HTC 2010 Annual Report Download - page 38

74 2 0 1 0 H T C A N N U A L R E P O R T 75
Capital and Shares
I. Capital and Shares
(1) Capitalization:
2011.04.30 Unit: Share; NT$
Month/Year Price
Authorized Paid-in Remark
Shares Amount Shares Amount Sources of capital
Capital increase by
assets other than cash Other
03/1998 10 19,500,000 195,000,000 19,500,000 195,000,000 Cash oering None -
10/1998 10 200,000,000 2,000,000,000 100,000,000 1,000,000,000 Cash oering None Note 1
08/2000 40 200,000,000 2,000,000,000 125,000,000 1,250,000,000 Cash oering None Note 2
04/2001 163.5 200,000,000 2,000,000,000 127,600,000 1,276,000,000 Cash oering None Note 3
06/2002 10 200,000,000 2,000,000,000 162,720,000 1,627,200,000 Capitalization of profits None Note 4
09/2003 10 270,000,000 2,700,000,000 202,764,000 2,027,640,000 Capitalization of profits None Note 5
11/2003 131.1 270,000,000 2,700,000,000 217,164,000 2,171,640,000 Cash oering None Note 6
03/2004 10 270,000,000 2,700,000,000 218,731,347 2,187,313,470 Merger None Note 7
08/2004 10 450,000,000 4,500,000,000 271,427,616 2,714,276,160 Capitalization of profits None Note 8
01/2005 127.95 450,000,000 4,500,000,000 276,311,395 2,763,113,950 Conversion of ECB None Note 9
04/2005 127.95 450,000,000 4,500,000,000 288,763,321 2,887,633,210 Conversion of ECB None Note 9
09/2005 10 450,000,000 4,500,000,000 357,015,985 3,570,159,850 Capitalization of profits None Note 10
08/2006 10 550,000,000 5,500,000,000 436,419,182 4,364,191,820 Capitalization of profits None Note 11
04/2007 10 550,000,000 5,500,000,000 432,795,182 4,327,951,820 Capital reduction : Cancellation of Treasury Shares None Note 12
09/2007 10 650,000,000 6,500,000,000 573,133,736 5,731,337,360 Capitalization of profits None Note 13
08/2008 10 1,000,000,000 10,000,000,000 755,393,856 7,553,938,560 Capitalization of profits None Note 14
02/2009 10 1,000,000,000 10,000,000,000 745,393,856 7,453,938,560 Capital reduction : Cancellation of Treasury Shares None Note 15
08/2009 10 1,000,000,000 10,000,000,000 796,020,844 7,960,208,440 Capitalization of profits None Note 16
11/2009 10 1,000,000,000 10,000,000,000 788,935,844 7,889,358,440 Capital reduction : Cancellation of Treasury Shares None Note 17
04/2010 10 1,000,000,000 10,000,000,000 773,935,844 7,739,358,440 Capital reduction : Cancellation of Treasury Shares None Note 18
08/2010 10 1,000,000,000 10,000,000,000 817,653,285 8,176,532,850 Capitalization of profits None Note 19
Note 1: Approval Document No. : The 23 July 1998 Letter No. Taiwan-Finance-Securities-I-59976 of the Securities and Futures Commission (SFC), Ministry of Finance.
Note 2 : Approval Document No. : The 21 July 2000 Letter No. Taiwan-Finance-Securities-I-59899 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 3 : Approval Document No. : The 13 April 2001 Letter No. Taiwan-Finance-Securities-I-118901 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 4 : Approval Document No. : The 30 April 2002 Letter No. Taiwan-Finance-Securities-I-119837 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 5 : Approval Document No. : The 28 July 2003 Letter No. Taiwan-Finance-Securities-I-0920133959 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 6 : Approval Document No. : The 06 November 2003 Letter No.Taiwan-Finance-Securities-I-0920146220 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 7 : Approval Document No. : The 16 January 2004 Letter No. Taiwan-Finance-Securities-I-0920162653 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 8 : Approval Document No. : The 09 July 2004 Letter No. Finance-Supervisory-Securities-I-0930130457 of the Securities and Futures Bureau of the Financial Supervisory Commission Executive Yuan
Note 9 : Approval Document No. : The 14 January 2003 Letter No. Taiwan-Finance-Securities-I-09100169047 of the Securities and Futures Commission (SFC), Ministry of Finance
Note 10 : Approval Document No. : The 12 July 2005 Letter No. Financial-Supervisory-Securities-I-0940128133 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 11 : Approval Document No. : The 06 July 2006 Letter No. Financial-Supervisory-Securities-I-0950128723 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 12 : Approval Document No. : The 25 January 2007 Letter No. Financial-Supervisory-Securities-III0960004848 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 13 : Approval Document No. : The 12 July 2007 Letter No. Financial-Supervisory-Securities-I-0960036213 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 14 : Approval Document No. : The 25 June 2008 Letter No. Financial-Supervisory-Securities-I-0970031749 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 15 : Approval Document No. : The 16 December 2008 Letter No. Financial-Supervisory-Securities-III0970068202 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 16 : Approval Document No. : The 9 July 2009 Letter No. Financial-Supervisory-Securities-III0980034309 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 17 : Approval Document No. : The 8 October 2009 Letter No. Financial-Supervisory-Securities-III0980053814 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 18 : Approval Document No. : The 9 March 2010 Letter No. Financial-Supervisory-Securities-III0990010834 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
Note 19 : Approval Document No. : The 2 July 2010 Letter No. Financial-Supervisory-Securities-III0990034358 of the Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan
2011.04.30 Unit: Share
Authorized Capital
RemarkType of stock Outstanding shares Unissued Shares Total
Common Stock 817,653,285 182,346,715 1,000,000,000 (1) 16,000,000 shares are reserved for the exercise of options such as stock warrants, preferred
shares with warrants, or corporate bonds with warrants.
(2) Outstanding shares include share repurchases of 9,786,000 shares for the transfer to
employees.
(2) Shareholder structure:
2011.04.17
Shareholder
Structure
Government Agencies Financial Institutions Other Juridical Persons Foreign Institutions & Natural Persons Domestic Natural Persons Treasury stock Total
Number of shareholders 2 32 377 1,877 24,616 1 26,905
Number of shareholders 1,091,014 13,880,049 148,729,446 527,883,982 116,282,794 9,786,000 817,653,285
Holding percentage 0.13% 1.70% 18.19% 64.56% 14.22% 1.20% 100.00%
(3) Distribution of ownership:
2011.04.17 Each share having a par value of NT$10
Shareholder Ownership
(Unit: share) Number of Shareholders Ownership Ownership (%)
1~999 13,255 2,281,029 0.28%
1,000~5,000 10,016 18,338,119 2.24%
5,001~10,000 1,202 8,839,296 1.08%
10,001~15,000 457 5,646,398 0.69%
15,001~20,000 264 4,711,945 0.58%
20,001~30,000 327 8,165,654 1.00%
30,001~40,000 221 7,733,675 0.95%
40,001~50,000 135 6,122,765 0.75%
50,001~100,000 338 24,346,523 2.98%
100,001~200,000 279 39,501,963 4.83%
200,001~400,000 170 47,503,007 5.81%
400,001~600,000 74 35,968,101 4.37%
600,001~800,000 33 22,640,178 2.77%
800,001~1,000,000 18 15,970,882 1.95%
1,000,001 以上 116 570,153,750 69.72%
Total 26,905 817,653,285 100.00%
(4) List of principal shareholders:
2011.04.17
Name of principal shareholders
Shares
Current Shareholding Percentage
Way-Chih Investment Co., Ltd. 41,732,658 5.10%
Way-Lien Technology Inc. 35,864,982 4.39%
JPMorgan Chase Bank N.A. Taipei Branch in custody
for EuroPacific Growth Fund 33,900,610 4.15%
Cher Wang 25,973,740 3.18%
Hon-Mou Investment Co., Ltd. 21,809,601 2.67%
Wen-Chi Chen 21,325,133 2.61%
HTC Depositary Receipts Special Account under
custodial administration of Citibank N.A 20,055,170 2.45%
Deutsche Bank in custody for Pine International Value
Fund 18,493,671 2.26%
JPMorgan Chase Bank N.A. Taipei Branch in custody
for Oppenheimer Developing Market Fund 13,808,740 1.69%
JPMorgan Chase Bank N.A. Taipei Branch in custody
for Capital World Growth and Income Fund 13,350,000 1.63%
(5) Share prices for the past two fiscal
years, the Company's net worth per
share, earnings per share, dividends
per share, and related information:
2009 2010 2011.01.01~ 2011.03.31
Market price per share Highest market price 543 921 1,150
Lowest market price 308.50 277.50 846
Average market price 390.74 549.61 989.63
Net worth per share (note) Before distribution 83.20 91.38 111.19
After distribution 57.70 (Note) (Note)
Earnings per share Weighted average shares
(thousand shares) 787,367 815,239 807,867
Earnings per share 28.71 48.49 18.36
Retroactively adjusted
earnings per share 27.35 (note) (Note)
Dividends
per share Cash dividends 26 (note)
Stock
dividends Dividends from retained earnings 0.05 (note)
Dividends from capital
surplus - -
Accumulated undistributed dividend - -
Return on
investment Price/Earnings ration 13.61 11.33
Price/Dividend ratio 15.03 (note)
Cash dividend yield 6.65% (note)
Note : 2011 pending on the approval of the Shareholders Meeting.
(6) Dividend policy:
1. Dividend policy :
Since the Company is in the capital-intensive
technology sector and growing, dividend policy is
set with consideration to factors such as current and
future investment climate, demand for working capital,
competitive environment, capital budget, and interests
of the shareholders, balancing dividends with long-term
financial planning of the Company. Dividends are proposed
by the Board of Directors to the Shareholders' Meeting on
a yearly basis. Earnings may be allocated in cash or stock
dividends, provided that the ratio of cash dividends may
not be less than 50% of total dividends.
According to the Company's Articles of Incorporation,
earnings shall be allocated in the following order:
(1) To pay taxes.
(2) To cover accumulated losses, if any.
(3) To appropriate 10% legal reserve unless total legal reserve
accumulated has already reached the amount of the
Company's authorized capital.
(4) To pay remuneration to Directors and Supervisors up to
0.3% of the balance after deducting the amounts under
subparagraphs 1 to 3.
(5) To pay bonus to employees up to 5% of the balance after
deducting the amounts under subparagraphs 1 to 3, or
such balance plus unappropriated retained earnings
of previous years. However, the bonus may not exceed
the limits on employee bonus distributions set out in
the Regulations Governing the Oering and Issuance
of Securities by Issuers. Where bonus to employees is
allocated by means of new share issuance, the employees
to receive bonus may include employees serving with
aliates who meet specific requirements. Such specific
requirements shall be prescribed by the Board of
Directors.
(6) For any remainder, the Board of Directors shall propose
dividend distribution to the Shareholders' Meeting based
on the dividend policy set forth in paragraph 2 of this
Article.
2. Dividend distribution proposed at the most recent
shareholders' Meeting: (Proposal adopted by the Board
pending approval by the Shareholders' Meeting.)
On April 30, the Board of Directors adopted a resolution
to distribute NT$ 403,933,650 in stock dividend and
NT$ 29,891,089,545 in cash dividend. It translates to
approximately NT$ 0.5 stock dividends and NT$ 37 cash
dividends per share (based on the number of outstanding
shares as of book closure date, excluding share repurchases,
for the 2011 Annual Shareholders' Meeting). The Board of
Directors may make necessary adjustments to the actual
distribution ratio on the basis of the number of issued and
outstanding shares registered in the Common Stockholders'
Roster as at the record date.
3. There is no material change in dividend policy.
(7) Impact of the Stock Dividend
Proposal on Operational Performance
and Earnings per Share:
HTC is not required to announce 2011 financial forecasts;
therefore it is not applicable.
(8) Employee Profit Sharing and
Compensation for Directors and
Supervisors:
1. Percentage and scope of employee profit sharing and
Director and Supervisor remuneration as stipulated in the
Company's Article of Incorporation.
The Company's Articles of Incorporation stipulate that
earnings shall be allocated in the following order:
(1) To pay taxes.
(2) To cover accumulated losses, if any.
(3) To appropriate 10% legal reserve unless total legal
reserve accumulated has already reached the amount of
the Company's authorized capital.