I. Basis:
In accordance with relevant regulations of the Company Act and Securities and Exchange Act and the resolution of the Board of Directors’ meeting dated March 29, 2011.
II. Announcements:
(I) Date of Meeting: June 28, 2011
(II) Start and End Dates for Suspension of Share Transfer Registration: April 30, 2011 to June 28, 2011
Start and End Dates for Suspension of Conversion (Transfer) of Certificate of Entitlement to New Shares form Convertible Bond and Conversion of Corporate Bonds:
April 30, 2011 to June 28, 2011
(III) Time of Meeting: 9:30 (24-hour system)
Venue: No. 55, Sec. 5, Jinling Rd., Pingzhen Dist., Taoyuan City (Assembly Hall, 1F of Dongshi Community Center)
(IV) Reasons of Meeting Convention:
1. Report Items:
(1) 2010 Business Report.
(2) 2010 Supervisors’ Review Report.
(3) Report on 2010 Endorsements and Guarantees Status.
(4) Report on 2010 Loaning Funds to Others Status.
(5) Report on the status of the Company’s 3rd domestic issuance of unsecured convertible corporate bonds.
2. Ratification Items:
(1) Adoption of 2010 business report and financial statements.
(2) Adoption of proposal for 2010 distribution of earnings.
● Announcement on deficit compensation with retained earnings has been made
○ Announcement on deficit compensation with retained earnings has not yet been made (supplemental announcement will be made at least 40 days before meeting conversion)
Reason explanation:
＊Expected cash dividends: NT$0.5000/share
＊Expected dividend distribution (total amount):
Earnings - 0 shares, Issuance of dividends of NT$0.0 per share.
Capital reserve - 0 shares, Issuance of dividends of NT$0.0 per share.
＊Special share dividends: NT$0.0000/share, common shares of 0.00 for distribution
＊Proposed cash capital increase of NT$0 and 0 shares, subscription rate of 0.00%
＊Employee cash bonus: NT$938,720, Employee stock bonus: NT$0 (the input unit is in number of shares for the period before 2007)
＊Remuneration of directors and supervisors (NT$): 938,720
＊Others:
3. Discussion Items:
(1) Discussion on the amendments to the “Operational Procedures for Loaning Funds to Others” of the Company.
(2) Discussion on the amendments to the “Procedures for Acquisition or Disposal of Assets” of the Company.
(3) Discussion on cancellation of non-compete restriction for new directors of the Company.
4. Elections: ●None ○Yes
Cumulative voting method for election of directors and supervisors: ●Yes ○No
5. Other proposals: ●None ○Yes
6. Extraordinary Motions:
III. Account Transfer Registration Procedure:
(I) Date and time for account transfer registration: Before April 29, 2011 16:30 (24-hour system)
(II) Name of Institution for account transfer: Registrar Agency Department of Capital Securities Corporation
Address: B2F., No. 97, Sec. 2, Dunhua S. Rd., Da'an Dist., Taipei City
Telephone: 02-27023999
(III) Account transfer method:
Shareholders holding shares of the Company but without account transfer registration are requested to proceed to the stock affair agency institution of the Company: Registrar Agency Department of Capital Securities Corporation (B2F., No. 97, Sec. 2, Dunhua S. Rd., Da'an Dist., Taipei City) before April 29, 2011 (Friday) 16:30, for the account transfer registration procedure in person. For shareholders adopt the mailing method for the procedure, the postmark date of the registered mails of April 29, 2011 (last day for account transfer registration) is the final acceptance date. For those participating in the centralized stock transfer registration handled by Taiwan Depository & Clearing Corporation, stock transfer agent of the Company will submit their documents to proceed with the stock transfer registration procedure.
(IV) Others:
IV. Announcement on Accepting Shareholders’ Proposals:
According to Article 172-1 of the Company Act, shareholder(s) holding one percent (1%) or more of the total number of outstanding shares of a company may propose to the company a proposal for discussion at a general shareholders’ meeting; provided that the number of words of a proposal shall be limited to not more than three hundred (300) words. The Company plans to accept shareholders’ proposals for the present general shareholders’ meeting during the period from April 22, 2011 to May 3, 2011. For shareholders intending to submit proposals to mail (deliver) proposals before May 3, 2011 17:00, and the proposals shall be indicated with the contact person and contact method, in order to facilitate the review and reply of review result of the Board of Directors. Please indicate “Shareholders’ Meeting Proposal Letter” on the cover page of the letter, and mail the letter via registered mail.
Mail Receipt Address: Spokesman, LEATEC Fine Ceramics Co., Ltd. (No. 160, Sec. 1, Pingdong Rd., Pingzhen Dist., Taoyuan City)
V. Other matters for announcement:
＊Pursuant to Article 26-2 of the Securities and Exchange Act, the notice of the general shareholders meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form of a public announcement 30 days before the meeting convention. Accordingly, no further meeting notice will be mailed, and shareholders are requested to present National ID and original seal preserved to the stock affairs agency of the Company: Registrar Agency Department of Capital Securities Corporation for further information on the meeting convention and to attend the general shareholders’ meeting on the meeting convention date (Telephone: 02-27023999). ＊For shareholders owning more than 1,000 shares, the meeting notice will be sent to 30 days before the convention of general shareholders’ meeting. In case where any shareholder fails to receive such letters, please indicate the shareholder account number, account name and National ID No. or Tax ID No. in writing, in order to request for such documents with the stock affair agency of the Company: Registrar Agency Department of Capital Securities Corporation.
＊When the present shareholders’ meeting involves solicitation of proxies, the solicitor shall submit relevant documents to the Company 38 days before the general shareholders’ meeting (address: No. 160, Sec. 1, Pingdong Rd., Pingzhen Dist., Taoyuan City / please indicate “Proxy Solicitation Letter” on the envelope, telephone: 03-4507531)), and the Securities and Futures Institute shall also be informed.
* The Registrar Agency Department of Capital Securities Corporation is the proxy tallying and verification institution for the present general shareholders’ meeting.
VI. Announcement is hereby made for consideration