Announcement of convening the 2023 Shareholders’ Meeting

1.Date of the board of directors' resolution:2023/03/24
2.Shareholders meeting date:2023/06/16
3.Shareholders meeting location:
12th Floor, The Grand Ballroom, The Grand Hotel, No.1, Sec.4,
Zhongshan N. Rd., Zhongshan Dist., Taipei City 10461, Taiwan (R.O.C.)
4.Shareholders' meeting will be held by means of (physical shareholders'
 meeting/ hybrid shareholders' meeting /
virtual-only shareholders' meeting):Hybrid shareholders' meeting
5.Cause for convening the meeting (1)Reported matters:
(I)2022 Business Report
(II)2022 Audit Committee Report and the communications with internal auditing
officers by the Audit Committee.
(III)Report on 2022 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)2022 Business Report, Independent Auditors’Report and Financial
Statements
(II)Distribution of earnings for 2022
7.Cause for convening the meeting (3)Matters for Discussion:
(I)Amendments to the Article of Incorporation
(II)To approve the issuance of employee restricted stock awards for year
2023
8.Cause for convening the meeting (4)Election matters:None
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:2023/04/18
12.Book closure ending date:2023/06/16
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 2023/04/14 to 2023/04/24 with all
documentation mailed to the Board Secretariat before 2023/04/24 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)For this Meeting, Shareholders are allowed to exercise voting rights
electronically, electronic voting period starts from 2023/05/17 to
2023/06/13,please vote according to the instructions via Taiwan
Depositor & Clearing Corporation “Stock Vote” website.
(https://www.stockvote.com.tw)
(III)The company authorizes the Chairman to change the date and venue of
shareholder meeting based on the situation of COVID-19.
(IV)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).
(V)Pursuant to the Company's Articles of Incorporation and the issuance
conditions of the Preferred Share B and Preferred Share C, the shareholders
of the Preferred Share B and Preferred Share C 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 B and Preferred Share C only have the
voting right on the Item (II) ”Distribution of earnings for 2022”of the
Acknowledged Matters,and Item (I) ”Amendments to the Article of
Incorporation”of the Discussion Matters.