Resolution of the BOD to convene the 2023 General Shareholders' Meeting

Company code: 6285
No: 3
Subject: Resolution of the BOD to convene the 2023 General Shareholders' Meeting
To which item it meets--article 4 paragraph xx: 17
Date of events: 2023/03/10

Contents:

• Date of the board of directors' resolution: 2023/03/10
• Shareholders meeting date: 2023/06/07
• Shareholders meeting location: No.2, Prosperity Road I, Hsinchu Science Park, Hsinchu (Meeting Room 101 of the Allied Association for Science Park Industries)
• Shareholders' meeting will be held by means of (physical shareholders' meeting/ hybrid shareholders' meeting / virtual-only shareholders' meeting): Physical shareholders' meeting
• Cause for convening the meeting (1)Reported matters:
  • 2022 Business Report
  • Audit Committee's Review Report
  • Report on the 2022 distribution results of profit-sharing bonuses for employees and directors
  • Report on the issuance of convertible corporate bonds
• Cause for convening the meeting (2)Acknowledged matters:
  • Ratification of the 2022 Business Report and Financial Statements
  • Ratification of the proposal for distribution of 2022 profits
• Cause for convening the meeting (3)Matters for Discussion: 
  • Discussion on the issuance of restricted stock awards to key employees
  • Discussion on amendments to certain parts of the Articles of Incorporation
  • Discussion on the release of the prohibition on newly-elected directors and their corporate representatives from participation in competitive business
• Cause for convening the meeting (4)Election matters: Election of the 11th Board of Directors (including Independent Directors)
• Cause for convening the meeting (5)Other Proposals: None
• Cause for convening the meeting (6)Extemporary Motions: None
• Book closure starting date: 2023/04/09
• Book closure ending date: 2023/06/07
• Any other matters that need to be specified: 
  • In accordance with Article 26-2 of the Securities and Exchange Act, the shareholders meeting notice to be given by WNC to shareholders who own less than 1,000 shares of nominal stock may be given in the form of a public announcement.
  • According to Article 172-1 and 192-1 of the Company Law, the time frame for WNC to receive proposals and nomination of candidates for directors (including Independent Directors) from eligible shareholders is from March 20, 2023 to March 29, 2023. All proposals must be submitted in writing to the collection office (Address: No.158, Singshan Rd., Neihu Dist., Taipei, 11469, Taiwan); other relevant issues will be announced separately.
  • This (2023) annual general meeting will adopt electronic voting as one of the voting methods for shareholders to excise their voting rights. Shareholders may log in to the TDCC website to vote from May 6, 2023 to June 4, 2023. (website: http://www.stockvote.com.tw)