I. Announcement No.: 1
II. Shareholders’ Meeting Type: General shareholders’ meeting
III. Subject:
LEATEC Announcement of Board Resolution on Convention of 2025 General Shareholders’ Meeting
IV. 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 13, 2024.
V. Announcements:
(I) Date of Meeting: June 20, 2025
(II) Start and End Dates for Suspension of Share Transfer Registration: April 22, 2025 to June 20, 2025
Start and End Dates for Suspension of Conversion (Transfer) of Certificate of Entitlement to New Shares form Convertible Bond and Conversion of Corporate Bonds:
(III) Time of Meeting: 09:30 (24-hour system)
Starting time for shareholders’ sign-in: 09:00 (24-hour system)
● Physical method of meeting convention ○ Video conference method of meeting convention ○ Physical method in conjunction with video conference supporting method
Venue: No. 160, Sec. 1, Pingdong Rd., Pingzhen Dist., Taoyuan City (B1 Conference Room)
Video conference use platform ○Taiwan Depository & Clearing Corporation: HTTPS://WWW.STOCKSERVICES.TDCC.COM.TW
○ Others:
(IV) Reasons of Meeting Convention:
1. Report Items:
(1) 2024 Business Report of the Company
(2) Audit Committee’s Review Report on the 2024 Financial Statements
(3) Report on 2024 Endorsements and Guarantees Status of the Company
(4) Report on 2024 Loaning Funds to Others Status of the Company
(5) Report on 2024 Employee compensation and directors and supervisors compensation of the Company
(6) Report on investment status in China
2. Ratification Items:
(1) Adoption of 2024 business report and financial statements of the Company
(2) Adoption of 2024 deficit compensation proposal of the Company
* 2024 Deficit Compensation Statement.
(For the deficit compensation status, please refer to the material information and dividend distribution status of the Company. Please visit website
HTTPS://MOPS.TWSE.COM.TW/MOPS/WEB/T05ST09_2). For the deficit compensation proposal not yet announced, supplemental announcement shall be made at least 40 days before convention of the general shareholders’ meeting.
＊Proposed cash capital increase of NT$ and shares, subscription rate of %
＊Others:
3. Discussion Items:
(1)Amendment to the Company's Articles of Incorporation
*Whether the proposal discussion involves the Company Act, Business Mergers And Acquisitions Act or relevant laws and regulations, dissenting shareholders of may exercise the share appraisal right: ○Yes ●No
4. Elections: ●None ○Yes
Presently, the election method for directors and supervisors specified in the articles of incorporation adopts ● Cumulative voting method ○ Straight voting method ○ Others
Does the company's articles of association currently stipulate that all directors and supervisors (including independent directors and general directors) adopt the candidate nomination system ●Yes ○No
5. Other proposals: ●None ○Yes
6. Extraordinary Motions:
VI. Account Transfer Registration Procedure:
(I) Date and time for account transfer registration: Before April 21, 2025 16:30 (24-hour system)
(II) Name of institution for account transfer procedure: Stock Affairs Agency Department of Grand Fortune Securities Co., Ltd.
Address: 6F, No. 6, Sec. 1, Zhongxiao W. Rd., Zhongzheng Dist., Taipei City
Telephone: (02)2371-1658
(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: Stock Affairs Agency Department of Grand Fortune Securities Co., Ltd. (6F, No. 6, Sec. 1, Zhongxiao W. Rd., Zhongzheng Dist., Taipei City) before April 21, 2024 for the account transfer registration procedure in person (since it is a weekend holiday, onsite account transfer applicants are requested to complete the procedure early before April 21, 2025, 4:30PM). For shareholders adopt the mailing method for the procedure, the postmark date of the registered mails of April 21, 2024 (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: None
VII. Announcement and Operation Procedure for 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 regular 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 11, 2025 to April 21, 2024. For shareholders intending to submit proposals, please mail (deliver) proposals before April 21, 2024 17:00, and the proposals shall be indicated with the contact person and contact method, in order to facilitate the Board of Directors to reply the result on whether it is listed in the agenda.
Acceptance method: For shareholders holding more than 1% of the total number of issued shares and intending to submit proposal, please submit proposal before April 21, 2025 5:00PM, and shall also indicate the contact person and contact method, in order to facilitate the review of the Board of Directors. (For submission via mails, the receipt date shall be used for the determination, and please indicate “2025 Shareholders’ Meeting Proposal Letter” on the cover page of the letter, and mail the letter via registered mail)
Mail Receipt Address: Yung-Tsang Chen, Spokesman, LEATEC Fine Ceramics Co., Ltd. (No. 160, Sec. 1, Pingdong Rd., Pingzhen Dist., Taoyuan City)
Standards for determining whether a proposal is listed in the agenda:
Except for any one of the following circumstances, the Board of Directors of the Company shall include the proposal submitted by a shareholder in the list of proposals to be discussed at the shareholders’ meeting:
I. Where the subject (the issue) of the said proposal cannot be settled or resolved by a resolution to be adopted at a meeting of shareholders.
II. Where the number of shares of the company in the possession of the shareholder making the said proposal is less than one percent (1%) of the total number of outstanding shares at the time when the share transfer registration is suspended by the Company.
III. Where the said proposal is submitted on a day beyond the deadline fixed and announced by the company for accepting shareholders’ proposals.
IV. Where the proposal exceeds three hundred words or more than one proposal is included.
However, where a proposal of a shareholder is to promote the improvement of public welfare or fulfillment of social responsibility of the Company, the board of directors may still list such proposal in the meeting agenda.
VIII. Other matters for announcement:
＊The meeting notices and proxies will be sent to all shareholders 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: Stock Affairs Agency Department of Grand Fortune Securities Co., Ltd. (telephone: (02)-2371-1658).
＊Pursuant to Article 26-2 of the Securities and Exchange Act, the notice of the 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: Stock Affairs Agency Department of Grand Fortune Securities Co., Ltd. for further information on the meeting convention and to attend the general shareholders’ meeting on the meeting convention date. (Telephone: 02-2371-1658). 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: Stock Affairs Agency Department of Grand Fortune Securities Co., Ltd.
＊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)450-7531), and the Securities and Futures Institute shall also be informed.
* The Stock Affairs Agency Department of Grand Fortune Securities Co., Ltd. is the proxy tallying and verification institution for the present general shareholders’ meeting.
＊The souvenirs for this shareholders' meeting are: gift cards worth 35 yuan.
(一)Principles for the distribution of souvenirs at the shareholders' meeting of the Company:
Shareholders holding less than 1,000 shares will not be given souvenirs by the Company, except for those who attend the shareholders' meeting in person or exercise their voting rights electronically.
(二)The company does not charge a deposit for souvenirs. The relevant matters for delivering souvenirs to the applicants are as follows:。
1.The applicant shall apply in writing to receive the souvenir before the last day of the prescribed period for the written materials of the proxy letter to be delivered to the company; the company will deliver the souvenir to the place designated by each applicant within 3 days after the last day of the prescribed period for the written materials of the proxy letter to be delivered to the company, and at the latest 2 days before the notice of convening the shareholders' meeting is mailed, or the applicant shall receive the souvenir at the place designated by the company.
2.If the applicant fails to fill in the written information to request the souvenir from the Company before the specified time limit, the Company will deliver the souvenir to the applicant within 3 days after receiving the written information from the applicant.
(三)Notice of the meeting on the date, time and location of the distribution of shareholders' meeting souvenirs.
＊For shareholders exercising voting rights via the electronic method in the present shareholders’ meeting, relevant matters are as follows:
1. Period of exercise: From May 21, 2025 to June 17, 2025
2. Electronic Voting Platform:
Taiwan Depository & Clearing Corporation, website: HTTPS://WWW.STOCKSERVICES.TDCC.COM.TW
3. Other explanation:
IX. Announcement is hereby made for consideration