Announcement of convening the 2022 Shareholders’ Meeting
1.Date of the board of directors' resolution:2022/03/25
2.Shareholders meeting date:2022/06/17
3.Shareholders meeting location:
B2,The Sheraton Grand Ballroom,Sheraton Grand Taipei Hotel,No 12, Sec 1,
Zhongxiao East Road,Zhongzheng District,Taipei City 10049 Taiwan(R.O.C.)
4.Shareholders meeting will be held by means of (physical shareholders
meeting/ visual communication assisted shareholders meeting /
visual communication shareholders meeting):Physical shareholders meeting
5.Cause for convening the meeting (1)Reported matters:
(I)2021 Business Report
(II)2021 Audit Committee Report and the communications with internal auditing
officers by the Audit Committee.
(III)Report on 2021 employee and director remuneration distribution
(IV)Matters relating to the corporate bonds issued in 2022 by the company
6.Cause for convening the meeting (2)Acknowledged matters:
(I)2021 Business Report, Independent Auditors’Report
and Financial Statements
(II)Distribution of earnings for 2021
7.Cause for convening the meeting (3)Matters for Discussion:
(I)Amendments to the Article of Incorporation
(II)Amendments to the Rules of Procedure for Shareholder Meetings
(III)Amendments to the Procedure for the Acquisition or Disposal of Assets
(IV)To approve the issuance of employee restricted stock awards for year 2022
8.Cause for convening the meeting (4)Election matters:
(I)The Eighth Election of Directors and Independent directors
9.Cause for convening the meeting (5)Other Proposals:None
10.Cause for convening the meeting (6)Extemporary Motions:None
11.Book closure starting date:2022/04/19
12.Book closure ending date:2022/06/17
13.Any other matters that need to be specified:
(I)According to Company Law Article 172-1,shareholders with over 1% shares,
must submit in written form(300 words limit) a single motion to the company
shareholders’meeting.The company will accept shareholders proposals for
this Shareholders Meeting between 2022/04/15 to 2022/04/25 with all
documentation mailed to the Board Secretariat before 2022/04/25 17:00.
Please include name of a contact person and contact information so as to
allow Board members subsequent reply. Mailing address for submission of
proposals is as follows:
Secretariat to the Board of Directors-26F,No 168,Jingmao 2nd Road,
Nangang District,Taipei 11568,Taiwan.Please print the words Shareholders
Meeting Proposals on the envelope and post the document via registered mail.
(II)According to the Article 192-1 of the Company Law,if shareholders with
over 1% holding would like to propose and submit the candidate list for
Independent director, the company will receive the nomination letters from
2022/04/15 to 2022/04/25. The nomination letter receiving office address:
Secretariat to the Board of Directors-26F,No 168,Jingmao 2nd Road,
Nangang Dist,Taipei 11568,Taiwan
(III)For this Meeting, Shareholders are allowed to exercise voting rights
electronically, electronic voting period starts from 2022/05/18 to
2022/06/14, please vote according to the instructions via Taiwan
Depositor & Clearing Corporation “Stock Vote” website.
(https://www.stockvote.com.tw)
(IV)The company authorizes the Chairman to change the date and venue of
shareholder meeting based on the situation of COVID-19.
(V)A same person or same affiliated person who individually, mutually, or
collectively acquires shares representing more than 5% of the voting rights
of CTBC FHC shall report to the Financial Supervisory Commission (FSC)
within 10 days after acquiring the shares.The same procedure shall also
apply to every additional 1% voting-right- shares acquired or disposed of
once exceeding the 5% threshold. A same person or same affiliated person who
proposes to individually, mutually, or collectively acquire shares
representing more than 10%, 25% or 50% of the voting rights of CTBC FHC
shall apply to the FSC for approval in advance respectively (please refer
to Article 4, 5 and 16 of Financial Holding Company Act for more details).