TFC — AGM Information 2021

Aug 13, 2021

Taiwan Fertilizer Company Limited

NOTICE OF

2021 GENERAL SHAREHOLDERS’ MEETING

• I. The 2021 General Shareholders’ Meeting will be held on Tuesday, June 29, 2021 at Armed Forces Officer’s Club, No. 142, Yen-Ping S. Rd., Taipei City .

II. Agenda

1. Report Items

• (1) The Company’s 2020 Business Report

• (2) The Audit Committee’s report on the Company’s 2020 annual final accounts and statements

• (3) The report on remuneration to the Company's directors and employees in 2020

• (4) The report on amendments to the “Code of Ethical Conduct for the Company's Directors and the Highest-level Executives and above” in part

2. Ratification Items

• (1) The Company's 2020 business report and financial statements

• (2) The Company's 2020 earnings distribution

1. Discussion and Election Items

   • (1) The amendments to the Company's “Rules of Procedure for Shareholders Meetings” in part

   • (2) The amendments to the Company's “Procedures of Electing Directors and Independent Directors” in part

   • (3) Election of the Company’s 35th Board of Directors (including independent directors)

   • (4) Proposal to release the institutional shareholder of the 35th term, Council of Agriculture, Executive Yuan, from the non-compete restrictions

   • (5) Proposal to release the candidate of director of the 35th term, Tsao, Chi-Hung, from the non-compete restrictions

   • (6) Proposal to release the candidate of independent director of the 35th term, Lin, Su-Ming, from the non-compete restrictions

   • (7) Proposal to release the candidate of independent director of the 35th term, Weng, Ming-Jang, from the non-compete restrictions

4. Extemporaneous Motions

III. Appendix

1. Rules of Procedure for Shareholders Meetings of Taiwan Fertilizer Co., Ltd.

2. Articles of Incorporation of Taiwan Fertilizer Co., Ltd.

3. The Procedures for Electing Directors and Independent Directors of Taiwan Fertilizer Co., Ltd.

4. Code of Ethical Conduct for the Company's Directors and the Highest-level Executives and above of Taiwan Fertilizer Co., Ltd.

5. Shareholdings by Directors (including Independent Directors) of Taiwan Fertilizer Co., Ltd.

6. The Impact of Stock Dividend Issuance on Business Performance, EPS and Shareholder Return