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Shareholders’ Meeting
| Year | Meeting Minutes | Handbook | Voting result | Attendance | Meeting information |
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| 2024 | |||||
| 2023 | |||||
| 2022 |
Time：09:00 a.m on Thursday, 26 May, 2022 |
2022 Annual Shareholders’ Meeting
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| 2021 |
Time：09:00 a.m on Friday, 23 July, 2021 |
2021 Annual Shareholders’ Meeting
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| 2020 |
The 2020 Annual Shareholders’ Meeting (the “Meeting”) of ACTER GROUP CORPORATION LIMITED (the “Company”) will be convened at 9:00 a.m., Wednesday, May 27, 2020 at SWEETEN PLAZA’s international hall, (B2F, No.201, Sec. 2, Wenxin Rd., Xitun Dist., Taichung City 407, Taiwan (R.O.C.))
1. The agenda for the Meeting is as follows: I. Report Items (1) To report the distribution of 2019 employee and director compensation. (2) 2019 Business Report. (3) Audit Committee’s Review Report of 2019 Financial Statements. (4) The distribution of 2019 cash dividends. (5) To report the amendment of “Rules of Procedure for Board of Directors Meeting” and “Ethical Corporate Management Practice Principles.” II. Proposals (1) Adoption of the 2019 Business Report and Financial Statements. (2) Adoption of the Proposal for Distribution of 2019 Profits. III.Discussion (1) Discussion on the proposal to amend “Rules of Procedure for Shareholder Meetings.” (2) Discussion on the proposal to amend “Procedure for Acquisition or Disposal of Assets.” 2. The major items of the proposal for distribution of 2019 profits approved by the board of directors meeting are as follows: Cash dividends to common shareholders: Totaling NT$812,801,130. Each common shareholder will receive a cash dividend of NT$15 per share (based on the total outstanding shares record on Mar. 29, 2020). The ex-dividend date will be decided by the Board of Directors. 3. Shareholders can exercise of their voting rights through the Stockvote platform of Taiwan Depository & Clearing Corporation (https://www.stockvote.com.tw) during April 25, 2020 to May 24, 2020. Please noted that 1. During COVID-19 epidemic period, shareholders are encouraged to use the electronic voting through Stockvote platform to exercise their voting rights. If shareholders want to attend in person, please wear a mask all the time and temperature check is required before entering the venue. If shareholder’s forehead temperature is above 37.5°C or ear temperature is above 38°C, please go home to rest or seek medical care quickly. 2. If a change in meeting venue is deemed necessary due to epidemic prevention reasons, we will make the related public announcements on Market Observation Post System (MOPS). Board of Directors ACTER GROUP CORPORATION LIMITED |
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| 2019 |
The 2019 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Wednesday, May 29, 2019 at SWEETEN PLAZA’s international hall, (B2F, No.201, Sec. 2, Wenxin Rd., Xitun Dist., Taichung City 407, Taiwan (R.O.C.))
1. The agenda for the Meeting is as follows: I. Report Items (1) To report the distribution of 2018 employee and director compensation. (2) 2018 Business Report. (3) Audit Committee’s Review Report of 2018 Financial Statements. (4) To report the execution of the plan that the company proposes to offer to buy within 15% shares of directly or indirectly reinvestment companies by high-performance employees. II. Proposals (1) Adoption of the 2018 Business Report and Financial Statements. (2) Adoption of the Proposal for Distribution of 2018 Profits. III.Discussion (1) Discussion on the proposal to amend “Articles of Incorporation.” (2) Discussion on the proposal to amend “Procedure for Acquisition or Disposal of Assets,” “Endorsement and Guarantee Procedure,” and “Procedures for Loaning of Company Funds.” (3) Discussion on the proposal that the company’s subsidiary Sheng Huei (Suzhou) Engineering Co, Ltd. will apply for IPO of CNY ordinary shares (A-shares) in China. 2. The major items of the proposal for distribution of 2018 profits adopted to board of directors meeting are as follows: Cash dividends to common shareholders: Totaling NT$813,041,130. Each common shareholder will receive a cash dividend of NT$15 per share (based on the total outstanding shares record on Mar. 31, 2019). The ex-dividend date will be decided by the Chairman who is authorized by the Board of Directors. 3. Shareholders can exercise of their voting rights through the Stockvote platform of Taiwan Depository & Clearing Corporation (https://www.stockvote.com.tw) during April 29, 2019 to May 26, 2019. Board of Directors Acter Co., Ltd. |
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| 2018 |
The 2018 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Wednesday, May 30, 2018 at SWEETEN PLAZA’s international hall, (B2F, No.201, Sec. 2, Wenxin Rd., Xitun Dist., Taichung City 407, Taiwan (R.O.C.))
1. The agenda for the Meeting is as follows: I. Report Items (1) To report the distribution of 2017 employee and director compensation. (2) 2017 Business Report. (3) Audit Committee’s Review Report of 2017 Financial Statements. (4) To report the execution of corporate social responsibility. (5) To report the amendment of “Rules of Procedure for Board of Directors Meeting” and “Ethical Corporate Management Operating Procedures and Conduct Guide.” (6) To report the execution of that the company’s subsidiary Nova Technology Corp. (Nova) is processing the plan of being a listed company. To meet the related regulations, the company intends to have stockholders’ meeting authorize the Board of Directors handle Nova’s capital increase by cash and the matters of share release if any within the next one year. (7) To report the execution of the plan that the company proposes to offer to buy within 15% shares of directly or indirectly reinvestment companies by high-performance employees. II. Proposals (1) Adoption of the 2017 Business Report and Financial Statements. (2) Adoption of the Proposal for Distribution of 2017 Profits. III.Discussion (1) Discussion on the proposal for a new share issue through capitalization of earnings from 2017. (2) Discussion on the proposal to amend “Articles of Incorporation.” (3) Discussion on the proposal to amend “Procedure for Acquisition or Disposal of Assets,” “Endorsement and Guarantee Procedure,” and “Procedures for Loaning of Company Funds.” (4) Discussion on the proposal to amend “Regulations governing remuneration paid to directors.” IV.Elections (1) To elect 7 members of the 11th Board of Directors. (Including 3 independent directors) V. Other Matters (1) To release the directors from non-competition restrictions. 2. The major items of the proposal for distribution of 2017 profits adopted to board of directors meeting are as follows: Cash dividends to common shareholders: Totaling NT$612,986,647. Each common shareholder will receive a cash dividend of NT$13 per share (based on the total outstanding shares record on Apr. 01, 2018). The ex-dividend date will be decided by the Chairman who is authorized by the Board of Directors. Stock dividends to common shareholders: Totaling NT$70,729,230. Each common shareholder will receive a stock dividend of NT$1.5 per share (based on the total outstanding shares record on Apr. 01, 2018). The ex-right date will be decided by the Chairman who is authorized by the Board of Directors. 3. In accordance with Article 209 of Company Law, it is hereby proposed to request the General Shareholders’ Meeting to release the restriction on competitive activities for newly-elected directors, who participate in the operations of other company that engages in the same or similar business as the Company. 4. Shareholders can exercise of their voting rights through the Stockvote platform of Taiwan Depository & Clearing Corporation (https://www.stockvote.com.tw) during April 28, 2018 to May 27, 2018. Board of Directors Acter Co., Ltd. |
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| 2017 |
The 2017 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Friday, May 26, 2017 at SWEETEN PLAZA’s international hall, (B2F, No.201, Sec. 2, Wenxin Rd., Xitun Dist., Taichung City 407, Taiwan (R.O.C.))
1. The agenda for the Meeting is as follows: I. Report Items (1) To report the distribution of 2016 employee and director compensation. (2) 2016 Business Report. (3) Audit Committee’s Review Report of 2016 Financial Statements. (4) To report the amendment of “Corporate Social Responsibility Best Practice Principles” and the execution of corporate social responsibility. (5) To report the execution of the plan that the company proposes to offer to buy within 15% shares of directly or indirectly reinvestment companies by high-performance employees. (6) To report the execution of that the company’s subsidiary Nova Technology Corp. (Nova) is processing the plan of being a listed company. To meet the related regulations, the company intends to have stockholders’ meeting authorize the Board of Directors handle Nova’s capital increase by cash and the matters of share release if any within the next one year. II. Proposals (1) Adoption of the 2016 Business Report and Financial Statements. (2) Adoption of the Proposal for Distribution of 2016 Profits. III.Discussion (1) Discussion on the proposal to amend “Articles of Incorporation.” (2) Discussion on the proposal to amend “Procedure for Acquisition or Disposal of Assets.” (3) Discussion on the proposal to amend “Procedures for Election of Directors.” 2. The major items of the proposal for distribution of 2016 profits adopted to board of directors meeting are as follows: Cash dividends to common shareholders: Totaling NT$377,894,552. Each common shareholder will receive a cash dividend of NT$8 per share (based on the total outstanding shares record on Mar. 28, 2017). The record date will be decided by the Chairman who is authorized by the Board of Directors. 3. Shareholders can exercise of their voting rights through the Stockvote platform of Taiwan Depository & Clearing Corporation (https://www.stockvote.com.tw) during April 26, 2017 to May 23, 2017. Board of Directors Acter Co., Ltd. |
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| 2016 |
The 2016 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Tuesday, May 31, 2016 at Acter’s office meeting room, (33F, No.787, Jhongming S. Rd., Taichung, Taiwan)
1. The agenda for the Meeting is as follows: I. Discussion (i) (1) Discussion on the proposal to amend “Articles of Incorporation.” II. Report Items (1) To report the distribution of 2015 employee and director compensation. (2) 2015 Business Report. (3) Audit Committee’s Review Report of 2015 Financial Statements. (4) To report the “Corporate Social Responsibility Best Practice Principles” and the execution of corporate social responsibility. (5) To report the result of issuing 1,200,000 shares of new restricted employee shares approved by The 2014 Annual Shareholders' Meeting. (6) To report the execution of the plan that the company proposes to offer to buy within 15% shares of directly or indirectly reinvestment companies by high-performance employees. (7) To report the amendment of “Rules of Procedure for Board of Directors Meeting”、 “Ethical Corporate Management Practice Principles”、 “Ethical Corporate Management Operating Procedures and Conduct Guide” and “Code of Ethics. ” III.Proposals (1) Adoption of the 2015 Business Report and Financial Statements. (2) Adoption of the Proposal for Distribution of 2015 Profits. IV.Discussion (ii) (1) Discussion of the listing plan of the company's subsidiary Nova Technology Corp. In order to meet the requirements of applicable laws and regulations, we intend to have the shareholders authorize through the meeting that the Board of Directors may handle related capital increase by cash and release of shares within one year for the subsidiary. (2) Discussion on the proposal to amend “Procedures for Loaning of Company Funds.” (3) Discussion on the proposal to amend “Regulations governing remuneration paid to directors and supervisors.” 2. The major items of the proposal for distribution of 2015 profits adopted to board of directors meeting are as follows: Cash dividends to common shareholders: Totaling NT$284,014,914. Each common shareholder will receive a cash dividend of NT$6 per share (based on the total outstanding shares record on Apr. 02, 2016). The record date will be decided by the Chairman who is authorized by the Board of Directors. 3. Shareholders can exercise of their voting rights through the Stockvote platform of Taiwan Depository & Clearing Corporation (https://www.stockvote.com.tw) during April 30, 2016 to May 28, 2016. Board of Directors Acter Co., Ltd. |
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| 2015 |
The 2015 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Thursday, May 28, 2015 at Acter’s office meeting room, (33F, No.787, Jhongming S. Rd., Taichung, Taiwan)
1. The agenda for the Meeting is as follows: I.Report Items (1)2014 Business Report. (2)Supervisor’s Review Report of the 2014 Financial Statements. II.Proposals (1)Adoption of the 2014 Business Report and Financial Statements. (2)Adoption of the Proposal for Distribution of 2014 Profits. (3)Adoption of waiving the right to subscription in 2014 capital increase by cash of Nova Technology Corp. III.Discussion and Elections (1) Discussion on the proposal to amend”Articles of Incorporation”. (2) Discussion on the proposal to amend”Rules of Procedure for Shareholder Meetings”. (3) Discussion on the proposal to amend ”Procedure for Acquisition or Disposal of Assets”、”Endorsement and Guarantee Procedure” and ”Procedures for Loaning of Company Funds”. (4) Discussion on the proposal to amend”Procedures for Election of Directors and Supervisors”. (5) Concerning about establishing presence overseas and human resources benefits, the company proposes to offer to buy within 15% shares of directly or indirectly reinvestment companies by high-performance employees. (6) Discussion of the listing plan of the company's subsidiary Nova Technology Corp. In order to meet the requirements of applicable laws and regulations, we intend to have the shareholders authorize through the meeting that the Board of Directors may handle related capital increase by cash and release of shares within one year for the subsidiary. (7) To elect the members of the 10th Board of Directors. (8) To release the directors and independent directors from non-competition restrictions. 2. The major items of the proposal for distribution of 2014 profits adopted at board of directors meeting are as follows: (1) Cash dividends to common share holders: Totaling NT$93,231,638. Each common share holder will be entitled to receive a cash dividend of NT$2 per share (based on the total outstanding shares as of Mar. 30, 2015). The record date will be decided by the Chairman as authorized by the Board of Directors. (2) Employees’ cash profit sharing: Totaling NT$3,457,308. (3) Directors’ compensation: Totaling NT$1,707,313. 3. In accordance with Article 209 of Company Law, it is hereby proposed to request the General Shareholders’ Meeting to release the restriction on competitive activities for newly-elected directors and independent directors, who participate in the operations of other company that engages in the same or similar business as the Company. Board of Directors Acter Co., Ltd. |
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| 2014 |
The 2014 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Wednesday, June 18, 2014 at Acter’s office meeting room, (33F, No.787, Jhongming S. Rd., Taichung, Taiwan)
1. The agenda for the Meeting is as follows: I.Report Items (1)2013 Business Report. (2)Supervisor’s Review Report on the 2013 Financial Statements. II.Proposals (1)Adoption of the 2013 Business Report and Financial Statements. (2)Adoption of the Proposal for Distribution of 2013 Profits. III.Discussion (1) Discussion on the proposal to amend the Operational Procedures for Acquisition and Disposal of Assets. (2) The Company intends to issue new restricted employee shares. IV.Elections (1)By-election of one supervisor. 2. The major items of the proposal for distribution of 2013 profits adopted at Board of directors meeting are as follows: (1) Cash dividends to common share holders: Totaling NT$461,358,190.Each common share holder will be entitled to receive a cash dividend of NT$10 per share (based on the total outstanding shares as of Dec. 31, 2013). The record date will be decided by the Chairman as authorized by the Board of Directors. (2) Employees’ cash profit sharing: Totaling NT$21,321,994. (3) Directors’ compensation: Totaling NT$10,972,973. 3. The Company intends to issue new restricted employee shares by a resolution adopted by the Board of Directors. According to Regulations Governing the Offering and Issuance of Securities by Securities Issuers, the following information shall be specified as follows. (1) Total amounts(shares) of issuance：1,200,000 common shares (2) Issuance terms and conditions A.Issued price：To give consideration to the effect of hiring, retaining and inspiring the employees, and the shareholder’s interest, the issued price is set to be zero. B.Vesting conditions：Vesting conditions are based on the years of service and financial performance which are both achieved. C.Non compliance of the conditions：Acter Company shall redeem and cancel all new restricted employee shares from any employee whom received the new restricted employee shares but fail to meet the vesting conditions. (3) Employee qualification requirements A.Employee qualification requirements：Full-time and key employees relating to the company operations. The key employees means the managers or higher-level personnel. B.Stocks awarded： List of eligible employees with awarded shares will be determined based on the years of service, position degree, work performance and contribution to company operations. (4) The reason why it is necessary to issue the new restricted employee shares： To attract and retain professional personnel need by the Company, to motivate employees and enhance their centripetal force so as to jointly create the Company’s and shareholders’ interests. (5) Potential expense and impact to dilution of earnings per share (EPS) and other factors that may affect shareholder’s equity：The number of new restricted employee shares proposed to be issued is 1,200,000 common shares. Based on the market closed price of NT$118 on Feb. 14, 2014 the annually expensed amount from 2014 to 2017 is estimated at NT$30,483 thousands, NT$61,360 thousands, NT$35,990 thousands and NT$13,767 thousands respectively and the potential dilution of EPS from 2014 to 2017 is estimated at NT$0.66, NT$1.33, NT$0.78 and NT$0.30 respectively. Board of Directors Acter Co., Ltd. |
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| 2013 |
The 2013 Annual Shareholders’ Meeting (the “Meeting”) of Acter Co., Ltd. (the “Company”) will be convened at 9:00 a.m., Wednesday, June 19, 2013 at Acter’s office meeting room, (33F, No.787, Jhongming S. Rd., Taichung, Taiwan)
1. The agenda for the Meeting is as follows: I. Report Items (1) To report the business of 2012 (2) Supervisor’s Review Report on the 2012 Financial Statements (3) To report Summary of the Company initial adapted IFRS impact on retained earnings and special reserve amounts. II. Proposed and Discussion (1) Adoption of the 2012 Business Report and Financial Statements. (2) Adoption of the Proposal for Distribution of 2012 Profits. (3) Amendment to the Rules of Procedure for Shareholder Meetings. (4) Amendment to the Operational Procedures for 「 Loaning of Company Funds 」、 「Endorsements and Guarantees」and 「Acquisition and Disposal of Assets」. 2. The major items of the proposal for distribution of 2012 profits adopted at Board of directors meeting are as follows: (1). Cash dividends to common share holders: Totaling NT$461,358,190.Each common share holder will be entitled to receive a cash dividend of NT$10.0 per share (based on the total outstanding shares as of Dec. 31, 2012). The record date will be decided by the Chairman as authorized by the Board of Directors. (2). Employees’ cash profit sharing: Totaling NT$35,121,907. (3). Directors’ compensation: Totaling NT$17,241,664. Board of Directors Acter Co., Ltd. |