| Article 170 |
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| Article 171 |
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| Article 172 |
I.A notice to convene a regular meeting of shareholders shall be
given to each shareholder no later than 20 days prior to the
scheduled meeting date; while a public notice shall be given to
holders of bearer share certificates no later than 30 days to the
scheduled meeting date.
II.A notice to convene a special meeting of shareholders shall be
given to each shareholder no later than 10 days prior to the
scheduled meeting date; while a public notice shall be given to
holders of bearer share certificates no later than 15 days prior
to the scheduled meeting date.
III.For a company offering its shares to the public, a notice to
convene a regular meeting of shareholders shall be given to each
shareholder no later than 30 days prior to the scheduled meeting
date, and to the holders of bearer share certificates no later
than 40 days prior to the scheduled meeting date. In case a
company offering its shares to the public intends to convene a
special meeting of shareholders, a meeting notice shall be
given to each shareholders no later than 15 days prior to the
scheduled meeting date, and to the holders of bearer share
certificates no later than 30 days prior to the scheduled
meeting date.
IV.The cause(s) or subject(s) of a meeting of shareholders to be
convened shall be indicated in the individual notice and the
public notice to be given to shareholders.
V.Matters pertaining to re-election of directors and supervisors,
alteration of the contents of the articles of incorporation,
and dissolution, merger, splitting of company, or any matters
as set forth in Paragraph I, Article 185 hereof shall be itemized
in the causes or subjects to be described in the notice to
convene a meeting of shareholders, rather than being brought up
as extemporary motions.
VI.The director who is authorized to represent the company and
fails to convene the shareholders' meeting as required in
Paragraph I, Paragraph II or Paragraph III under this Article
shall be imposed with a fine in an amount not less than NT$ 10,000
but not more than NT$ 50,000.I.A notice to convene a regular meeting of shareholders shall be
given to each shareholder no later than 20 days prior to the
scheduled meeting date; while a public notice shall be given to
holders of bearer share certificates no later than 30 days to the
scheduled meeting date.
II.A notice to convene a special meeting of shareholders shall be
given to each shareholder no later than 10 days prior to the
scheduled meeting date; while a public notice shall be given to
holders of bearer share certificates no later than 15 days prior
to the scheduled meeting date.
III.For a company offering its shares to the public, a notice to
convene a regular meeting of shareholders shall be given to each
shareholder no later than 30 days prior to the scheduled meeting
date, and to the holders of bearer share certificates no later
than 40 days prior to the scheduled meeting date. In case a
company offering its shares to the public intends to convene a
special meeting of shareholders, a meeting notice shall be
given to each shareholders no later than 15 days prior to the
scheduled meeting date, and to the holders of bearer share
certificates no later than 30 days prior to the scheduled
meeting date.
IV.The cause(s) or subject(s) of a meeting of shareholders to be
convened shall be indicated in the individual notice and the
public notice to be given to shareholders.
V.Matters pertaining to re-election of directors and supervisors,
alteration of the contents of the articles of incorporation,
and dissolution, merger, splitting of company, or any matters
as set forth in Paragraph I, Article 185 hereof shall be itemized
in the causes or subjects to be described in the notice to
convene a meeting of shareholders, rather than being brought up
as extemporary motions.
VI.The director who is authorized to represent the company and
fails to convene the shareholders' meeting as required in
Paragraph I, Paragraph II or Paragraph III under this Article
shall be imposed with a fine in an amount not less than NT$ 10,000
but not more than NT$ 50,000. |
| Article 172-1 |
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| Article 173 |
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| Article 174 |
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| Article 175 |
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| Article 176 |
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| Article 177 |
I.A shareholder may appoint a proxy to attend a shareholders' meeting
in his/her/its behalf by executing a power of attorney printed by
the company stating therein the scope of power authorized to the
proxy.
II.Except for trust enterprises or stock agencies approved by the
competent authority, when a person who acts as the proxy for
two or more shareholders, the number of voting power represented
by him/her shall not exceed 3% of the total number of voting
shares of the company, otherwise, the portion of excessive
voting power shall not be counted.
III.A shareholder may only execute one power of attorney and
appoint one proxy only, and shall serve such written proxy
to the company no later than 5 days prior to the meeting
date of the shareholders' meeting. In case two or more written
proxies are received from one shareholder, the first one
received by the company shall be prevail; unless an explicit
statement to supercede the previous written proxy is made in
the proxy which comes the later. |
| Article 177-1 |
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| Article 177-2 |
In case a shareholder elects to exercise his/her/its voting power in writing or by way of electronic transmission, his/her/its declaration of intention shall be served to the company no later than the fifth day prior to the scheduled meeting date of the shareholders' meeting, whereas if two or more declarations of the same intention are served to the company, the first declaration of such intention received shall prevail; unless an explicit statement to revoke the previous declaration is made in the declaration which comes later.
In case a shareholder who has exercised his/her/its voting power in writing or by way of electronic transmission intends to attend the shareholders' meeting in person, he/she/it shall, at least one day prior to the meeting date of the scheduled shareholders' meeting and in the same manner previously used in exercising his/her/its voting power, serve a separate declaration of intention to rescind his/her/its previous declaration of intention made in exercising the voting power under the preceding Paragraph II. In the absence of a timely rescission of the previous declaration of intention, the voting power exercised in writing or by way of electronic transmission shall prevail.
In case a shareholder has exercised his/her/its voting power in writing or by way of electronic transmission, and has also authorized a proxy to attend the shareholders' meeting in his/her/its behalf, then the voting power exercised by the authorized proxy for the said shareholder shall prevail. |
| Article 177-3 |
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| Article 178 |
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| Article 179 |
I.Except in the circumstances set forth in Item 3, Article 157
hereof, a shareholder shall have one voting power in respect
of each share in his/her possession.
II.A company shall have no voting power in respect of the share
issued by itself and in its own possession in accordance with
this Law. |
| Article 180 |
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| Article 181 |
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| Article 182 |
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| Article 182-1 |
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| Article 183 |
Resolutions adopted at a shareholders' meeting shall be recorded in the minutes of the meeting, which shall be affixed with the signature or seal of the chairman of the meeting and shall be distributed to all shareholders of the company within twenty (20) days after the close of the meeting.
The preparation and distribution of the minutes of shareholders' meeting as required in the preceding Paragraph may be effected by means of electronic transmission.
With regard to a company offering its shares to the public, the distribution of the minutes of shareholders' meeting as required in the preceding Paragraph to the registered stock shareholders whose shareholding is less than one thousand shares may be effected by means of a public notice.
The minutes of shareholders' meeting shall record the date and place of the meeting, the name of the chairman, the method of adopting resolutions, and a summary of the essential points of the proceedings and the results of the meeting. The minutes shall be kept persistently throughout the life of the company.
The attendance list bearing the signatures of shareholders present at the meeting and the powers of attorney of the proxies shall be kept by the company for a minimum period of at least one year. However, if a lawsuit has been instituted by any shareholder in accordance with the provisions of Article 189 hereof, the minutes of the shareholders' meeting involved shall be kept by the company until the legal proceedings of the foregoing lawsuit have been concluded.
The director authorized to represent the company who violates the provisions of Paragraph I, Paragraph IV or the preceding Paragraph of this Article shall be imposed with a fine of not less than NT$ 10,000 but not more than NT$ 50,000. |
| Article 184 |
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| Article 185 |
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| Article 186 |
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| Article 187 |
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| Article 188 |
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| Article 189 |
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| Article 189-1 |
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| Article 190 |
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| Article 191 |
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