to 15% of the profits as the employees’ compensation ; b. Below 3% as remuneration of directors and supervisors; but Prior years’ operation losses shall	Article 33 Current year’s earnings, if any, shall be distributed in the following order: a. Payment of all taxes and dues; b. Offset prior years’ operation losses; c. Set aside 10% of the remaining amount after deducting items (a) and (b) as legal reserve; d. Set aside or reverse special reserve in accordance with law and regulations; and e. After deducting items (a), (b), (c), and (d) above from the current year’s earnings, 1% to 15% of the remaining amount together with the prior years’ unappropriated earnings may be allocated as employee bonuses and below 3% as remuneration of directors and supervisors, which may be distributed through issuance of new shares of the Company or cash, upon meeting certain requirements set by the Board of Directors. f. The distribution of the remaining portion, if any, will be recommended	Amendment by government’s requirements.
be reserved. Employees’ compensation
including subsidiaries’employees
may be distributed through
issuance of new shares of the
Company or cash.

After	Before	Explanation
	by the Board of Directors and resolved in the shareholders’ meeting. The Company currently belongs to the growth stage and possible needs more fund to do expansion, so shareholders’ dividends shall be distributed by cash, which will be below 20%, or more than 50% of total dividends when the Company raised enough funds.
Article 33-1 Current year’s earnings, if any,	Article 33-1 (New)	Accompanying with the amendment of article 33.
shall be distributed in the following
order: a. Payment of all taxes and dues; b. Offset prior years’ operation
losses; c. Set aside 10% of the remaining
amount after deducting items (a)
and (b) as legal reserve; d. Set aside or reverse special
reserve in accordance with law and
regulations; and e. The distribution of the remaining
portion, if any, will be
recommended by the Board of
Directors and resolved in the
shareholders’ meeting. For long-term capital planning, the
Company currently belongs to the
growth stage, so shareholders’

After	Before	Explanation
cash dividends shall not be less than
10% of total dividends.
Article 36 These Articles of Incorporation are agreed to and signed on November 23, 1989 by all the promoters of the Corporation. The first Amendment was approved by the shareholders’ meeting on May 29, 1991. …… The twenty-second Amendment on June 11, 2015. The twenty-third Amendment on	Article 36 These Articles of Incorporation are agreed to and signed on November 23, 1989 by all the promoters of the Corporation. The first Amendment was approved by the shareholders’ meeting on May 29, 1991. …… The twenty-second Amendment on June 11, 2015.	Amendment of amendment date.
June 17, 2016.

Appendix 2 The 2015 Business Report

Business Report

Dear Shareholders,

First of all, I would like to thank you for your continuing support throughout the year. SINBON has responded to the changing business climate by adopting an aggressive stance in strengthening our competitiveness. Total consolidated revenue for 2015 was NT$12,111,258 thousand, a 4.02% increase compared with NT$11,642,719 thousand in 2014. Net income increased 23.12% to NT$954,103 thousand, compared with 2014 net income of NT$774,947 thousand. Meanwhile, basic earnings per share increased18.59% to NT$4.53, compared with NT$3.82 a year earlier.

Operating policies and strategies, the operation result in 2015, budget implement, profitability, and research and development (R&D) status are illustrated as follows:

I. Operation Policies and Strategies :

A. Policies:
a. To develop a variety of component products and joint design and provide manufacturing integration Service: SINBON is providing one-stop shop services for clients in components designing and manufacturing. In order to reach the target, SINBON is continuously enhancing the R&D team abilities in the development of niche products and actively expanding vertical integration for supplying products to new segment markets, developing new products and serving for new customers.
b. To extend agency products: Diversification strategy is using for the agency departments by investment or strategic alliances to seek cooperation opportunity through SINBON marketing channels.
c. Growth via alliance, merge, and acquisition: In order to continuous growth in the future, the Company will seek any opportunities to invest or buy a company, which is in component industry.

B. Strategies：

a. Alliance, merge, and acquisition ： In order to catch component industry high speed changes, we are looking for alliance opportunities with other companies for expanding our scope and enhance ourselves capabilities.
b. Performance Improvement：Headquarter office has set up a full multi-functional department to evaluate and trace the performance of every individual business unit and assist everyone to upgrade and improve.
c. Niche Markets Focus ： Continuously focusing on niche markets and high gross profit fields. Medical, Auto, Green, Industrial, and Communication industries had been picked and they will be SINBON target markets.

II. The Operation Result in 2015 : (Consolidated)

				Unit: NT$ thousands	Unit: NT$ thousands
	2015		2014		percent change
Net Sales	$12,111,258	100%	$11,642,719	100%	4.02%
Gross Profit	2,722,157	22%	2,530,400	22%	7.58%
OperatingIncome	1,066,789	9%	950,590	8%	12.22%
Pre-tax Income	1,370,009	11%	1,043,522	9%	31.29%
Net Income	954,103	8%	774,947	5%	23.12%

III. Budget implement:

The Company is not required to make public Company's 2016 financial forecast information; however, overall business revenue and net income reached 93% and 103% respectively of the internal business targets in 2015.

IV. Profitability: (Consolidated)

Profitability: (Consolidated)
Items	2015	2014
Return Of Aessts(%)	9.13	8.14
Return Of Equites(%)	17.80	15.92
Profit before tax to capital(%)	62.95	50.25
Net Profit Rate(%)	7.88	6.66
Basic EPS(NT$Dollar)	4.53	3.82

V. Research and development (R&D) status: (Consolidated)

In 2015, SINBON invested NT$384,192 thousand in R&D for the cable and PCB assembly, box build, and component products, a 9.22% growth comparing to the previous year and expecting annual R&D expenditures will be at least NT$300 millions or over 3% of annual revenue in the future. The R&D results before 2014, we have successfully developed all types of HDMI, DDR 3, DDR 4, and USB connectors and created Junction Box, PV Connectors, and Solar Cables, which all passed TUV and UL test. Since 2014, the Company focused on developing cable and PCBA products or other components, which use in Medical, Automotive / Aviation, Green energy, Industrial application, and Communication (MAGIC) industries and reinforce internet of things, warehouse automation equipments, robot, and smart home equipments.

Finally, management team appreciates for shareholders’ greatest support and encouragement, and hope that shareholders will continue to provide us guidance and suggestions in the future. We will do our best to achieve higher profits and returns for all shareholders.

Best Regards,

Chairman and Chief Operation Officer Joseph Wang

Appendix 3 Supervisor’s Review Report on the 2015 Financial Statements

SUPERVISOR’S REVIEW REPORT

The Board of Directors has prepared the Company’s 2015 Financial Statements. The CPA firm of Ernst & Young, by CPA Yan, Wen-Pi and Lin, Hong-Kuang, was retained to audit the Company’s Financial Statements and has issued an audited report relating to the Financial Statements. The Financial Statements, Business Report, and the Proposal for Distribution of 2015 Profits have been reviewed and determined to be correct and accurate by Supervisor. According to Article 219 of the Company Law, we hereby submit this report.

Supervisor: Lin, Min-Cheng

Chiu, Te-Chen

Kuo-Shian Investment Co., Ltd.

Representative: Wang, Kuo-Hong

April 22, 2016

Appendix 4 2015 Financial Statements

AUDIT REPORT OF INDEPENDENT ACCOUNTANTS

English Translation of a Report Originally Issued in Chinese

To SINBON Electronics Co., Ltd.

We have audited the accompanying consolidated balance sheets of SINBON Electronics Co., Ltd. and subsidiaries (collectively, the “Company”) as of December 31, 2015, and December 31, 2014, and the related consolidated statements of comprehensive income, consolidated statements of changes in equity, and cash flows for the years ended December 31, 2015 and 2014. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. Certain subsidiaries, which were accounted for under the consolidated statements based on the financial statements of the subsidiaries, were audited by other independent accountants. The relevant assets of these consolidated subsidiaries audited by other accountants amounted to NT$1,838,832 thousand and NT$1,599,071 thousand, which represented 17%, and 15% of the total consolidated assets of the Company as of December 31, 2015 and 2014, respectively; total revenues amounted to NT$2,720,914 thousand and NT$2,726,302 thousand, which represented 22% and 23% of the consolidated revenues of the Company for the years ended December 31, 2015 and 2014, respectively. Certain investments, which were accounted for under the equity method based on the financial statements of the investees, were audited by other independent accountants. Our audit, insofar as it related to the investments accounted for under the equity method amounting to NT$391,898 thousand and NT$401,167 thousand, both represented 4% of the total consolidated assets as of December 31, 2015 and 2014; the related shares of investment income from the associates and joint ventures amounted to NT$21,992 thousand and NT$31,660 thousand, which represented 2% and 3% of the consolidated income from continuing operations before income tax for the years ended December 31, 2015 and 2014, respectively; and the related shares of other comprehensive income from the associates and joint ventures amounted to NT$17,321 thousand and NT$8,412 thousand, which represented (27)% and 5% of the consolidated total comprehensive income (loss) for the years ended December 31, 2015 and 2014, respectively; are based solely on the reports of other independent accountants.

We conducted our audits in accordance with the auditing standards generally accepted in the Republic of China and “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” which require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall consolidated financial statements presentation. We believe that our audits and the reports of other auditors provide a reasonable basis for our opinion.

In our opinion, based on our audits and the reports of other independent accountants, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2015 and 2014, and the consolidated results of their operations and their cash flows for the years ended December 31, 2015 and 2014, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards, and interpretations developed by the International Financial Reporting Interpretations Committee which are endorsed by Financial Supervisory Commission of the Republic of China.

We have audited and expressed a modified unqualified opinion on the parent company only financial statements of SINBON Electronics Co., Ltd. for the years ended December 31, 2015 and 2014.

Ernst & Young

Taiwan Republic of China

March 11, 2016

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.

==> picture [490 x 653] intentionally omitted <==

==> picture [494 x 672] intentionally omitted <==

==> picture [514 x 679] intentionally omitted <==

==> picture [505 x 689] intentionally omitted <==

==> picture [513 x 686] intentionally omitted <==

==> picture [496 x 689] intentionally omitted <==

Appendix 5 Amendment to the Rules of Procedure for shareholders' meeting

meeting
After	Before	Explanation
Article 2 ….. The attendance and voting at the shareholders meeting shall be calculated based on the shares including shareholders, who are	Article 2 ….. The attendance and voting at the shareholders meeting shall be calculated based on the shares.	The Company uses electronic voting system since 2016 according to the laws.
exercising voting rights in
electronically .

Appendix 6 Amendment to the Operational Procedures for Loaning of Company Funds

After Before Explanation Article 4 Article 4 According to the 1. The Company shall not lend its 1. The Company shall not lend its laws and in funds to shareholders or any other funds to shareholders or any other response to the persons, except with respect to the persons, except with respect to the needs of the following circumstances: following circumstances: business (a) Companies or firms that have (a) Companies or firms that have operations of the business relationship with the business relationship with the Company. Company. Company. (b) Companies or firms in need of (b) Companies or firms in need of short-term financing. The amount of short-term financing. The amount of financing shall not exceed ten financing shall not exceed ten percent (10%) of the net asset value percent (10%) of the net asset value of the Company. of the Company.

The phrase “short-term” 2. The phrase “short-term” mentioned above shall mean within mentioned above shall mean within one year. However, if the one year. However, if the Company’s business cycle is more Company’s business cycle is more than one year, such business cycle than one year, such business cycle shall prevail. shall prevail.
The “amount of financing” 3. The “amount of financing” mentioned in Section 1(b) means the mentioned in Section 1(b) means the accumulated balance of the accumulated balance of the Company’s short-term financing. Company’s short-term financing. 4. Foreign companies, of which the 4. Foreign companies, of which the Company directly or indirectly Company directly or indirectly controls 100% of the voting shares, if controls 100% of the voting shares, if engaged in the lending business, will engaged in the lending business, will be exempt from the restrictions be not exempt from the restrictions referred to in the preceding Section referred to in the preceding Section 1(b). 1(b).

Appendix 7 Amendment to the Operational procedures for Acquisition and Disposal of Assets

After	Before	Explanation
Article 12 Transaction of Derivative Products I. The types of transactions: ….. 2. Business strategy: …. 2-2 Trading purposes: a. The Company engages in trading forex options, which embedded by selling options .Because it is a hedge against the same subject, it will also hold a number of "seller or obligations". According toIFRS ,it will not be considered as "hedging purposes" and only considered as "trading purposes" patterns.And the forex options shall be used for the Company’s financial operation purposes, which are related to the Company’s business. b. Except foresaid (a) forex options ,the other patterns of“trading purposes” shall be prohibited. 3. The responsibilities of divisions: ….	Article 12 Transaction of Derivative Products I. The types of transactions: ….. 2. Business strategy: …. 2-2 Trading purposes: a. The Company engages in trading forex options by "Zero-Cost" patterns. Because it is a hedge against the same subject, it will also hold a number of "seller or obligations". According to SFAS No. 34, it will b. not be considered as "hedging purposes" and only considered as "trading purposes" patterns. c. Except foresaid "Zero-Cost" patterns, the other patterns of“trading purposes” shall be prohibited. 3. The responsibilities of divisions: …. 3-3 Performance evaluation: …. b. Trading purposes: The total amount of exercised by“Seller or Obligation site”	In response to the needs of the business operations of the Company exchanging the wordings according to IFRS.

After	Before	Explanation
3-3 Performance evaluation: …. b. Trading purposes: The total amount of exercised by“Seller or Obligation site” through the forex options, which embedded by selling options, shall be considered the performance. 3-4 The limited of the contract amount and the losses: …. a.1Derivatives transaction amount: …. Derivatives transaction limited amount and authorization: a.1-1-1 “Derivatives amount”… a.1-2 “Interest Rate Trading ”: The necessary authorization, which shall be approved by CEO, shall be done then shall be traded the transaction no matter the “Derivatives amount” over 1% of the “subject amount of the Derviatives ” or not.	in “Zero-Cost” patterns shall be considered the performance. 3-4 The limited of the contract amount and the losses: …. a.1 Hedging transaction amount: …. Hedging transaction limited amount and authorization: a.1-1-1 “Hedging tools amount”… a.1-2 “Interest Rate Hedging”: The necessary authorization, which shall be approved by CEO, shall be done then shall be traded the transaction no matter the “hedging tools amount” over 1% of the “subject amount of the hedging tools” or not. b. Limited losses for “forex and interest rate hedging”: Setting limited losses for Single or total derivative contracts shall be below 10% of “hedging tools” contract price. ….

After	After	Before	Explanation
b. Limited losses for “forex and interest ratetrading ”: Setting limited losses for Single or total derivative contracts shall be below 10% of “hedging tools” contract price. …. …. V. The principle of supervising by the Board of Directors when the Company engages trading derivatives: …. Remarks: PS1: The “Derivatives amount” was defined as the Options’ contract amount of “Buyer or Right Site”. If the Company trades foex options, which embedded by selling options , because of combining “Seller or Obligation Site” amount, the “Derivatives amount” shall combine both of “Buyer or Right Site” and “Seller or Obligation Site” amount.		…. V. The principle of supervising by the Board of Directors when the Company engages trading derivatives: …. Remarks: PS1: The “Hedging tools amount” was defined as the Options’ contract amount of “Buyer or Right Site”. If the Company trades foex options, which is Zero-Cost patterns, because of combining “Seller or Obligation Site” amount, the “Hedging tools amount” shall combine both of “Buyer or Right Site” and “Seller or Obligation Site” amount. …. PS2: The limited loss of single contract was defined as 10% of the contract amount of “hedging tools” not only “subject amount of the hedgingtools”.
	options , because of combining “Seller or Obligation Site” amount, the “Derivatives amount” shall combine both of “Buyer or Right Site” and “Seller or Obligation Site” amount.

After	Before	Explanation
…. PS2: The limited loss of single contract was defined as 10% of the contract amount of “Derivatives ” not only “subject amount of theDerivatives ”. ….	….

Appendix 8 Shareholding of Directors and Supervisors

SINBON Electronics Co., Ltd. Shareholding of Directors and Supervisors

Book closure date: April 19, 2016

Position	Name	Date elected	Shareholdingwhile elected	Shareholdingwhile elected	Shareholdingwhile elected		Current shareholding	Current shareholding
			Type	Shares	Shareholding ratio(%)	Type	Shares	Shareholding ratio(%)
Chairman	Wang, Shaw-Shing	Jun. 11, 2015	C	4,625,023	2.22%	C	4,774,905	2.19%
Director	Yeh, Hsin-Chih		C	2,154,160	1.04%	C	2,196,503	1.01%
Director	Agrocy Research Inc. Rep: Wang, Zhao-Liang		C	3,624,354	1.74%	C	3,695,596	1.70%
Director	Liang, Wei-Ming		C	1,001,228	0.48%	C	1,020,908	0.47%
Director	Tai-Yi Investment Co., Ltd. Rep: Wang, Wei-Chung		C	3,540,000	1.70%	C	4,010,309	1.84%
Independent Director	Wea, Chi-Lin		C	0	0.00%	C	0	0.00%
Independent Director	Chen, Shi-Kuan		C	0	0.00%	C	0	0.00%
Supervisor	Lin, Min-Cheng		C	189,908	0.09%	C	193,640	0.09%
Supervisor	Chiu, Te-Chen		C	189,931	0.09%	C	193,664	0.09%
Supervisor	Kuo-Shian Investment Co., Ltd. Rep: Wang, Kuo-Hong		C	2,500,000	1.20%	C	2,345,210	1.08%

Note 1: Total issued shares: 207,989,994 shares on Jun. 11, 2015 (date elected).

Note 2: Total Issued shares: 217,951,169 shares on Apr. 19, 2016 (book closure date).

Note 3 : The minimum required combined shareholding of all directors by law:12,000,000 shares The combined shareholding of all directors on the book closure date: 15,698,221 shares

Note 4 : The minimum required combined shareholding of all supervisors by law: 1,200,000 shares The combined shareholding of all supervisors on the book closure date: 2,732,514 shares

Note 5 : The shares held by independent directors and independent supervisors shall not be counted in the calculation of director and supervisor shareholdings.

AI assistant

SINBON Electronics — AGM Information 2016

52256_rns_2016-06-17_2cbf83c2-2567-45fd-a2c8-12e4412ca1d1.pdf

Stock Code: 3023