NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To the Stockholders of SFA Semicon Philippines Corporation (SFA Semicon):
Notice is hereby given that the Annual Meeting of the Stockholders of SFA Semicon will be held on June 15, 2020, Monday, at 10:00 A.M. at the offices of SFA Semicon Philippines Corporation located at Panday Pira Avenue corner Creekside Road, Clark Freeport Zone, Pampanga.
The Agenda of the meeting will be as follows:
- Call to Order
- Certification of Notice and Quorum
- Presentation of Management’s 2019 Annual Report and First Quarter Report for 2020, the Audited Financial Statements as of the Year Ended December 31, 2019, and the Unaudited Financial Statements as of First Quarter Ended March 31, 2020
- Presentation of the Minutes of the Previous Annual Meeting of the Stockholders
- Ratification of the Corporate Acts of the Board of Directors and Management since the 2019 Annual Stockholders’ Meeting
- Election of Directors
- Appointment of External Auditors
- Other Matters as may properly come before the Meeting
- Adjournment
The Board of Directors has fixed the close of business on March 13, 2020 as the record date for the determination of the stockholders entitled to notice of, and to vote at, the Annual Stockholders’ Meeting and at any adjournments or postponements thereof. The stock and transfer book of SFA Semicon will not be closed.
Stockholders may attend in person or via proxy. Attached is a form of a proxy. For a stockholder that is a corporation, its proxy must be either (i) in the form of its board resolution designating its proxy duly certified under oath by its corporate secretary, or (ii) in the proxy form executed by a duly authorized corporate officer accompanied by a sworn corporate secretary’s certificate quoting the board resolution authorizing the said corporate officer to execute the said proxy. Proxies executed abroad must be duly authenticated by the Philippine Embassy or Consular Office that has jurisdiction over the place of execution (if executed in a country which is not a member of the Apostille Convention) or apostilled (if executed in a country which is a member of the Apostille Convention).
Please note, however, that the MANAGEMENT IS NOT SOLICITING YOUR PROXY.
The original proxy must be submitted as soon as possible to SFA Semicon’s Stock and Transfer Agent, i.e., BDO Unibank, Inc., to the attention of Mr. Oliver Galvez, at the 15F South Tower, BDO Corporate Center, 7899 Makati Ave., Makati City. The deadline for submission of proxies is at 3 P.M. of June 5, 2020. Proxies will be validated on June 10, 2020 at approximately 12:00 noon at:
BDO UNIBANK, INC.
15F South Tower BDO Corporate Center
7899 Makati Ave., Makati City
The Annual Stockholders’ Meeting will start at 10:00 A.M. Registration of attendees to the Annual Stockholders’ Meeting will start at 9:00 A.M. and will end at exactly 9:50 A.M. of June 15, 2020 at the venue of said meeting. To facilitate the registration of your or your proxy’s attendance to the annual meeting, please present (1) this notice, and (2) the original of a valid form of identification, such as passport, SSS I.D., driver’s license, or company I.D., that shows, among others, your/your proxy’s picture and signature, and submit a photocopy of said identification to SFA Semicon for its records, and, if applicable, a certification from your broker of your beneficial ownership of the specified number of shares in SFA Semicon.
MARIETTA A. TIBAYAN Corporate Secretary
Additional information: Copies of the Notice of Meeting, Definitive Information Statement and other related documents in connection with the Meeting may be accessed through the SFA Semicon website http://www.sfasemicon.com.ph/company-disclosures.php and through the PSE Edge portal https://edge.pse.com.ph.
For questions regarding the conduct of the Meeting and the Company please email ssp.ir@sfasemicon.com.
