Savings bank

Shanghai Commercial & Savings Bank: Announcement of the resolution of the board of directors of SCSB on the convening of the annual general meeting of shareholders in 2022. (Hybrid shareholders’ meetings)

Declaration

1.Date of the board of directors' resolution:2022/03/26
2.Shareholders meeting date:2022/06/17
3.Shareholders meeting location:
  1F, No. 8, Sec. 3, Minsheng East Road, Taipei, Taiwan
  AmazingHall, Light Chanson
4.Shareholders meeting will be held by means of (physical shareholders
 meeting/ visual communication assisted shareholders meeting /
visual communication shareholders meeting):
  visual communication assisted shareholders meeting
5.Cause for convening the meeting (1)Reported matters:
   (a)The 2021 Business Report.
   (b)The 2021 Audit Committee's Review Report.
   (c)The 2021 Directors and Employees Remuneration
      Distribution Report.
   (d)The Company's report on "Sustainable Development
      Promotion Guidelines".
   (e)The Financial Debentures issued in 2021 Report.
6.Cause for convening the meeting (2)Acknowledged matters:
   (a)To accept 2021 Business Report and Financial
      Statements.
   (b)To approve the Proposal for Distribution of 2021
      Earnings.
7.Cause for convening the meeting (3)Matters for Discussion:
   (a)Discussion of amendments to the Company's "Articles
      of Incorporation".
   (b)Discussion of amendments to the Company's "Procedures
      for Asset Acquisition and Disposal"
   (c)Discussion to approve the lifting of non-competition
      restrictions for directors and their representatives
      of the Company.
8.Cause for convening the meeting (4)Election matters:NA
9.Cause for convening the meeting (5)Other Proposals:NA
10.Cause for convening the meeting (6)Extemporary Motions:NA
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:
   (1)According to the Article 172-1 of Company Act,
      shareholder(s) holding one percent (1%) or more of
      the total number of outstanding shares of a company
      may propose to the company a proposal for discussion
      at a regular shareholders'  meeting.
      The written proposal shall be submitted to the company
      before 2022/04/19 5:00pm via registered mail. The
      details on contact person and contact method are
      required to be indicated in the proposal, and please
      also indicate the wording of "Proposal for Shareholders'
      meeting" on envelop.
      The period of submission: from 2022/04/08 to 2022/04/19
      Please mail the proposal to:
      Attention: Administration Management Department
      The Shanghai Commercial & Savings Bank
      5F, No. 149, Sec. 2, MinSheng E. Rd., Taipei, Taiwan, R.O.C.
   (2)According to the Article 25 of the Banking Act,
      the same person or same concerned party who singly,
      jointly or collectively acquires more than five
      percent (5%) of a Bank's outstanding voting shares
      shall report such fact to the Competent Authority
      within ten (10) days from the day of acquisition;
      the preceding provision applies to each cumulative
      increase or decrease in the shares of the same
      person or same concerned party by more than one
      percent (1%) thereafter.
      The same person or same concerned party who intends
      to singly, jointly or collectively acquire more than
      ten percent (10%), twenty-five percent (25%) or fifty
      percent (50%) of a Bank's outstanding voting shares
      shall apply for prior approval of the Competent
      Authority.
      If the total number of a Bank's shares held by the
      same person or by the principal, his/her spouse and
      children under twenty (20) years of age exceeds one
      percent (1%) of the Bank's outstanding voting shares,
      such principal shall notify the Bank thereof.
   (3)Relevant matters for convening hybrid shareholders' meetings:
      i.Hybrid shareholders' meetings will be convened in accordance
        with Paragraph 3, Article 172-2 of the Company Act and
        Chapter II-2 of the Regulations Governing the Administration
        of Shareholder Services of Public Companies.
      ii.The Company will use the e-Meeting Platform by the Taiwan
         Depository & Clearing Corporation (TDCC) for this year's
         shareholders' meeting. Any organization using the e-Meeting
         Platform are required to be in line with TDCC's operating
         guidelines, Frequently Asked Questions (FAQ) and instructions,
         as well as all other relevant documents. Please visit the TDCC
         website for more information. (https://www.tdcc.com.tw/portal
         /zh/page/show/402897967d841dba017e8eea7fc5009c)
      iii.Shareholders who choose to attend shareholders' meetings
          virtually will be deemed as having attended in person.
      iv.Shareholders who intend to participate virtually should,
         starting from 2022/05/18, complete registrations and sign-ups
         on the TDCC Stockvote
         (https://www.stockvote.com.tw/evote/index.html) two days
         prior to the date of their shareholders' meeting (before
         2022/06/14). Solicitors or proxy agents who intend to
         participate virtually should fill out a letter of intent to
         attend shareholders' meetings via video conferencing and
         send it to Hua Nan Securities Registrar & Transfer Agency
         Department(4F, No.54, Sec. 4, Minsheng East Road, Taipei,
         Taiwan); the letter of intent arrive from 2022/05/18 to
         16:00, 2022/06/14. Participants will check in, watch a live
         stream of the meeting, text questions, and cast their votes
         at shareholders' meetings.
      v.Shareholders, solicitors, or proxy agents who have registered
        for attending shareholders' meetings virtually but intend to
        attend physically should withdraw their registration in the same
        way they have made the registration two days prior to the date
        of shareholders'meetings. Participants who fail to withdraw
        their registration by the said deadline can only attend
        virtually.
      vi.Shareholders who have exercised their voting right via written
         or electronic means but intend to attend shareholders'
         meetings virtually should withdraw their declaration of
         intention in the same way they have exercised their voting
         right two days prior to the date of shareholders' meetings.
         If participants fail to withdraw their declaration of
         intention by the said deadline, only the ballots cast via
         written or electronic means will count.
      vii.Shareholders who attend shareholders' meetings virtually
          and do not withdraw their declaration of intent after
          exercising their voting right via written or electronic means
          can only exercise their proposing and voting rights regarding
          extempore motions. They cannot vote on the original meeting
          proposals and the amendments to the content of the original
          meeting proposals, or propose to amend the content of the
          original meeting proposals.
      viii.Shareholders who have appointed proxy agents to attend
           shareholders'meetings are not allowed to attend
           themselves, except for relevant provisions stipulated in
           the Regulations Governing the Administration of Shareholder
           Services of Public Companies or the Company Act.
           Shareholders whose Power of  Attorney (POA) has arrived at
           the Company to state that they have appointed proxy agents
           to attend shareholders' meetings but later intend to attend
           shareholders' meetings virtually should notify the Company
           to withdraw their appointment in writing two days prior to
           the date of shareholders' meetings. If participants fail
           to withdraw their appointment by the said deadline, only
           the ballots cast by their proxy agents will count.
      ix.In the event that the e-Meeting Platform fails or shareholders
         have difficulty attending virtually, before the chairperson
         announces the commencement of shareholders' meetings or during
         the meetings, due to natural disasters, incidents, or other
         force majeure, when the disconnection lasts for more than 30
         minutes, companies should check the total shares of
         shareholders that have attended. If the total shares do not
         reach the legally required number for resolutions in
         shareholders' meetings after deducting the shares of
         shareholders that attend virtually, then the meetings should be
         adjourned. The Company will postpone or reconvene their meeting
         on 2022/06/22 at 09:00 in 3F, No. 149, Sec. 2, Minsheng East
         Road, Taipei, Taiwan (the conference room of SCSB).
         Shareholders who have been listed on the shareholders register
         by the book closure date are entitled to attend shareholders'
         meetings. The Company will not resend their meeting notice.
      x.In the event that the said shareholders' meetings are to be
        postponed or reconvened, the Company will issue a Significant
        Announcement onto the Market Observation Post System (MOPS).
      xi.For matters not covered, please refer to the Regulations
         Governing the Administration of Shareholder Services of
         Public Companies and related regulations.
   (4)Other matters related to the 2022 Annual General
      Shareholders' Meeting, please refer to the announcement
      posted on Market Observation Post System for more details.


Source link