Date of events:2013/11/04
Subject : Announcement of the Board of Directors resolution on the issuance of new shares for Employee Restricted Stock Awards (“RSA”).
1.Resolution date of the board of directors:2013/11/04
2.Expected issue price: To be issued for free to employees.
3.Expected total amount (share) of issuance: The Company has resolved in its General Shareholders' Meeting on June 11th, 2013,to issue restricted employee stock. The total number is no more than 1,500,000 shares. The Board of Director has resolved to authorize the Chairman to adjust the actual total number within 1,500,000 shares on Nov. 4th 2013.
4.Regulations for setting the terms and conditions of restricted stocks for employees (including vesting conditions, dealing process in case of employees don’t reach the vesting conditions or inheritance occurred, etc):All regular employees of Motech Industries, Inc.
5.Qualification requirements for employees that can grant or subscribe restricted stocks: Seniorities、job grades、job performances、contributions、special achievements of employees and other demands of management.
6.The reason why it is necessary to issue restricted stocks for employees: To attract、hold and encourage excellent talents; to strengthen coherence of the company; to make a positive and stable development and the best profit of the company and shareholders.
7.Calculated expense amount: The annual amortized expenses for 2014 and 2015 are estimated at NT$34,499,166 and NT$10,199,166 respectively.
8.Dilution of the company’s earnings per share and other factors affecting shareholder’s equity: The EPS dilution for 2014 and 2015 are estimated at NT$0.079 and NT$0.023 respectively.
9.Employee’s restricted rights before reaching the vesting
1.Employee shall not sell, pledge, transfer, bestow, set or cause other disposition of RSA. Within one month after fulfilling qualification requirements, RSA are transferred from the trust account to the employee’s personal safekeeping account.
2.RSA are entitled to receive stock and cash dividends; however, dividends are to be held in trust account. Within one month after fulfilling qualification requirements, dividends are transferred from the trust account to the employee’s personal safekeeping account.
3.Voting and election rights: The combined power of all shares of RSA shall be authorized to a trust account service agent.
10.Other important stipulations: RSA are held on trust account after issuance. Stock and cash dividends distributed to RSA before qualification requirements are fulfilled are to be held on trust account as well.
11.Any other matters that need to be specified: Capital increase date is to be January 13th 2014. If there is any change to the issuance plan due to actual demand, the board of directors will authorize the Chairman to amend it.