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Taiwan Company – Company Act

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Q: Can a manager of a parent company serve as a manager of a wholly owned subsidiary?
A: Yes, they can.

Q: Can a foundation or incorporated association serve as a promoter or shareholder of a company?
A: Shareholders of a company must be either natural person or legal entities. If a foundation does not possess legal status, it may not become a shareholder of a company.

Q: What are the restrictions on the transfer of shares by promoters or shareholders?
A: As a general principle, shareholders’ shares are freely transferable.

Q: What is a tentative resolution?
A: A tentative resolution refers to a resolution adopted with the consent of a majority of the voting rights of the shareholders present at a meeting, where the number of shareholders present does not meet the quorum requirements set forth in Article 174 of the Company Act, but shareholders representing more than one-third of the total issued shares are in attendance.

Q: Who should be notified of the shareholders’ meeting following a tentative resolution?
A: When a second shareholders’ meeting is convened within one month after the adoption of a tentative resolution, it is considered a continuation of the first meeting. Therefore, the notice of the meeting should be sent to the shareholders who were entitled to attend the first shareholders’ meeting.

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