萬國法律事務所

In order to establish a system of strong governance for shareholders’ meetings of listed companies, the Taiwan Stock Exchange Corporation (TWSE) recently amended the Template for Procedural Rules for Shareholders’ Meetings (Rules).

According to the TWSE, the amendments to the Rules include the following:
(1) listed companies must accept shareholders who sign-in at least 30 minutes before the start of the meeting,
(2) the sign-in location must be clearly indicated and attended by a suitable member of the staff,
(3) if a managing director or director serves as chairman of the shareholders’ meeting, such managing director or director must have served such position for at least 6 months and must understand the financial and business situation of the company, and
(4) starting from the time that the shareholders sign-in, the sign-in process, the meeting proceedings, the voting process and vote calculation must be recorded completely, continuously and uninterrupted with both video and audio recordings, in order to avoid disputes in the future.

TWSE has added on the Market Observation Post System an item identified as the “Time of Shareholders’ Sign-ins” in order to require listed companies to disclose such information and to advise shareholders of the sign-in time and the relevant procedures. TWSE emphasizes that listed companies must comply with the above amendments in order to protect the rights of shareholders.