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TMC — AGM Information 2022
Aug 5, 2022
52014_rns_2022-08-05_9bc8269a-b72d-45a8-a1fb-804988bae698.pdf
AGM Information
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Notice of Meeting
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I. The 2022 Shareholders’ Meeting will be held on Thursday, May 26, 2022 at 9:00 a.m. (Registration time for shareholders will be 30 minutes prior to the meeting) at No. 1, Industrial East Road 2, Hsinchu Science Park (Bach Hall, 4F, Science and Technology Life Center), with the following main content: (I) Report: 1. The Company’s 2021 Business Report 2. Report on the Audit Committee’s review of the Company's 2021 business and accounting reports. 3. Report on the Company’s distribution of employees and directors’ profit sharing remuneration for 2021 4. Report on the Company's and its subsidiaries' endorsement and guarantee for 2021, 5. Report on the Company’s 28th share repurchase 6. Report on the Company's 3rd domestic unsecured convertible bonds (II) Adoption: 1. The Company’s 2021 business report and financial statements 2: The Company’s 2021 earnings distribution proposal (III) Discussion: 1. Distribution of cash from capital surplus 2. Amendments to certain provisions of the Company’s "Articles of Incorporation." 3. Amendments to certain provisions of the Company's “Procedures for Acquisition or Disposal of Assets” (IV) Election: 1. By-election of independent directors (V) Other motions: 1. Consent to Independent Directors’ Compete Activities (VI) Extempore motions
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II. Proposed distribution by the Board of Directors: $1 per share for cash dividends from earnings; $1 per share for cash distribution from capital surplus.
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III. One independent director was elected by the Board of Directors under the candidate nomination system. The candidates for the independent director is Hui-Fen Chan; for information about her academic qualification and experience, please visit the Market Observation Post System (URL: https://mops.twse.com.tw/mops/web/t146sb10).
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IV. If the causes and subjects of the shareholders' meeting are under Article 172 of the Company Act, please go to the Market Observation Post System (https://mops.twse.com.tw) and click "Annual Report and Shareholders' Meeting Related Information" in the "eBook" under "Basic Information", enter the company code / or abbreviation and year, and click "Supplementary Information for the Meeting" or "Reference Information for the Shareholders' Meeting". Click on "Meeting Handbook and Supplementary Information for Meetings" or "Reference Information for Shareholders' Meeting".
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V. In accordance with Article 165 of the Company Act, the stock transfer was suspended from March 28, 2022 to May 26, 2022.
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VI. In addition to the announcement on the Market Observation Post System, a shareholder attendance card and a proxy form were issued to shareholders to attend the meeting. If you are attending the meeting in person, please fill out the attendance card of the 3rd copy (no need to send it back) and bring it to the meeting location on the day of the meeting. If you appoint a proxy to attend the meeting, please fill out the proxy form of the 4th copy and send it to the stock affairs agency department of Grand Fortune Securities, the Company’s shareholder services provider, 5 days before the meeting. After the department has stamped the attendance card with the registration seal, it will be sent to you or your proxy. If you or your proxy has not received the attendance card by the day before the meeting, please bring your ID card and seal
to the meeting location on the day of the meeting to attend the meeting.
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VII. If there is a proxy solicitor for the shareholders' meeting, the Company intends to submit the written information of the proxy solicitation to the Securities and Futures Institute of the R.O.C. (URL: https://www.sfi.org.tw) by April 25, 2022, in accordance with the regulations. After accessing the website, investors should enter the stock code/company in the "Free Inquiry System for Proxy Forms".
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VIII.At the shareholders' meeting, you can exercise your voting rights electronically during the period from April 26, 2022 to May 23, 2022. Please visit the "Stockvote Platform" website of Taiwan Depository & Clearing Corporation and follow the relevant instructions to vote [URL: https://www.stockvote.com.tw].
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IX. The verification institution of proxy forms for the shareholders' meeting is the Stock Affairs Agency Department of Grand Fortune Securities.
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X. Please follow the instructions.
Yours sincerely
The Board of Directors of Taiwan Mask Corporation,