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Statement
| 1.Date of the board of directors' resolution: 2022/03/29
2.Shareholders meeting date:2022/06/17
3.Shareholders meeting location:No.57, Sec. 2, Zhongshan N. Rd., Taipei City,
Taiwan (Chang Hwa Commercial Bank Headquarters).
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.2021 Business Report.
B.Audit Committee review of 2021 audited Financial Statements.
C.2021 employee and director remuneration distribution status.
D.Propaganda-Article 25 of the Banking Act of The Republic of China.
6.Cause for convening the meeting (2)Acknowledged matters:
A.The Company's 2021 Business Report and Financial Statements.
B.The Company's distribution of 2021 profit.
7.Cause for convening the meeting (3)Matters for Discussion:
A.The issuance of new shares via capitalization of earnings.
B.The amendment of the Company's Articles of Incorporation.
C.The amendment of the Company's Rules for Director Elections.
D.The amendment of the Company's Rules of Procedure for Shareholders
Meetings.
E.The amendment of the Company's Regulations Governing the Acquisition
and Disposal of Assets.
F.The repeal of the Company's Procedures for Dealing with Derivatives
Transactions. The related articles have instead been added into the
Company's Regulations for Dealing with Derivative Financial Product
Transactions.
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:2022/04/19
12.Book closure ending date:2022/06/17
13.Any other matters that need to be specified:
(1)In accordance with Article 172-1 of the Company Act, if shareholders
holding 1% or more of the total outstanding shares of the Company hope
to propose, the Company will accept proposals from 2022/3/30 to
2022/4/11(until 17:00). The proposals accepting office: Secretariat
Division, Chang Hwa Commercial Bank (address: 2F., No.57, Sec. 2,
Zhongshan N. Rd., Taipei City, Taiwan; email: chb111@chb.com.tw).
(2)The same person or same concerned party who singly, jointly or
collectively acquires more than 5% of the outstanding voting shares of
the Company (Chang Hwa Commercial Bank) shall report to the Financial
Supervisory Commission (FSC) and notify the Company within 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 1% thereafter.
(3)The same person or same concerned party who intends to singly, jointly
or collectively acquire more than 10%, 25% or 50% of the outstanding
voting shares of the Company (Chang Hwa Commercial Bank) shall
respectively apply for prior approval of the Financial Supervisory
Commission (FSC), and notify the Company.
(4) Relevant matters for convening hybrid shareholders' meetings:
i. Hybrid shareholders' meetings will be convened in accordance with
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 Stock Transfer Agent
Mega Securities Co., Ltd. (No. 95, Sec. 2, Zhongxiao E. Rd., Taipei
City, Taiwan R.O.C.); the letter of intent should 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 intent 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 intent 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, 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
2022/06/20 at 09:00 in Chang Hwa Commercial Bank Headquarters
(No.57, Sec. 2, Zhongshan N. Rd., Taipei City, Taiwan.).
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.
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