Asus 2014 Annual Report Download - page 199

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Movements in the number of the Company’s ordinary shares outstanding are as follows:
B. As of December 31, 2014, the Company issued Global Depositary Receipts (GDRs), of which
5,691,000 units of the GDRs are now listed on the Luxembourg Stock Exchange (The Board
of Directors authorized to transfer its GDRs from the London Stock Exchange to the
Luxembourg Stock Exchange on January 30, 2013, and the change had taken effect on March
28, 2013). Per unit of GDR represents 5 shares of the Company’s common stock and total
GDRs represent 28,456,000 shares of the Company’s common stock. The terms of GDR are as
follows:
(A) Voting rights
GDR holders may, pursuant to the Depositary Agreement and the relevant laws and
regulations of R.O.C., exercise the voting rights pertaining to the underlying common
shares represented by the GDRs.
(B) Dividends, stock warrants and other rights
GDR holders and common shareholders are all entitled to receive dividends. The
Depositary may issue new GDRs in proportion to GDRs holding ratios or raise the
number of shares of common stock represented by each unit of GDR or sell stock
dividends on behalf of GDR holders and distribute proceeds to them in proportion to their
GDRs holding ratios.
C. Treasury shares
(A) To enhance the Company’s credit and shareholders’ equity, the Company reaquired its
treasury shares. During the period from July 2, 2013 to August 20, 2013, the shares
reaquired were 10,000,000 shares amounting to $2,525,987. All of the treasury shares had
been retired on November 21, 2013.
(B) Pursuant to R.O.C. Securities and Exchange Law, the number of shares bought back as
treasury shares should not exceed 10% of the number of the Company’s issued and
outstanding shares and the amount bought back should not exceed the sum of retained
earnings, paid-in capital in excess of par value and realized capital surplus.
(C) Pursuant to R.O.C. Securities and Exchange Law, treasury shares should not be pledged
as collateral and the shareholder’s rights should not be enjoyed before transfer.
(D) Pursuant to R.O.C. Securities and Exchange Law, treasury shares should be transferred to
the employees within three years from the reacquisition date and shares not transferred
within the three-year period should be retired. Treasury shares to enhance the Company’s
credit and the shareholders’ equity should be retired within six months from the
reacquisition date.
2014 2013
At January 1 742,760,280$ 752,760,280$
Shares reacquired - 10,000,000)(
At December 31 742,760,280$ 742,760,280$