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SIWARD — AGM Information 2023
Jun 26, 2023
52117_rns_2023-06-26_9e4babbf-f211-491c-adb1-00efac540a52.pdf
AGM Information
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Siward Crystal Technology Co., Ltd. Notices of the Annual Shareholders’ Meeting in 2023
- Siward Crystal Technology Co., Ltd . hereby announces to convene a Regular Shareholders’ Meeting at the Siward Crystal Technology Co., Ltd., located in No.1-1,Ln. 111, Sec.3, Zhongshan Rd., Tanzi District, Taichung City.
The shareholders’ meeting of the company commences at 9:00 a.m., Monday, June 19, 2023, and the company starts to deal with registered matters at 8:30 a.m. Meeting Agenda:
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I. Report Matters
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(1) To report the business of 2022
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(2) Audit Committee’s review report
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(3) To report 2022 employees’ profit sharing bonus and directors’ compensation
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II. Recognition Matters
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(1) To adopt 2022 business report and financial statements
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(2) To adopt the proposal of distribution of 2022 earnings.
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IV. Election Matters
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(1) Election of the 13th Directors.
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V. Other Proposals
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(1) To remove the restriction of non-compete agreement of newly elected directors
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VI. Extemporary Motions
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Proposed resolutions for 2022 earnings distribution:
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Cash dividends: NT$350,726,249—NT$2.2 cash dividend per share. After a resolution for cash dividend distribution is adopted by the Shareholders' General Meeting, the Board of Directors is authorized to set an ex-dividends date.
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To elect ten directors (including three independent directors). The directors candidate List: Tseng, Yin-Tang、Tseng, Jung-Meng、Liu, Ping-Feng、Ku, Chih-Yun、 、 、
Chiang, Hung-Yu Liao, Lu-Lee Liao, Pen-Lin. The independent directors 、 、
candidate List: Tien, Chia-Sheng LIU, Chien-Cheng Lee, Shu-Min. For related information on the above candidates' academic experience, please refer to MOPS (http://mops.twse.com.tw).
- According to Article 209 of the Company Act, the company is going to remove the restriction of non-compete agreement of new directors. For more details, please refer to handbook of shareholders’ meeting.
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According to Article 165 of the Company Act, stock transfers shall be discontinued from April 21, 2023 to June 19, 2023.
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Apart from SIWARD’s public announcement, a letter of invitation attached with one copy each of the sign-in-card for attendance and Proxy of the Annual Shareholders’ Meeting. You are cordially invited to attend. If you are to attend the meeting in person, please report to the meeting venue on the date of the meeting after filling out Coupon 1 (sign-in card for attendance) . If you wish to assign an agent to attend on your behalf, please send back Coupon 2 (Proxy Statement) and Coupon 1 (sign-in card for attendance) , in their full form and duly filled out, to SIWARD’s stock affairs agent, the Department of Stock Affairs at President Securities Corp. 5 days prior to the meeting.
7. If a shareholder wishes to enlist a proxy, the Company will produce a general checklist stating therein the information of solicitors and the soliciting information by May 19, 2023, and disclose it on the Securities & Futures Institute website (https://free.sfi.org.tw). Investors who wish to make an inquiry may visit the website, go to Free Inquiry System for Announced Information Concerning Proxies, and enter the search criteria.
8. In this Annual Shareholders’ Meeting, shareholders may exercise their voting rights in electronic form. The period for which electronic voting may be carried out is from May 20, 2023 to June 16, 2023. Log in to Taiwan Depository & Clearing Corporation's "Stock Vote" website and proceed in accordance with the instructions provided. (URL: https://www.stockvote.com.tw)
9. Verification of proxy votes at the Annual Shareholders’ Meeting shall be conducted by the Department of Stock Affairs at President Securities Corp.
- If there are essential contents that shall be explained in the notice to convene a meeting of shareholders as stipulated in Article 172 of the Company Act, please visit the Market Observation Post System (URL: https://mops.twse.com.tw). Please click on basic information / e-book / annual reports and relevant information on shareholders' meetings. Enter the company code "2484" and the year “2023”, then select "Reference Materials for Proposals made at the Shareholders' Meetings" or "Supplementary Information for Shareholders’ Meeting".
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- This is for your information. Please act accordingly.
12. Important information
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I. The shareholder souvenir for this year will be: Rice set. (The souvenir will be replaced by an item of equivalent value if quantity prepared is insufficient.)
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II. The general principle for gifting souvenirs: Souvenirs will only be distributed to shareholders with at least 1,000 shares (with the exception of shareholders who attend the meeting in person or vote electronically).
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(1)Souvenirs will be distributed at the venue on the day of the meeting before it ends. Documents to bring: Shareholders’ Meeting Notice or identification.
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(2) Collection of souvenirs for shareholders who vote electronically :
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A. Applicable for: Shareholders who voted between May 20, 2023 and June16, 2023.
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B. Documents to bring: Shareholders’ Meeting Notice or identification.
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C. Collection period and location: From June 19, 2023 to June 21, 2023 (excluding weekends and holidays), from 8:30a.m. to 4:30p.m. at the Department of Stock Affairs, President Securities Corp. (address: No. 8, Dongxing Road, Songshan District, Taipei City; Tel: (02)2746-3797). Souvenirs will not be mailed or distributed after the meeting.
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III. If you wish to appoint an agent to collect the souvenir on your behalf, please contact the solicitor for the solicitation site (solicitation 1,000 shares (inclusive) or above) from May 24, 2023 to June 2, 2023 (except regular holidays; each solicitation site may end the solicitation early depending on the solicitation status).
- See the free website of the SECURITIES & FUTURES INSTITUTE for the solicitation site: https://free.sfi.org.tw, go to the "Proxy Free Query System" and enter the query conditions.
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IV. You may inquire about souvenir-related information on the exclusive webpage of souvenirs on the website of President Securities Corp. (https://www.pscnet.com.tw/).
13. Instructions for Use of the Proxy
- I. Before solicitation for proxy is made by a third party, shareholders are advised to ask the solicitor to provide information on written and advertising contents or consult with ASEH-compiled general information of the solicitor’s written and advertising contents in order to fully understand the background information of the solicitor and the candidate to be elected as well as opinions
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on agenda items of the solicitor.
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II. If the consigned agent is not a shareholder, he/she should fill out his/her ID number or the Tax ID number in the Shareholder No. column.
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III. If the solicitor is a trust enterprise or stock affairs agency, please fill out the Tax ID number in the Shareholder No. column.
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IV. All other matters related to the agenda shall be conducted by the instructions herein provided.
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V. If the proxy has already been delivered to SIWARD and the shareholder decides he/she wishes to personally attend the meeting or exercise his or her voting rights by electronic means, the concerned shareholder should notify SIWARD in writing two days prior to the Shareholders’ Meeting to rescind the notice for proxy. If the shareholder fails to do so by the deadline, the voting right cast by the consigned agent shall govern.
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VI. See Coupon 2 for the format of the Proxy.
For the attention of all shareholders:
Yours faithfully, Board of Directors SIWARD Crystal Technology Co., Ltd.
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