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First Financial Holding Co. Ltd. AGM Information 2017

Jun 27, 2017

52222_rns_2017-06-27_ece3bc73-dd85-424f-8140-b68739b82b81.pdf

AGM Information

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Meeting Notice of Annual General Shareholders’ Meeting

(Summary Translation)

The 2017 Annual General Shareholders’ Meeting(the “Meeting”) of First Financial Holding Co., Ltd. (the “Company”) will be held at 9:00 a.m., June 16, 2017( Friday) at the auditorium level of Headquarter of First Commercial Bank Co., Ltd.(the “FCB”), 22 Fl, No. 30, Sec. 1, Chung-King South Rd, Taipei. Registration time shall begin at 8:30 a.m. at the venue mentioned above. Attendees are requested to hold their ID evidence for entry check.

  1. The agenda for the Meeting is as follows:

    • 1). Report Matters:

      • (a) President reports the business operation of the Company in 2016.

      • (b) Audit committee report the auditing process of 2016 financial statements.

      • (c) Report of the distribution of employee’s compensation and director’s remuneration in 2016.

      • (d) Report on regulations regarding the same person or the same affiliate who aggregately possess more than the designated amount of voting shares from the same FHC.

    • 2). Recognition Matters:

      • (a) Please recognize the 2016 business report and consolidated financial statements of the Company.

      • (b) Please recognize the distribution of 2016 profits.

    • 3). Discussion Matters:

      • (a) Please approve the issuance of new shares via capitalization of profits of 2016.

      • (b) Please approve the Amendments to the Rules Governing the Acquisition or Disposal of Assets of the Company.

      • (c) Please approve the release of Non-Competition restriction on the 5[th] term Board of Directors.

    • 4). Extemporary Motions.

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  1. The Company’s proposal for the distribution of profits for fiscal year of 2016, as resolved by the board,
  • 1). Cash Dividend: NT$ 1.2 per share; the aggregate amount of cash dividend is NT$ 14,372,227,401.

  • 2). Stock Dividend: NT$ 0.2 per share; the aggregate amount of stock dividend is NT$ 2,395,371,230.

The cash dividend would be distributed on the record date for cash dividend determined by the board of directors after approved by the Meeting. Cash dividend was calculated and rounded down to dollar in proportion to stakeholding. The total amount of odd fraction will be counted as other income of Company. The distribution of stock dividend would, after being approved by the Meeting and competent authority, be made on the record date for stock dividend determined by the board of directors at the ratio of 20 shares for every 1,000 shares held by shareholders according to their respective holding as stated in shareholders’ register book on the record date. Shareholders may, within five days from the record date for stock dividend, apply to the stock affairs agent of the Company to combine fractional shares into one share. Odd lots less than one share thus collected by the Company will be placed with specific parties as determined by the Chairman under the authorization of the Meeting.

  1. Release of Non-Competition restriction on the 5[th] term Board of Directors: To proceed the release of Non-Competition restriction on the Board of Directors in accordance with the Article 209 of the Company Act

  2. The entries in the shareholders’ register book for share transfer shall be suspended from 18, April 2017 to 16, June 2017 pursuant to Article 165 of the Company Act.

  3. Enclosed please find this Notice and a Proxy. For any shareholder who plans to attend the Meeting in person, please sign or affix seal to this Notice (not required to return it by mail) and bring this Notice to the venue of the Meeting. If a proxy will attend on behalf of the shareholder, please sign or affix seal to the Proxy and fill in the name and address of the proxy in person and send the

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completed Proxy to the Company's stock affairs agent (the Stock Affairs Department under Trust Division of FCB) five days prior to the date of the Meeting. The Stock Affairs Department under Trust Division of FCB will then mail to such proxy a permission slip to attend the Meeting accordingly. After the Proxy was delivered, should any shareholder plans to attend the Meeting to vote in person or via electronic voting system, the vote will still be exercised by proxy unless the shareholder withdraws the Proxy in written notice two days prior to the date of the Meeting.

  1. If there is any shareholder who wishes to solicit proxies from other shareholders, the Company will publish the information of such solicitation in the website of Securities and Futures Institute on May 16, 2017. Shareholders who wish to obtain such information may visit the website http://free.sfi.org.tw by clicking "Search for Proxy Information ( 查詢委託書公告開會資料由此進入 )" and then entering relevant search conditions.

  2. Shareholders may choose the electronic voting system to exercise their voting. The voting period is from May 17, 2017 to June 13, 2017. Shareholders may login to “AGM E-Voting Platform ( 股東會電子投票平台 )” from TDCC website and follow the related instructions. ( http://www.stockvote.com.tw )

  3. The tabulation and verification of proxy for the Meeting will be carried out by the Stock Affairs Department under Trust Division of FCB.

Please be advised and act accordingly.

Board of Directors

First Financial Holding Co., Ltd.

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