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TYC AGM Information 2023

Aug 28, 2023

51846_rns_2023-08-28_ce2135e9-71b7-48f2-8967-63282ed3aeb3.pdf

AGM Information

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TYC Brother Industrial Co., Ltd Meeting Notice of 2023 Annual Shareholders’ Meeting

The 2023 Annual Shareholders’ Meeting (the “Meeting”) of TYC Brother Industrial Co., Ltd (the” Company”) will be convened at 9:00 a.m., Thursday, June 14, 2023 at Hotel Château Anping, No. 47, Xinjian Rd., South Dist., Tainan City 70255 , Taiwan.

The shareholders’ registration will begin at 8:30 a.m. and the place of registration is the same as the meeting location.

1.The agenda for the Meeting is as follows:

  • Ⅰ. Report Items

  • (1) To report the business of 2022.

  • (2) To report Audit Committee’s Review Report of 2022.

  • (3) To report 2022 employees' and directors' compensation.

Ⅱ. Proposed Resolutions

  • (1) To approve 2022 Business Report and Financial Statements.

  • (2) To approve 2022 profits distribution proposal.

Ⅲ. Other Business and Special Motions

  1. If the reasons to convene the shareholders’ meeting include any matters that shall be listed pursuant to Article 172 of the Company Law, please visit Market Observation Post System (https://mops.twse.com.tw) and click Profile/Electronic Books/Shareholders meeting/Stock code and Year/”Reference information for Meeting Agenda”or“Meeting Handbook”for details.

  2. The major items of 2022 profits distribution proposal adopted at Board of Directors’meeting are as follows:

    • I. Cash dividend of NT$1.8 per common share, totaling NT$563,216,186.

    • II. Cash dividend of NT$2.0 per preferred share A, totaling NT$60,000,000.

    • The record date for cash dividend distribution to be set by the Chairman as authorized by the Board of Directors.

  3. Pursuant to Article 165 of the Company Law, the shareholder register will be closed from April 16 to June 14, 2023.

  4. In addition to the public announcement, we hereby serve you this letter as a written notice of the general shareholders’ meeting, as well as an Attendance Card and a letter of proxy. We hope that you may spare the time to attend the meeting. If you are attending the meeting in person, please sign or stamp the "The second duplicate of the Attendance Card" and bring it to the meeting venue on the day of the meeting. Please do not mail it. If you appoint a proxy to attend the meeting, please sign or stamp the "The second duplicate of the Attendance Card". It should be delivered five days prior to the meeting to the Company's stock agency, Transfer Agency Department of Capital Securities Corp. After the department has stamped the registration seal on the Attendance Card, it will be posted to the shareholder’s proxy for attendance need.

  5. The company will compile a summary statement of the Solicitor Solicitation Information and disclose the content on the website of Securities & Futures Institute(SFI) by May 12, 2023. More information is available on SFI's website (http://free.sfi.org.tw).

  6. The Transfer Agency Department of Capital Securities Corporation is the proxy tallying and verification institution for this Annual meeting.

  7. Shareholders may exercise their voting rights electronically. The excising period is from May 13, 2023 to June 11, 2023. Please access directly to the Taiwan Depository and Clearing Corporation website (https://www.stockvote.com.tw) to vote in accordance with the relevant description.

  8. Pursuant to the Company's Articles of Incorporation and the issuance conditions of the Preferred Share A, the shareholders of the Preferred Share A have no voting right at the shareholders' meeting. However, such shareholders are entitled to be elected as a director of the Company and have the voting right at preferred shareholders' meetings and on matters related to rights and obligations of preferred shareholders at the shareholders' meeting. Therefore, the shareholders of the Preferred Share A have no voting right on the Meeting this year.

Board of Directors

TYC Brother Industrial Co., Ltd