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Major Board Resolution

Change Shareholders' Meeting venue and additional convening subjects

1. Date for the shareholders' meeting: 2003/06/25
2. Venue for the shareholders' meeting:
  first floor, banquet hall , Mandarina Crown Hotel, No. 166, Tun-Hua North Road, Taipei
3. Meeting agenda:
  (1) Reporting Items:
1. Company's business report for 2002.
2. Supervisors' audit report for 2002.
3. Status of Company's corporate bond issuance.
4. Status of Company's second implementation of share buyback.
5. Status of Company's guarantees and endorsements in 2002.
6. Other report items.
  (2) Matters for ratification and discussion:
1. Company's 2002 financial statements.
2. Distribution of 2002 profits.
3. Issuance of new shares from retained earnings in the form of stock dividend.
4. Revision of the Company's Articles of Incorporation.
5. Revision of the Company's guidelines for asset acquisition and disposal.
6. Approval of the procedures for lending funds and endorsement & guarantee.
7. Releasing directors from non-competition restrictions.
8. Election of two independent directors.
4. Share transfer suspension period: 2003/04/27~2003/06/25
5. Any other matters that need to be specified:
  The first and second domestic convertible bonds shall suspend conversion from April 27, 2003 to June 25, 2003.