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WELLTEND AGM Information 2022

Jun 22, 2022

52254_rns_2022-06-22_1c656301-3bb5-4931-b7c6-095ad3a90d6b.pdf

AGM Information

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WELLTEND TECHNOLOGY CORPORATION Notice of 2022 Annual General Shareholders' Meeting

  1. The 2022 shareholders’ meeting will be held at 9:00AM on June 14 (Tuesday), 2022 at 1F., No.61, Dongxing Road, Xinyi District, Taipei City (Visionary Leadership Center, Room VLC01)

Major contents of the meeting:

  • (1) Management Presentation

    • (a) 2021 Business Report.

    • (b) Supervisor’s Review Report on the 2021 Financial Statements.

    • (c) Report on the status of remuneration to employees and directors.

    • (d) Report on the status of the cash dividends of Distribution of 2021 Profits.

    • (e) Amendment to the "Ethical Corporate Management Best Practice Principles"

    • (f) Amendment to the “Codes of Ethical Conduct”.

    • (g) Amendment to the "Procedures for Ethical Management and Guidelines for Conduct"

    • (h) Other reporting matters.

  • (2) Recognition Matters

    • (a) Adoption of the 2021 Business Report and Financial Statements.

    • (b) Adoption of the Proposal for Distribution of 2021 Profits.

  • (3) Discussion Matters

    • (a) Amendment to the “Company's Corporate Charter”.

    • (b) Amendment to the “Rules of Procedure for Shareholder Meetings”.

    • (c) Amendment to the “Procedures for Election of Directors and Supervisors”.

    • (d) Amendment to the “Procedure for Lending Funds and Endorsements/Guarantees”.

    • (e) Amendment to the “Procedures for the Acquisition or Disposal of Assets”.

    • (f) Proposal for new share issue through capitalization of earnings.

  • (4) Election Matters

    • (a) Election of new Directors.
  • (5) Other Matters

    • (a) Release the prohibition on Directors from Participation in Competitive Business.
  • (6) Questions and Motions

  • The Board of Directors approved the 2021 earnings distribution as follows:

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  • (1) Cash Dividend: NT$0.3 per share, amounting to NT$27,900,000, upon the approval of the Board of Directors, it is proposed that the Chairman be authorized to resolve the ex-dividend date, date of issuance and other relevant issues.

  • (2) In the event that proposed distribution of earnings is affected by a change in the Company's outstanding common shares, the Chairman is authorized by the Board of Directors to make adjustment to such distribution and other relevant issues at his discretion

  • New share issue through capitalization of 2021 earnings:

  • (1) Stock Dividend: amounting to 2,790,000 shares in total (i.e. 30 shares per 1,000 shares).

  • (2) In the event that proposed distribution of earnings is affected by a change in the Company's outstanding common shares, the Chairman is authorized by the Board of Directors to make adjustment to such distribution and other relevant issues at his/her discretion

  • (1) Election of nine (9) seats of directors (including three (3) seats of independent directors) will be made during the meeting.

  • (2) The list of the candidate nominated under the nomination regime as follows: 【 Director: CHANG YUN-TENG, CHANG KUEI YU, KUO HSUAN-BIN, HSIEH HUNG LIANG, CHEN HSIU-LI, YEAR JAN INDUSTRIAL CO., LTD. 】 , 【 Independent Director: WU MENG CHUNG, FENG CHANG –KUO, WU CHING-JU 】 .

  • (3) Please refer to the website for the educational background and experience of each candidate at (http://mops.twse.com.tw).

  • In the reasons for convening the Meeting, for any essential contents of items specified in Article 172 of Company Act shall be explained, please refer to the MOPS. (http://mops.twse.com.tw)

  • Please find the Attendance sign-in card and Proxy form enclosed with this Meeting notice. If Shareholders plan to attend the meeting in person, please affix your signature or personal seal to the “Attendance sign-in card” (no need to send back) and submit it for registration on the day of the Shareholders’ Meeting. If Shareholders wish to appoint a proxy to attend the Meeting, please affix your signature or personal seal to the “Proxy form,” fill out the name and related information of the proxy and have the proxy affix his or her signature or personal seal to the “Proxy form.” Such Proxy form shall be delivered to Transfer Agency Department of China Trust Commercial Bank, which is the Company’s stock register and transfer agent, at least five (5) days prior to the Meeting so that an Attendance

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sign-in card can be issued to the proxy.

  1. In case of any shareholder solicits the proxies, the Company will compile a summary statement of the Solicitor solicitation information and disclose on the website of Securities & Futures Institute before May 13, 2022. For details, please click on the page “Solicitation free inquiry system” (http://free.sfi.org.tw), and enter the stock code for more information.

  2. Shareholders may exercise his/her/its voting rights by way of electronic transmission during the period from May 14, 2022 to June 11, 2022. Please log in the “Stockvote” (https://www.stockvote.com.tw) of Taiwan Depository & Clearing Corporation (TDCC) and vote in.

  3. Transfer Agency Department of China Trust Commercial Bank is the proxy tallying and verification institution for this Annual meeting.

Sincerely Yours

Board of Directors Welltend Technology Corporation