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THSRC — AGM Information 2024
Jun 11, 2024
52174_rns_2024-06-11_fd66b567-6518-4aae-8cdc-15a8d95aff25.pdf
AGM Information
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Meeting Notice for the 2024 Annual Shareholders’ Meeting (Summary Translation)
- I. Taiwan High Speed Rail Corporation (hereinafter referred to as “the Corporation”) has scheduled the 2024 Annual General Meeting for Thursday, May 23th, 2024, 9 am (shareholders’ reception begins at 8 am), at 1F., No.9, Songren Rd., Xinyi Dist., Taipei City (Cathay Financial Conference Hall).
II. Meeting Agenda:
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Management Presentations:
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(1). Report on Corporation Execution of Corporate Governance.
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(2). Report on Director Remuneration for 2023.
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(3). Report on Allocation of 2023 Remuneration to Board of Directors and Employees.
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(4). Report on Adjustments to the Estimated Amortization Lives of Certain Operating Concession Assets.
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(5). Report on contracts “Phase 3 Lease for Office Space at Nangang Software Park” and “Phase 3 Lease for Parking Spaces at Nangang Software Park” signed with related party Century Development Corporation.
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Proposals:
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(1). Proposal of 2023 Annual Business Report and Financial Statements of the Corporation.
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(2). Proposal of 2023 Profit Distributions of the Corporation.
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Discussions:
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(1). Revision of Articles of Incorporation.
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(2). Revision of Guidelines for Corporate Governance.
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Other Discussion Items: None.
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Questions and Motions.
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III. The profit distribution scheme of the Corporation as drafted by the Board of Directors is as follows: 1. The cash dividends proposed for distribution to shareholders amount to NT$5,740,858,919 or NT$1.02 per share. 2. After the cash dividends are approved by the 2024 Annual General Meeting, the Board of Directors is authorized to separately prescribe an ex-dividend date for distribution.
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IV. The book closure period for common shares is set as March 25, 2024 to May 23, 2024 in accordance with Article 165 of the Company Act.
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V. The Notice of Attendance and Proxy Form are hereby enclosed. Shareholders planning to attend the Annual General Meeting in person should sign or stamp the Notice of Attendance and submit the same when signing in on the day of the meeting
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(shareholders attending in person are not required to mail in said Notice). Shareholders wishing to appoint a proxy should sign or stamp the Proxy Form; provide the proxy name, address, and signature; and deliver or mail said form to the Corporation’s share transfer agent and registrar Fubon Securities Transfer Agency Department (11F., No.17, Shu Chung St., Chungchen District, Taipei City) at least five days prior to the Meeting date (May 17, 2024).
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VI. The Corporation is required to post public proxy solicitations for the Annual General Meeting to the Securities & Futures Institute (SFI) website by April 22, 2024. Shareholders wishing to obtain relevant information can enter associated search criteria on the Free Proxy Disclosure Search Engine (https://free.sfi.org.tw). (Corporation company code: 2633)
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VII. According to Article 26-2 of the Securities and Exchange Act: “The notice of the shareholders meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form of a public announcement; for a regular shareholders meeting, such public announcements shall be served with thirty days prior notice.”
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VIII.Shareholders may exercise their voting rights by electronic means from April 23, 2024 to May 20, 2024 by using a CA certificate (either a natural person certificate, online trading certificate from a securities firm, online banking certificate, corporate certificate, Ministry of Economic Affairs certificate, joint securities and futures firm certificate, or government certificate) to log in to the Taiwan Depository & Clearing Corporation “Stockholder e-services” platform (https:// stockservices.tdcc.com.tw/) and vote according to the instructions provided. Voting rights exercised by electronic means in accordance with the stipulations of the Company Act shall be deemed to have attended the shareholders’ meeting in person. In case a shareholder has exercised his/her/its voting power in writing or by way of electronic transmission, and has also authorized a proxy to attend the shareholders’ meeting on his/her/its behalf, the voting power exercised by the authorized proxy for the said shareholder shall prevail.
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IX. In accordance with Article 172 of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, and other associated regulations, the content of shareholder meeting proposals can be found on the Market Observation Post System (https://mops.twse.com.tw) by selecting “Electronic Books/Shareholders’ Meetings” or “Profiles/Company Profile/Web Address” and linking to the Corporation’s website.
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X. No souvenirs will be distributed at the Annual General Meeting.
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Sincerely, Board of Directors, Taiwan High Speed Rail Corporation
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