SFA SEMICON PHILIPPINES CORPORATION
Panday Pira Avenue corner Creekside Road, Clark Freeport Zone, Pampanga
Notice is given that the 2022 General Meeting of Shareholders of SFA Semicon Philippines Corporation (“SSP”) will be held on April 22, 2022 (Friday) at 10:00 AM by remote communication via live broadcast via Zoom SSP offices at Panday Pira Ave. corner Creekside Road, Clark Freeport Zone, Pampanga.
The meeting agenda is as follows:
1. Call to order
2. Certificate of notification and quorum
3. Presentation of the 2021 Annual Management Report and Audited Financial Statements for the Year Ended December 31, 2021
4. Presentation of the minutes of the previous annual general meeting of shareholders held on April 16, 2021
5. Ratification of the Corporate Acts of the Board of Directors and Management since the 2021 General Meeting
6. Election of Directors
7. Appointment of external auditors
8. Other matters likely to be submitted to the Meeting
The explanation and documents relating to the agenda items can be found in the final information document and its attachments which can be viewed and downloaded on PSE Edge and on the SSP website (at http://www.sfasemicon.com.ph/2022-asm.php).
Only SSP shareholders at the close of business on March 22, 2022 (i.e. the record date) are entitled to be convened, to participate in and to vote at the annual meeting of shareholders and at any adjournment or postponement. SSP’s stock and transfer book will not be closed.
For safety and health reasons due to the continuation of the pandemic, shareholders can participate only 1) by remote communication via livestreaming (without prejudice to the presence at the place of the meeting of the Chairman of the Meeting, of the directors, of the main managers and representatives, and of the collaborators of SSP, possibly shareholders, necessary for the conduct of the meeting, subject to compliance required health and safety protocols), OR (2) vicarious in favor either (i) of the Chairman of the Meeting, or (ii) of an officer or director present at the place of the meeting and, in the absence of said director or officer, in favor of the Chairman of the Meeting .
Voting must be (a) by proxy, or (b) in absentia by email ballot.
Shareholders wishing to participate via livestream and/or vote in absentia must send the SSP its intention to do so, together with all the required documents and information listed in Appendix A-1 (the “verification documents and information“) to enable SSP to verify the identity of shareholders, and the completed ballot (in the form of Appendix A-2).
Shareholders wishing to participate and vote by proxy should email their completed form of proxy (in the form of Appendix A-3 and in favor either (i) of the Chairman of the Meeting, or (ii) of an officer or director present at the place of the meeting and, in the absence of said director or officer, in favor of the Chairman of the Assembly), together with all verification documents and information listed in Appendix A-1.
Notice of participation via livestream and/or vote in absentiaverification documents and information, together with the completed voting form or proxy form, must be emailed to, and received by, SSP (Attention: Corporate Secretary/Deputy Corporate Secretaries) at [email protected] sfasemicon.com, no later than 5:00 p.m. on April 11, 2022.
Please note, however, that the MANAGEMENT DOES NOT SOLICIT YOUR PROXY.
Questions relating to the agenda (1) can be sent by e-mail to the attention of the General Secretary/Deputy General Secretaries at [email protected], no later than 5:00 p.m. on April 13, 2022and/or (2) can be requested during the meeting via the chatbox.
Be sure to read the Detailed Instructions on Attending and Voting at the 2022 Annual Meeting of Shareholders of SFA Semicon Philippines Corporation (Schedule a) for more detailed and additional instructions. These more detailed and additional instructions (Schedule a), the list of documents & verification information (Appendix A-1), the ballot (Appendix A-2) and the proxy form (Appendix A-3), can be viewed and downloaded from the SSP website (at http://www.sfasemicon.com.ph/2022-asm.php).
Proxies and ballots will be validated and the identity of shareholders will be verified by SSP’s stock transfer agent, BDO Unibank, Inc., on April 12, 2022 at approximately 4:00 p.m.. at BDO Unibank, Inc. – TIG Securities Services Unit, 14F BDO Towers, Valero, 8741 Paseo de Roxas, Makati City.
The meeting link and further instructions for accessing and participating in the meeting via live stream will be emailed anytime from April 13-18, 2022 by SSP to shareholders who have emailed their intention to participate by live broadcast in accordance with this Notice of Meeting and Schedule a, and whose identity has been verified by SSP. The meeting will be visually and/or audio recorded, which recording will form part of SSP’s corporate records.