TSMC Board of Directors Meeting Resolutions

Hsinchu, Taiwan, R.O.C., Feb. 9, 2021 – TSMC (TWSE: 2330, NYSE: TSM) today held a meeting of the Board of Directors, which passed the following resolutions:

1. Approved the 2020 Business Report and Financial Statements. Consolidated revenue totaled NT$1,339.255 billion and net income was NT$517.89 billion, with diluted earnings per share of NT$19.97.

2. Approved the distribution of a NT$2.5 per share cash dividend for the fourth quarter of 2020, and set June 23, 2021 as the record date for common stock shareholders entitled to participate in this cash dividend distribution, and the ex-dividend date for the common shares shall be June 17, 2021. As required by Article 165 of Taiwan’s Company Law, the shareholders' register shall be closed for five days prior to the record date (June 19 through June 23, 2021) for registration transfer, and the dividend will be paid on July 15, 2021. In addition, the ex-dividend date for TSMC American Depositary Shares (ADSs) will be June 17, 2021. The record date for TSMC ADSs entitled to participate in this cash dividend distribution will be June 18, 2021.

3. Approved distribution of employees’ business performance bonus and profit sharing totaling approximately NT$69,511.64 million for 2020. This includes business performance bonus of NT$34,755.82 million distributed following each quarter of 2020 and profit sharing of NT$34,755.82 million to be distributed in July 2021.

4. Approved capital appropriations of approximately US$11,794.8 million (approximately NT$324,293.27 million) for purposes including: 1) Fab construction, and installation of fab facility systems; 2) Installation and upgrade of advanced technology capacity; 3) Installation of mature and specialty technology capacity; 4) Installation and upgrade of advanced packaging capacity; 5) Second quarter 2021 R&D capital investments and sustaining capital expenditures.

5. Approved the establishment of a wholly-owned subsidiary in Japan to expand our 3DIC material research, with a paid-in capital of not more than ¥18.6 billion (approximately US$186 million).

6. Approved the issuance of unsecured corporate bonds in the domestic market for an amount not to exceed NT$120 billion (approximately US$4.4 billion), and the provision of a guarantee to TSMC Global, a wholly-owned foreign subsidiary of TSMC, for its issuance of US dollar-denominated senior unsecured corporate bonds for an amount not to exceed US$4.5 billion, to finance TSMC’s capacity expansion and/or pollution prevention related expenditures.

7. To facilitate VisEra Technologies Company Ltd.’s IPO in Taiwan, the board approved the sale of up to 39,501,000 common shares of VisEra at a price of NT$240 per share.

8. Approved the convening of the 2021 AGM for 9:00 a.m. on June 8, 2021 at Ambassador Hotel Hsinchu (10F, No. 188, Section 2, Zhonghua Road, Hsinchu), at which shareholders will hold an election for TSMC’s 10-member Board of Directors, including 6 independent directors.

9. Approved the following personnel promotions:

Promoted R&D Organization's Senior Director of N2 Platform Development Division Dr. Geoffrey Yeap to Vice President.
Appointed Dr. Chris Horng-Dar Lin as Vice President and Chief Information Officer of Corporate Information Technology.