Article 59. Resolutions and decisions of the Board of Members

1. The Board of Members shall ratify its resolution and decisions by voting at the meeting, questionnaire survey or another method specified in the company’s charter.

2. Unless otherwise prescribed by the company’s charter, a decision on one of the following issues shall be voted on at the meeting:

a) Revisions to the company’s charter;

b) Orientation for development of the company;

c) Election, dismissal of the President of the Board of Members; designation, dismissal of the Director/General Director;

d) Ratification of the annual financial statement;

dd) Reorganization or dissolution of the company.

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3. Unless otherwise prescribed by the company’s charter, a resolution or decision of the Board of Members will be ratified at the meeting if:

a) It is voted for by a number of participants that hold at least 65% of the total stakes of all participants, except the case in Point b of this Clause;

b) It is a resolution or decision to sell assets whose value is at least 50% of the total assets written in the latest financial statement (or a smaller ratio or value specified in the company’s charter), a resolution or decision on revisions to the company’s charter, reorganization or dissolution of the company, and is voted for by a number of participants that hold at least 75% of the total stakes of all participants.

4. It will be considered that a member participates in and votes at the meeting of the Board of Members in the following cases:

a) The member directly participates in and votes at the meeting;

b) The member authorizes another person to participate in and vote at the meeting;

c) The member participates and votes online or through other electronic methods;

d) The member sends the votes to the meeting by post, fax or email.

5. In case of questionnaire survey, a resolution or decision will be ratified when it is voted for by a number of members that hold at least 65% of charter capital (a specific ratio shall be specified in the company’s charter).

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