晶元光電 2020/06/18

The BOD convenes the 2020 First Extraordinary General Meeting (including promoters' meeting of A investment holding Co., Ltd.)

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1.Date of the board of directors' resolution:2020/06/18
2.Special shareholders meeting date:2020/08/07
3.Special shareholders meeting location:
Conference Room 202, Association of Industries in Hsinchu Science Park,
No.2, Zhanye 1st Rd., Hsinchu City 300, Taiwan (R.O.C.).
4.Cause for convening the meeting (1)Reported matters:
1.1 The audit committee's report on the proposed formation of A
     investment holding Co., Ltd. by way of joint share exchange
     between EPISTAR and Lextar.
5.Cause for convening the meeting (2)Acknowledged matters:NA
6.Cause for convening the meeting (3)Matters for Discussion:
3.1  The Company plan to jointly convent the shares with Lextar to make
      the A investment holding Co., Ltd. acquire all shares of Company
      and Lextar, and the Company and Lextar will stop listing (“share
      convention case”). To vote and approve the share convention
      agreement and the share convention case.
3.2  The Company plan to apply for the suspension of the public offering.
3.3  To consider and to vote upon the adoption of the articles of
      incorporation of A investment holding Co., Ltd.
3.4  To consider and to vote upon the Rules of Procedure for Shareholders'
      Meetings of A investment holding Co., Ltd.
3.5  To consider and to vote upon the Rules Governing the Election of
      Directors and Supervisors of A investment holding Co., Ltd.
3.6  To consider and to vote upon the Procedures for Lending Funds to
      Other Parties of A investment holding Co., Ltd.
3.7  To consider and to vote upon the Procedures of Making the Endorsement
      and Guarantees of A investment holding Co., Ltd.
3.8  To consider and to vote upon the Procedures for Acquisition or
      Disposal of Assets of A investment holding Co., Ltd.
3.9  To elect the members of the the board of directors and supervisors
      of A investment holding Co., Ltd.
3.10 To consider and to vote upon the proposal to waive the non-competition
      clauses applicable to newly elected directors of A investment
      holding Co., Ltd.
7.Cause for convening the meeting (4)Election matters:
To elect the members of the the board of directors and supervisors of A
investment holding Co., Ltd.
8.Cause for convening the meeting (5)Other Proposals:None
9.Cause for convening the meeting (6)Extemporary Motions:None
10.Book closure starting date:2020/07/09
11.Book closure ending date:2020/08/07
12.Any other matters that need to be specified:
  The name of the newly established holding company is to be determined. If
  the name needs to be changed, the chairman of the Company will be
  authorized to handle it before sending the meeting notice.