I.Although the Financial Supervisory Commission (“FSC”) maintains a policy of non-intervention amidst disputes arising from the contest for control over TWSE or TPEx listed companies, the FSC sternly requests listed companies and their transfer agents to duly comply with applicable rules and regulations pertinent to the corporate actions and shareholders services, and any shareholders who have made legitimate investments shall be entitled to equal and well-protected opportunities to exercise their rights as shareholders.

 

II.Tatung Co.’s denial to issue voting tickets and election ballots to certain shareholders in the annual general meeting (“the AGM”) held in June 30 has infringed the rights of its shareholders, and is also in violation of corporate governance and shareholder primacy principles.  As stated in the press release circulated prior to the convening of the AGM, the Securities and Futures Investors Protection Center (“SFIPC”), as a shareholder of Tatung Co., dispatched a team of six representatives to attend the Tatung AGM.  In the AGM, these representatives expressed their opinions in due time on any procedures or resolutions in violation of the applicable laws or infringing the rights of the shareholders in order to proactively protect the shareholders.  The SFIPC also brought up objections when aforementioned unreasonable restrictions of shareholders’ rights were imposed.

 

III.The FSC, as well as other peripheral regulatory entities, have taken the following administrative measures in response to the failure of Tatung Co. to uphold the voting rights of its shareholders:

 

(I)The Taiwan Stock Exchange Corporation (TWSE) has requested Tatung Co. to hold a press conference at the TWSE press room to explain the reason why it denied the voting rights of the particular group of shareholders.

(II)The SFIPC and the Taiwan Depository and Clearing Corporation (TDCC) has issued a press release to give a briefing on the state of the AGM and expressed their stances toward this matter.

(III)The FSC has requested the TDCC to conduct an examination into Tatung Co.’s shareholders services practices.  If breaches were found in its internal control system over the shares and shareholders administration, which is required by the Article 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, Tatung Co. shall be subject to disciplinary actions, including being prohibited from handling shareholder services on its own thereafter.

 

IV.Shareholders who consider their rights were infringed upon may also seek remedies through exerting their rights in accordance with the Company Act, e.g., entering a petition in the court for annulment of resolutions in the AGM. 

 

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