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Taiwan Company – Limited Company by Shares

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Q: What is cumulative voting?
A: When shareholders elect directors at a shareholders’ meeting, each share carries voting rights equal to the number of directors to be elected. Shareholders may concentrate all their votes on a single candidate or distribute them among multiple candidates. Those who receive the highest number of votes are elected as directors.

Q: How is the number of votes required for election calculated?
A: In general, the required votes for election are evenly distributed among all director seats. However, if a chairman is to be appointed, the number of votes required for that individual will be higher than that of other directors.

Q: May directors and supervisors serve as corporate representatives?
A: No, they must be natural persons.

Q: Is it permissible to appoint only one incorporator?
A: If the incorporators are natural persons, there must be at least two. However, if the sole incorporator is a corporate shareholder, this restriction does not apply.

Q: What are the benefits of preferred shares?
A: The types of preferred shares and their respective rights and obligations must be clearly specified in the company’s Articles of Incorporation.

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