Business Context and Reporting Period
This Form 6-K filing by ChipMOS TECHNOLOGIES INC. (NASDAQ: IMOS) reports on the 24th meeting of the 8th Board of Directors held on March 7, 2019. The filing details resolutions regarding the fiscal year 2018 business report, financial statements, earnings distribution, capital reductions, and the convening of the 2019 Annual General Meeting (AGM).
Key Financial Metrics and Capital Actions
- Earnings Distribution: The Board resolved a cash dividend of NT$1.20 per share for fiscal year 2018, totaling NT$872,717,756.
- Capital Reduction (Restricted Shares): Cancellation of 22,948 forfeited restricted employee shares, reducing capital by NT$229,480 (0.00% of share capital). Record date: March 15, 2019.
- Capital Reduction (Treasury Shares): Cancellation of 12,748,847 treasury shares, reducing capital by NT$127,488,470 (1.69% of share capital). Record date: April 1, 2019.
- Share Capital: Post-reduction share capital is projected to be NT$7,400,858,870 following the treasury share cancellation.
Note: The filing text does not provide specific values for revenue, net profit, operating margins, cash flow, or debt levels for fiscal year 2018.
Material Changes and Corporate Governance
- Share Count Reduction: The company is executing a capital reduction to cancel both forfeited restricted shares and previously repurchased treasury shares, permanently reducing the outstanding share count.
- Board Election: The 9th Board of Directors will be elected at the 2019 AGM. The Board proposed releasing the new directors from non-compete restrictions under Article 209 of Taiwan's Company Act.
- Dividend Authorization: The Chairman is authorized to adjust the total distribution amount if the number of outstanding shares changes prior to the record date due to further buybacks or cancellations.
Outlook, Risks, and Upcoming Events
- 2019 AGM: Scheduled for June 10, 2019, at Hsinchu Science Park Life Hub, Edison Hall.
- AGM Agenda: Includes ratification of 2018 financial statements and earnings distribution, amendments to Articles of Incorporation, and election of directors.
- Shareholder Proposals: Submission period for proposals and director nominations is April 3, 2019, to April 15, 2019.
- Book Closure: The period for determining shareholder eligibility for the AGM runs from April 12, 2019, to June 10, 2019.
Investor Verification Checklist
- Verify the final dividend payout amount per share after the record date, as the total distribution is subject to adjustment based on the final share count.
- Confirm the exact date of the 2019 AGM and the specific amendments to the Articles of Incorporation to be voted on.
- Review the full fiscal year 2018 financial statements (referenced but not included in this text) for revenue, profit, and cash flow details.
- Monitor the completion of the capital reduction for treasury shares with a record date of April 1, 2019.