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TBB AGM Information 2024

Jul 9, 2024

52201_rns_2024-07-09_355b3442-dd3c-4b06-815e-9f6258539ec8.pdf

AGM Information

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Taiwan Business Bank

Meeting Notice of 2024 Annual Shareholders’ Meeting

  • I. The 2024 Annual Shareholders’ Meeting (the “Meeting”) of Taiwan Business Bank (the “Bank”) will be held at 9:00 a.m. on June 21, 2024 (Friday) at the auditorium of the Head Office of the Bank (17F, No. 30, Ta Cheng Street, Taipei). Registration time shall begin at 8:25 a.m. at the aforementioned venue. The agenda for the Meeting is as follows:

    1. Bank Reports:

      • (1) The Bank’s 2023 Operating Report.

      • (2) The Audit Committee's Review Report on the 2023 financial statements of the Bank.

      • (3) Report on the distribution of remunerations for employees and Directors of the Bank in 2023.

2. Proposals:

  • (1) Adoption of the 2023 operating report and financial statements of the Bank.

  • (2) Adoption of the 2023 earnings distribution from the final accounts of the Bank.

  1. Discussion

Resolution to carry out a capital increase via transferred earnings in accordance with the earnings distribution of stock dividends for 2023.

  1. Election Matters

Proposal for the election of the Bank's 17th term of the Directors of the Board.

  1. Other Matters

    • (1) Proposal for lifting the non-competition restriction for the Directors of the Board - Ministry of Finance.

    • (2) Proposal for lifting the non-competition restriction for the Directors of the Board - Bank of Taiwan Co., Ltd.

    • (3) Proposal for lifting the non-competition restriction for the Directors of the Board - Chao-Tsung Teng.

    • (4) Proposal for lifting the non-competition restriction for the Directors of the Board - National Development Fund, Executive Yuan.

    • (5) Proposal for lifting the non-competition restriction for the Directors of the Board - Yung-Cheng Chuang.

  2. Questions and Motions

  • II. The main content of the distribution of dividends is as follows:

    1. Cash dividend: NT$1,644,481,234; NT$0.2 per share.

    2. Stock dividend: NT$9,455,767,100; NT$1.15 per share (115 shares of stock dividends

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for every 1,000 shares).

  • III. The number of directors to be elected at this Meeting is 15 (including 5 independent directors).

  • IV. List of Director Candidates:

    1. Ministry of Finance Representative: Pei-Jean Liu

    2. Ministry of Finance Representative: Chih-Chien Chang

    3. Ministry of Finance Representative: Sui-Ying Wang

    4. Ministry of Finance Representative: Hung-Sheng Yu

    5. Ministry of Finance Representative: Chin-Wen Huang

    6. Bank of Taiwan Representative: Chao-Tsung Teng

    7. Bank of Taiwan Representative: Tzu-Hao Tsai

    8. Bank of Taiwan Representative: Ho-Chyuan Chen

    9. National Development Fund, Executive Yuan Representative: Chun-Hsien Yeh

    10. TBB Industry Union Representative: Ming-Huei Chen

    11. Che-Nan Wang

List of Independent Director Candidates:

  1. Xin-Wu Lin

  2. Yung-Cheng Chuang

  3. Jin-Long Liu

  4. Shao-Yuan Chang

  5. Mi-Hsiu Chiang

For information about the education background and work experience of the above

candidates, please visit the Market Observation Post System’s website

(https://mops.twse.com.tw) to inquire for such information.

  • V. In accordance with the provisions of Article 209 of the Company Act, the Bank intends to seek permission from the Meeting to lift the non-competition restriction of newly elected directors (including independent directors) and their representatives. Please refer to the Meeting Handbook for the content of the competition.

  • VI. Enclosed please find the attendance card and the proxy form. If you would like to attend the Meeting in person, please sign or affix seal to the attendance card and bring it to the venue on the day of the Meeting. If you wish to delegate a proxy to attend the Meeting, please sign or affix seal to the proxy form, properly fill in the name and address of your proxy, and send the completed proxy form to the Bank’s stock registration agent, the Registrar & Transfer Agency Department of Yuanta Securities Co., Ltd. (B1, No. 210, Sec. 3, Chengde Rd., Datong Dist., Taipei 103432), five days prior to the date of the Meeting, in order to arrange for an attendance card to be mailed to your proxy.

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  • VII. The Registrar & Transfer Agency Department of Yuanta Securities Co., Ltd. has been appointed by the Bank as the agent for proxies tallying and verification.

  • VIII.For any shareholder who intends to solicit proxy forms from other shareholders, the Bank will consolidate the solicitors’ information and disclose such information on the Securities & Futures Institute’s website on May 20, 2024. For further details regarding the proxy form inquiry procedure, please visit the website: https://free.sfi.org.tw and enter search criteria in the Proxy Information Free Search System.

  • IX. In addition to those listed on the meeting notice as prescribed by Article 172 of the Company Act, main contents of this Meeting will be disclosed on the Market Observation Post System’s website (https://mops.twse.com.tw). Please click on Electronic books/Shareholders’ meetings on the MOPS website to inquire for such information.

  • X. Shareholders may exercise voting rights via electronic means from May 22, 2024 to June 18, 2024. Please login to the Electronic Voting Platform on the website of Taiwan Depository and Clearing Corporation (https://stockservices.tdcc.com.tw), and vote according to the relevant instructions.

The Board of Directors Taiwan Business Bank

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