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2019/03/22

statement

1.date of the board of directors resolution:2019/03/22

2.date for convening the shareholders' meeting:2019/06/10

3.location for convening the shareholders' meeting: meeting room #1 at the company headquarters. no. 18, datong 1st road, guanyin district, taoyuan city, taiwan

4.cause or subjects for convening the meeting

(1)report items:

 a.to report year 2018 business operations and financial results

 b.to report the year 2018 financial statements examined by the auditing  committee c.to report the compensation of employees and remuneration of directors

5.cause or subjects for convening the meeting

(2)matters for ratification:

a.to accept year 2018 financial statements

b.to approve the proposal for distribution of 2018 profits

6.cause or subjects for convening the meeting

(3)matters for discussion:

a.to approve amending the company bylaw of“procedures of capital lending to others”

b.to approve amending the company bylaw of “procedures of endorsements and guarantees”

c.to approve amending the company bylaw of “procedures of acquisition and disposition of assets”

d.to approve amending the company bylaw of “procedures of conducting transactions of financial derivative products”

e.to approve the release of the relevant directors from the non-competition restriction under article 209 of the company act

7.cause or subjects for convening the meeting

(4)elections:to elect the eleventh term directors

8.cause or subjects for convening the meeting

(5)other proposals: none

9.cause or subjects for convening the meeting

(6)extemporary motions: none

10.book closure starting date:2019/04/12

11.book closure ending date:2019/06/10

12.any other matters that need to be specified:

1.eligibility: the percentage of ownership for the said shareholder shall not be less than 1% of the total number of outstanding shares, and the proposal submitted shall be in writing.

2.contents of proposal: only one matter shall be allowed in each single proposal, and in case a proposal contains more than one matter, such proposal shall not be included in the agenda of the shareholders’ meeting. the total vocabulary wordings of the proposal submitted by an eligible shareholder shall not exceed three hundred, or the proposal shall not be included in the meeting agenda.

3.time for submission:the time frame for the acceptance of proposed resolutions from eligible shareholders will begin from 6 april 2019 to 15 april 2019, 9:00am – 4:30pm (taipei time).

4.place for submission: all submissions must be addressed in writing to the stock transfer agency of the company. stock transfer agency unit, oriental securities co., ltd. 3f, no. 86, chongqing south road, section 1,taipei, taiwan

5.under any of the following circumstances, the board of directors of the company may exclude the proposal submitted by a shareholder from the list of proposals to be discussed in the shareholders’ meeting: i.where the subject or the issue of the said proposal cannot be settled or resolved by a resolution to be adopted at the shareholders’ meeting. ii.where the number of shares of the company in the possession of the shareholder making the said proposal is less than 1% of the total number of outstanding shares at the time when the share transfer registration is suspended by the company in accordance with the provisions set out in paragraph ii or paragraph iii, article 165 of this act. iii.where the said proposal is submitted on a day beyond the deadline fixed and announced by the company for accepting shareholders' proposals.

6.the company shall, prior to preparing and delivering the shareholders' meeting notice, inform, by a notice, all the proposal submitting shareholders of the proposal screening results, and shall list in the shareholders' meeting notice the proposals conforming to the requirements set out in this article.

7.with regard to the proposals submitted by shareholders but not included in the agenda of the meeting, the cause of exclusion of such proposals and explanation shall be made by the board of directors at the shareholders' meeting to be convened.

8.the shareholder who has submitted a proposal shall attend, in person or by a proxy, the shareholders' meeting whereat his proposal is to be discussed and shall take part in the discussion of such proposal.

all shareholders are advised to take advantage of the electronic voting system to cast votes at this coming shareholders’meeting.