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台灣集中保管結算所

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The Evaluation of Shareholder Services Units’ Operation

Issuer Services Departmen  Lynn Tzeng

As digital technology advances, it has become increasingly more popular for shareholders to attend shareholders’ meetings and exercise their rights through virtual methods, and this trend deserves more attention and protection. Companies worldwide, such as in the USA, Japan, the UK, Germany, and Singapore, organize their shareholders’ meetings in virtual-only or hybrid forms. Due to the severity of the pandemic, on June 29, 2021, the FSC announced public companies that meet certain conditions are allowed to convene physical shareholder meetings with the assistance of video conferencing.

To comply with the FSC’s policy, TDCC set up an AGM supporting video conference platform last May, and 17 TWSE-listed and TPEX-listed companies and public companies used the platform between August 17 and August 30 last year. They successfully organized their shareholders’ meetings, achieving disease prevention and establishing a new milestone for the digital era in Taiwan’s shareholder meetings.

To construct an even more solid legal basis for video shareholder meetings, TDCC assisted the Ministry of Economic Affairs (MOEA) and the FSC in completing the amendment to article 172-2 of the Company Act, which was released on September 29, 2021, and the amendment to Regulations Governing the Administration of Shareholder Services of Public Companies, released on March 4, 2022. Also, TDCC supported the TWSE in stipulating and amending Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings. Therefore, public companies can hold virtual-only or hybrid shareholders’ meetings on a related legal basis to set up a long-standing system and standard. Under the amended regulations, public companies only need to stipulate their regulations clearly and abide by the related rules for virtual-only shareholders' meetings and hybrid shareholders' meetings. In this way, they can hold shareholders’ meetings virtually or through other announced ways.

Meanwhile, to equip the platform with advanced functions that meet the practical operation needs, TDDC took advantage of the successful basis of previous year’s hybrid shareholders’ meetings and conducted opinion exchanges with the FSC, public owned companies, shareholder services units, experts and scholars, as well as local and international suppliers. Therefore, TDCC could make the platform operation better suit the needs of each unit. After optimizing the functions of last year’s livestream-aided shareholder meeting platform, TDCC constructed a brand-new e-Meeting Platform, which went live on April 1, 2022. On April 26, Powerchip Semiconductor Manufacturing Corporation was the first company to adopt the e-Meeting Platform, and there had been 28 TWSE-listed and TPEX-listed companies in different industries successfully holding livestream-aided shareholder meetings by the end of May.

TDCC’s Shareholder Virtual Meeting Platform is designed to provide one-stop services: registration, signing up, checking in, viewing livestream, real-time disclosure, texting questions online, voting, counting votes, and record keeping. Shareholders can download TDCC ePASSBOOK or securities firms’ trading Apps through smartphones or tablet computers, as well as by means of accessing computer webpage to connect to TDCC’s electronic voting platform StockVote. Next, after ID verification, logging in, and registration, shareholders can sign up for the shareholders’ meetings they would like to attend virtually. On the meeting day, shareholders can go through the online meeting procedure on TDCC’s e-Meeting platform: checking in, voting, watching livestreams, texting questions, and downloading meeting materials. They are entitled to the same rights as they attend physical shareholders’ meetings in person.

To encourage public companies to adopt the platform and ensure a smooth launch of the system, TDCC conducted multiple internal and external system testing and organized a promotion team to provide public companies with sufficient information and customized practice. In addition, with the incentive to increase the general corporate governance score, 72 public companies announced they would adopt the platform for hybrid shareholders’ meetings this year. For the shareholders’ meeting season, TDCC has set up a dedicated team for whole-process monitoring and real-time tracking of each hybrid shareholders' meeting to ensure the trouble-free operation of the platform.

Attending shareholder meetings via TDCC’s e-Meeting platform has helped establish a brand-new digital milestone in Taiwan. Shareholders don’t need to participate in physical meetings; thus, their rights and benefits can be thoroughly protected, and disease prevention is achieved. The multiple meeting channels can improve shareholder activism, protect investors’ rights and benefits, keep up with the global trend, and elevate Taiwan’s corporate governance performance.

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