HTC Investors

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Important resolution of 2010 Annual General Shareholders' Meeting
1.Date of the shareholders' meeting:2010/06/18

2.Important resolutions:
(1)Adoption of the Fiscal 2009 Business Report and Financial Statements
(2)Adoption of the Fiscal 2009 Earnings Distribution Proposal:
a.Stock dividend for common share:NT$386,967,920(NT$0.5/per share)
Cash dividend for common share:NT$20,122,331,946(NT$26/per share)
The Board of Directors may make the required adjustments to the actual earnings distribution ratio on the basis of the number of issued and outstanding stocks registered in the Common Stockholders’ Roster as at the date of record.
b.Company’s 2009 Employee bonuses payable amounted to NT$4,859,236,091 of which NT$2,915,541,655 shall be distributed as cash, and the remaining of NT$1,943,694,436 shall be distributed as stock bonuses.
(3)Approved of the proposal to allocate earnings and employee bonuses to a capital increase and issuance of new shares:It is proposed to allocate NT$386,967,920 from the 2009 distributable retained earnings for shareholders bonuses to fund a capital increase and issuance of 38,696,792 new shares; For employee stock bonuses NT$1,943,694,436, the total issuance of new shares 5,020,649 shares is calculated based on the closing price (NT$432.50) one day prior to the 2010 Annual General Shareholders’Meeting on an ex-dividend basis NT$387.14. The amount of NT$ 382 which is calculated less than one share will be distributed in the form of cash.
(4)Approved of the proposal to amend the Articles of Incorporation.
(5)Approved of the proposal to amend the Company's Procedures for the Acquisition or Disposal of Assets.
(6)Approved of the proposal to amend the Company's Rules for Endorsements and Guarantees.
(7)Approved of the proposal to amend the Company's Operational Procedures for Lending Funds to Others.
(8)Election of Directors and Supervisors:
Newly-elected Directors:Director Cher Wang, Director Wen-Chi Chen, Director HT Cho, Director Tan Ho-Chen, Independent Director Chen-Kuo Lin, Independent Director Josef Felder
Newly-elected Supervisors:Way-Chih Investment Co., Ltd., Po-Cheng Ko, Caleb Ou-Yang
(9)Approved of the proposal to remove the limitation on directors for non-compete reasons.

3.Endorsement of the annual financial statements (indicate “yes” or “no”):Yes

4.Any other matters that need to be specified:None