Stock Code: 2612

Chinese Maritime Transport Ltd. 2024 Annual Shareholders’ Meeting Meeting Minutes

(Translation)

Convening Method : Physical Meeting

Time ： 9 a.m., Friday, May 31, 2024

Place ： Sheraton Grand Taipei Hotel

(No.12, Zhong Xiao East Road, Section 1, Taipei, Taiwan, R.O.C.)

Attendance:

Total outstanding CMT Shares: 197,484,593 shares,

Total shares represented by shareholders present in person or by proxy: 139,132,191 shares (including shares voted via electronic transmission).

Percentage of shares held by shareholders present in person or by proxy: 70.45 %.

Directors present: 8 out of 9 Directors were presented (majority of the board of directors),

including William Peng (Chairman), James S.C. Tai, Charlie Mei, Telvin Ju, David Hsu, Donald Kuo-Liang Chao (Independent Director/ Convener of Audit Committee), Paul Shih-Sheng Lai (Independent Director), Roger I-Hung Hsu (Independent Director).

Other Present: Chen-Cheng Chang (Member of Compensation Committee) Au, Yiu-Kwan (KPMG Independent Auditor) Andy Wang (Attorney-in-law)

Chairperson: William Peng (Chairman)

Minute Recorder: Ming-Hung Hsieh

A. Chairperson announced commencement: The aggregate shareholding of the shareholders present in person or by proxy constituted a quorum. The Chairperson called the meeting to order.

B. Chairperson’s Address (omitted)

C. Report Items

1. 2023 Business report

Explanation: Please refer to attachment 1.

2. 2023 Audit Committee’s review report

Explanation: Please refer to attachment 2.

3. Summary of endorsement and guarantee

Explanation: The balance of endorsement guarantees by CMT to its subsidiaries was NT$ 4,462,332,000 as the end of December 2023.

4. Distribution of the 2023 compensation of employees and directors

Explanation: In pursuant to Article 26 of CMT’s Articles of Incorporation, NT$ 3,869,089 for employees’ compensation and NT$ 3,869,089 for directors’ compensation were allocated, which will be distributed in cash.

5. Distribution of the 2023 cash dividends

Explanation:

5.1 In pursuant to Article 26-1 of CMT’s Articles of Incorporation, the Board of Directors is authorized to decide to distribute all or part of dividends to be distributed in cash.
5.2 CMT will distribute cash dividends of NT$ 197,484,593 to shareholders from the accumulated distributable earnings up to the close of the current period, the cash dividends will be distributed at NT$ 1 per share.
5.3 The calculation of cash dividend distribution is up to one NT dollar, and less than one dollar is rounded.
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D. Resolutions

1. To accept 2023 business report and financial statements

Proposed by the Board of Directors Explanation:

1.1 CMT’s 2023 Financial Statements have been audited by KPMG, and an audited report has been issued on the record, together with the business report and financial statements, which have been reviewed by Audit Committee and approved by the Board of Directors, submit to the shareholders’ meeting for acceptance.
1.2 Please refer to attachment 1 and attachment 3.

Voting Result:

Shares represented at the time of voting: 139,132,191.

==> picture [448 x 184] intentionally omitted <==

----- Start of picture text -----

% of the total represented
Voting Result
share present
Votes in favor: 136,685,814 votes
(including 136,667,814 shares voted via 98.24 ％
electronic transmission)
Votes against: 35,730 votes
(including 35,730 shares voted via electronic 0.03 ％
transmission)
Votes invalid : 0 votes 0 ％
Votes abstained: 2,410,647 votes
1.73 ％
(including 2,302,863 votes)
----- End of picture text -----

RESOLVED, that 2023 business report and financial statements were hereby accepted as submitted.

2. To approve the proposal for distribution of 2023 profits

Proposed by the Board of Directors

Explanation:

CMT’s 2023 profit distribution proposal has been approved by the Board of Directors. The earnings distribution is as follows:

(unit: NTD)

Chinese Maritime Transport Ltd. Earning Distribution Table of 2023 Item Amount
Unappropriated returned earnings of previous year 6,816,721,118 Add: 2023 net income 328,329,218 Less: Losses on remeasurements of defined benefit plans (1,407,200) 10% Legal reserve appropriated (32,692,202) 2023 Earnings available for distribution 294,229,816 Earnings available for distribution 7,110,950,934 Less: 2023 Earning distribution (cash dividend 1 per share) (197,484,593) Unappropriated returned earnings at the end of year 6,913,466,341
P.S. The calculation of cash dividend distribution is up to one NT dollar, and less than one
dollar is rounded. The cash dividends less than one NT dollar shall be transferred to other
income bythe Company.

Voting Result:

Shares represented at the time of voting: 139,132,191.

Voting Result	% of the total represented share present
Votes in favor: 136,750,703 votes (including 136,732,703 shares voted via electronic transmission)	98.28`％`
Votes against: 68,524 votes (including 68,524 shares voted via electronic transmission)	0.05`％`
Votes invalid : 0 votes	0`％`
Votes abstained: 2,312,964 votes (including 2,205,180 shares voted via electronic transmission)	1.67`％`

RESOLVED, that the above proposal was hereby approved as proposed.

E. Extempore Motion(s): None.

F. Meeting adjourned: Meeting ended at 09:13 a.m., May 31, 2024.

There are no questions from shareholders at this shareholders’ meeting.

(This minutes of the shareholders’ meeting was stated according to Article 183 of the Company Act for its summary of the essential points of the proceedings and the results of the meeting, of which the video record and the Chinese version shall prevail if any discrepancy.)

Attachment 1

Chinese Maritime Transport Ltd. 2023 Business Report

1. Operating Strategies

In 2023, the world faced rampant inflation and geopolitical conflict. With tensions escalating in the region, armed attacks on commercial ships in the Red Sea forced the shipping industry to reroute ships and the international community to form a protective escort coalition. Despite this and continued excess tonnage from the delivery of new vessels, the dry bulk market was able to return to a normal supply-and-demand cycle and higher trade volume boosted freight rates at the end of the year. We are closely monitoring China’s demand for raw material imports, which has remained high through China’s lackluster post-pandemic recovery. The Federal Reserve’s cycle of interest rate hikes, meanwhile, is likely nearing an end and lower interest rates are expected in 2024.

China’s high demand for raw materials in 2023 was somewhat surprising as its economic outlook remained murky and its real estate crisis remained unresolved. At the same time, the PRC government refrained from overly intervening in steel production and demand for iron ore imports increased for the first time in three years, growing over 6% year-on-year in 2023. Driven by strong exports from major mining countries, iron ore prices averaged US$120 per ton for the year, reaching US$136 per ton in Q4. Shipments of coal also increased as prices fell, with exports to China in particular rising substantially with the mending of relations between China and Australia.

With these developments, the time-charter equivalent (TCE) of Capesize ships fell to US$2,000 early in the year before rebounding to US$20,000 in Q2. The TCE dipped below US$10,000 at the end of August due to excess supply, but surged again at the end of Q3 with lower shipping capacity in the Atlantic region and surging iron ore demand. By December, the TCE had surpassed US$50,000. For the year, the Baltic Exchange Capesize Index (BCI) averaged 1,976 points with the TCE averaging US$16,389.

We are in the process of upgrading our fleet, and will take delivery of our third and fourth 210,000-DWT, Energy Efficiency Design Index Phase III-compliant Newcastlemax bulk carriers from CSSC Qingdao Beihai Shipbuilding Co. Ltd. before Q3 2024. Coupled with ongoing retrofits to our existing fleet to improve fuel efficiency, our competitiveness in the shipping market continues to be a great advantage. The optimization of our ship management system focuses on our three core priorities of environmental protection, navigational safety, and information security management, while also encompassing professional and technical crew training. In trucking and warehouse logistics, optimization includes a long-term vehicle replacement plan, “informatizing” our operations to improve various processes, and improving service quality and operating efficiency.

While CMT is a profit-seeking business that strives to maximize shareholder value, we are at the same time deeply committed to environmental protection, social responsibility, and corporate governance (ESG). Apart from continuous equipment upgrades and professional training for employees, we closely monitor safety standards and operational efficiency across all business units while facilitating interdepartmental communication to integrate and implement energy-saving and environmental initiatives. Other ESG initiatives that have been implemented include resource integration, new digital information systems, and risk management and control policies that enhance performance and help us keep pace with

technological advancements. As our competitiveness and influence grow, we create maximum value for our employees and fulfill our corporate social responsibility to sustainability.

2. Overview of Implementation

2.1 Shipping

Capesize freight spot rates did not rise significantly in 2023 despite China’s iron ore imports growing year-on-year, high steel output and exports, and strong raw material demand . Spot and forward freight rates for Capesize bulk carriers are affected by many factors, but the market is optimistic following the announcement of various bailout and pro-market measures in the real estate sector in multiple Chinese provinces and cities. Global iron ore trade volume is also expected to sustain freight rates at higher levels. The International Maritime Organization’s (IMO) conventions and the European Union’s carbon tax mechanism should result in Capesize deliveries declining year-on-year in the next three years.

The four newest additions to our fleet are all environmental, high-efficiency bulk carriers. CMT will become compliant with IMO standards for the next two decades ahead of schedule as we launch our new ships and complete retrofits to improve fuel efficiency and reduce operational carbon density. Our continuous efforts to improve the competitiveness of our fleet is part of our commitment to fulfilling our corporate social responsibility.

Looking ahead, regional threats will continue to affect the international community. Although the global dry bulk shipping industry enjoyed relative stability in 2023, geopolitical tension continues to escalate. Potential risk to maritime security stemming from the Russia-Ukraine and Israel-Hamas conflicts cannot be underestimated. Meanwhile, the world’s major economies will continue coping with the negative impacts of a high-interest rate environment and energy price fluctuations even when the U.S.’ interest rate hikes come to an end. The industry must stay vigilant and responsive to these geopolitical and economic factors, as well as human- and climate-related factors, to be able to quickly and effectively adjust mid- and long-term strategies. How China’s real estate crisis plays out will have a major impact on the raw material market. Market volatility and unpredictability is one of the reasons CMT renegotiates freight rates with long-term customers on a quarterly basis. This strategy helps to mitigate unforeseen geopolitical risk and maximize profitability.

2.2 Inland Trucking

2023 was a difficult year for Taiwan’s trucking industry and the transportation market as a whole due to both the internal and external environment and a decline in both import and export container traffic. Like other international shipping companies, we combated low cargo volume and rising costs. In the face of these challenges, we used digital cost management to streamline operations, and we are replacing older tractors with energyefficient, EURO 6 compliant tractors and have added two EV (Electric Vehicle) to our fleet. As the market marches towards recovery in 2024, we will move forward with sustainability initiatives including the cost optimization of our fleet and the alignment of our energy and carbon reduction goals with Ocean Carrier. We will also track the carbon footprint during the transportation to help our customers better understand our sustainability efforts.

2.3 Logistics

Global inflation, destocking in the Europe and U.S., low water levels in the Panama Canal, and heightened geopolitical tension were among the factors affecting import and export warehouse logistics in 2023. We have established strong and stable customer relationships through the quality of our hardware and software services and the service experience we offer. We also minimize potential losses from incidents that could affect our bottom line through the reinforcement of cargo-handling and occupational safety awareness training. These endeavors combined with effective cost management allow us to maximize shareholder value.

2.4 Environmental, Social, and Governance

CMT is committed to ESG (environment, social responsibility and corporate governance) and sustainability, and it is very important to us that our development doesn’t come at the cost of the opportunities future generations should enjoy. As part of our efforts to minimize our impact on climate change, we have established a Sustainable Development Committee. The committee oversees our ongoing greenhouse gas inventory while also evaluating risks and opportunities stemming from abnormal or extreme weather. We have various prevention, improvement, and reduction plans in place and the inventory will allow us to concretely implement these plans in a timely manner.

In shipping, we closely monitor our fleet’s carbon emissions to ensure compliance with international conventions and EU regulations. We also conduct maritime research with classification societies and other organizations. Our ships run on low-sulfur fuel and we use meteorological navigation to optimize routes and reduce fuel consumption. We have also installed energy-saving and water filtration devices on our ships. When it comes time to replace a ship, we prioritize high-efficiency diesel models with energy-saving designs.

In trucking, we are transitioning to a low-carbon, EURO 6 compliant tractor fleet and have implemented ecodriving. Our fleet, which now includes electric vehicles, is outfitted with energy-saving devices to further reduce greenhouse gas emissions. In logistics side, we have replaced older machinery, introduced electric stackers, installed energy-saving equipment, switched to energy-saving LED lighting, and are reusing recycled waste. We closely monitor legal and regulatory changes in all of our businesses so we can make adjustments when necessary to meet our environmental protection goals.

We have a multi-pronged approach to corporate social responsibility. Our top priority is always occupational safety and health, with a management program that includes employee safety awareness. We have fire bureau instructors overseeing the fire prevention and safety training of our autonomous fire safety and prevention task force, which has designated representatives from every department. The prevention of unlawful infringement in the workplace, including bullying and sexual harassment, is extremely important to us. Employees of all levels undergo relevant education and training, and we have a prevention, correction, complaint and punishment system in place. CMT provides premium physical exams for employees, health consultations with medical professionals, and automated external defibrillators (AEDs) on site. We have a code of conduct for seafarers’ rights and we regularly survey our crews on how well they feel their rights are being upheld. We also provide our crews with remote medical consultation services. Our longstanding participation in the RightShip Platform has entered a new phase as we

strengthen and improve our Code of Conduct. We work with major ship charter nations to promote occupational safety initiatives, including seafarer workshops and navigation audits. We have also constructed an occupational health and safety protection network for employees that ensures seafarer awareness, facilities, and environment are in line with top-tier shipping companies.

Our people-oriented, employee-centric approach emphasizes employee welfare and we have an employee welfare committee overseeing relevant matters. Our employees enjoy perks including an allowance for annual trip, holiday bonuses, gifts, and more. As part of our sustainability and corporate social responsibility efforts, we provide employees with educational, childbirth and childcare subsidies to lessen their economic burden and foster a stable, worker-friendly environment. We see value in continuing education and professional training, and offer financial assistance and incentives for degree programs. Our employees are protected by group insurance policies that cover out-of-pocket medical and accident-related expenses. We maintain the highest employee health standards and follow government guidelines for COVID-19 and influenza prevention includes vaccination leave.

Our comprehensive supplier selection process and management system ensures we only partner with suppliers that are committed to sustainability. Our suppliers are required to sign environmental protection and fair trade commitments, and we periodically evaluate them to ensure they are compliant with their local laws, Taiwan (ROC)’s laws, and international standards and specifications. We reserve the right to terminate or dissolve contracts with companies we find to be in violation of these policies.

Externally, we are active in philanthropy, particularly in the areas of youth development and assistance for the disadvantaged. Our group is committed to giving back to society and we are a long-term supporter of Weici Charity Foundation, a social welfare organization that assists underprivileged families and individuals through outreach and charitable programs. CMT also has a scholarship program. Chinese Maritime Transport Scholarships helps reduce the economic burden on families while allowing students to dedicate themselves to their studies. The program plays a crucial role in cultivating the next generation of talent in the shipping industry.

On the governance front, our initiatives for sound corporate governance include the establishment of a risk management team, as well as cybersecurity management, stakeholder engagement, ethical corporate management, and intellectual property management policies. All of the above contribute to sustainable operations.

3. Implementation of Operating Plan and Achievements; Operating Income and Expenditure; and Profitability

The primary sources of our operating income are shipping, inland trucking and logistics. In 2023, consolidated revenues totaled NT$4.015 billion, a decline of 8.96% from NT$4.41 billion in 2022. Consolidated operating costs and expenses in 2023 totaled NT$3.64062 billion, up 4.59% from 2022. Consolidated net operating income, meanwhile, fell 59.72% from 2022 to NT$374.27 million in 2023.

Consolidated net non-operating income in 2023 was NT$58.29 million. For the year 2023, net income attributable to the parent company was NT$328.33 million, down 57.14% from NT$766.08 million in 2022. Earnings per share in 2023 was NT$1.66.

Attachment 2

2023 Audit Committee’s Review Report

Chinese Maritime Transport Ltd. 2024 Annual General Meeting of Shareholders:

The Company's 2023 annual business report, parent company-only financial statements and consolidated financial statements, and earnings distribution statement were prepared by the Board of Directors, of which the financial statements have been audited and certified by KPMG accountants Yiu-Kwan Au and Szu-Chuan Chien. The aforementioned statements, along with the business report and earnings distribution statement have been reviewed and found no discrepancies by the Audit Committee, and we hereby submit this report in accordance with relevant requirements of the Securities and Exchange Act and the Company Act.

Chinese Maritime Transport Ltd.

Audit Committee

Convener: Donald Kuo-Liang Chao

March 14, 2024

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Attachment 3

2023 Independent Auditors’ Report

To the Board of Directors of CHINESE MARITIME TRANSPORT LTD.:

Opinion

We have audited the consolidated financial statements of CHINESE MARITIME TRANSPORT LTD. and its subsidiaries (“the Group”), which comprise the consolidated balance sheet as of December 31, 2023 and 2022, the consolidated statement of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.

In our opinion, based on our audits and the report of other auditors (please refer to Other Matter paragraph), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards ( “ IFRSs ” ), International Accounting Standards ( “ IASs ” ), Interpretation developed by the International Financial Reporting Interpretations Committee ( “ IFRIC ” ) or the former Standing Interpretations Committee ( “ SIC ” ) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Emphasis of Matter

We draw attention to note 6(a) of the financial statements, according to the IFRSs Q&A updated by the Financial Supervisory Commission, Securities and Futures

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Bureau, the repatriated offshore funds account balance amounted to $77,218 and $196,469 on December 31, 2022 and January 1, 2022, respectively, was reclassified from other current financial assets to cash and cash equivalents, and the financial statements were restated retrospectively. Our opinion is not modified in respect of this matter.

Other Matter

We did not audit the financial statements of the investee which represented the investment accounted for using the equity method of the Group. Those statements were audited by another auditors, whose report has been furnished to us, and our opinion, insofar as it relates to the amount is based solely on the report of other auditors. The investment accounted for using the equity method constituting 2.81% and 3.11% of total assets at December 31, 2023 and 2022, respectively. The related shares of profit of associates accounted for using the equity method constituted 8.51% and 1.91% of total profit before tax for the years ended December 31, 2023 and 2022, respectively.

CHINESE MARITIME TRANSPORT LTD. has prepared its parent-company-only financial statements as of and for the years ended December 31, 2023 and 2022, on which we have issued an unmodified opinion with Emphasis of the Matter and Other Matter, respectively, for reference.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In our judgment, the key audit matters that should be communicated in the audit report are as follows:

– Recognition of freight revenue vessel chartering and container hauling

Please refer to Note (4)(p) for the accounting policy of “ Revenue ” and to Note (6)(r) for information details.

Description of key audit matters:

The main activities of the Group are bulk carrier operation through overseas subsidiaries, domestic container hauling and storage, and related business. Freight revenue vessel chartering and container hauling is one of the significant items in the consolidated financial statements, and the amounts and changes may affect the users’ understanding on the entire financial statements. Therefore,

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the testing over freight revenue – vessel chartering and container hauling recognition is considered a key matter in our audits.

Audit Procedures:

Our principal audit procedures included: testing the related controls over the sale and receipts cycle, conducting the confirmation process used to examine the accounts receivable and revenue of major customers, executing substantive – analytical procedures of freight revenue vessel chartering, and assessing the contract liabilities, as well as evaluating whether the Group’s timing of revenue recognition is accurate in accordance with the related accounting standards.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Au, Yiu-Kwan and Chien, Szu-Chuan.

KPMG

Taipei, Taiwan (Republic of China)

March 14, 2024

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CHINESE MARITIME TRANSPORT LTD. AND SUBSIDIARIES

Consolidated Balance Sheets

December 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2023 Amount % $ 3,946,557 17 584,528 2 274,723 2 - - 60,079 - 93,286 - 319,657 2	December 31, 2023 Amount % $ 3,946,557 17 584,528 2 274,723 2 - - 60,079 - 93,286 - 319,657 2	December 31, 2022 (Adjusted) Amount % 4,066,372 20 314,678 2 279,731 1 14,861 - - - 99,450 - 199,094 1	December 31, 2022 (Adjusted) Amount % 4,066,372 20 314,678 2 279,731 1 14,861 - - - 99,450 - 199,094 1	January 1, 2022 (Adjusted) Amount % 3,253,517 17 480,371 3 331,386 2 14,680 - - - 88,003 - 240,681 1 4,408,638 23 686,613 4 776,107 4 587,583 3 12,261,063 65 215,315 1 33,849 - 8,381 - 13,646 - 64,755 - - - 22,461 - 14,669,773 77 19,078,411 100 Liabilities and Equity Current liabilities: 2100 Short-term borrowings (note 6(k)) 2130 Current contract liabilities (note 6(r)) 2150 Notes and accounts payable 2200 Other payables 2230 Current tax liabilities 2280 Current lease liabilities (note 6(l)) 2300 Other current liabilities 2320 Long-term liabilities, current portion (note 6(k)) Non-current liabilities: 2530 Bonds payable (note 6(k)) 2540 Long-term borrowings (note 6(k)) 2570 Deferred tax liabilities (note 6(o)) 2580 Non-current lease liabilities (note 6(l)) 2640 Net defined benefit liabilities, non-current (note 6(n)) 2670 Other non-current liabilities, others Total liabilities Equity attributable to owners of parent (note 6(p)): 3100 Common stock 3200 Capital surplus Retained earnings: 3310 Legal reserve 3320 Special reserve 3350 Unappropriated earnings 3400 Other equity interest Total equity attributable to owners of parent 3610 Non-controlling interests Total equity Total liabilities and equity	December 31, 2023	December 31, 2023	December 31, 2022 (Adjusted)	December 31, 2022 (Adjusted)	January 1, 2022 (Adjusted) Amount % 1,459,781 8 55,217 - 240,068 1 151,102 1 35,571 - 51,286 - 2,608 - 1,225,824 7	January 1, 2022 (Adjusted) Amount % 1,459,781 8 55,217 - 240,068 1 151,102 1 35,571 - 51,286 - 2,608 - 1,225,824 7
Amount $ 3,946,557 584,528 274,723 - 60,079 93,286 319,657					Amount	%	Amount	%	Amount
					$ 3,019,696 42,014 174,767 157,122 90,859 52,839 2,814 743,438	13 - 1 1 - - - 3	1,899,486 57,680 172,157 174,668 60,255 45,849 3,727 876,584	10 - 1 1 - - - 4	1,459,781 55,217 240,068 151,102 35,571 51,286 2,608 1,225,824
					4,283,549	18	3,290,406	16	3,221,457	17
5,278,830	23	4,974,186	24	4,408,638
					2,500,000 4,249,826 607,743 108,261 11,072 3,834	11 18 4 - - -	2,500,000 2,255,615 615,512 125,354 8,430 4,001	12 11 3 1 - -	2,500,000 2,118,890 606,789 169,285 30,714 3,179	13 11 3 1 - -
22,453 1,253,522 657,814 15,963,261 155,255 34,330 4,188 9,442 9,477 2,002 23,094	- 5 3 68 1 - - - - - -	15,537 669,355 635,606 13,875,442 165,403 34,847 5,303 11,923 39,952 - 23,414	- 4 3 68 1 - - - - - -	686,613 776,107 587,583 12,261,063 215,315 33,849 8,381 13,646 64,755 - 22,461
					7,480,736	33	5,508,912	27	5,428,857	28
					11,764,285	51	8,799,318	43	8,650,314	45
					1,974,846	8	1,974,846	10	1,974,846	10
					53,411	-	53,411	-	53,411	-
					1,960,427 359,487 7,143,644	8 2 31	1,882,499 934,768 6,749,885	9 5 33	1,779,756 883,992 6,653,375	10 5 35
18,134,838	77	15,476,782	76	14,669,773
$ 23,413,668	100	20,450,968	100	19,078,411
					9,463,558	41	9,567,152	47	9,317,123	50

					92,656	-	46,868	-	(934,768)	(5)
					11,584,471	49	11,642,277	57	10,410,612	55
					64,912	-	9,373	-	17,485	-
					11,649,383	49	11,651,650	57	10,428,097	55
					$ 23,413,668	100	20,450,968	100	19,078,411	100

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CHINESE MARITIME TRANSPORT LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars, Except earnings per share)

2023	% 59 39 2	2022 Amount 2,587,515 1,767,859 54,625	% 59 40 1
Amount $ 2,381,878 1,567,155 65,859
4,014,892	100	4,409,999	100
1,918,483 1,191,289 47,745	48 30 1	1,620,604 1,348,632 55,485	37 31 1
3,157,517	79	3,024,721	69
857,375	21	1,385,278	31
483,182 (81)	12 -	455,942 133	10 -
483,101	12	456,075	10
374,274	9	929,203	21
145,801 (367,944) 36,819 151,616 11,556 (1,700) 83,154 (1,013)	4 (9) 1 4 - - 2 -	161,055 (151,935) 16,060 47,502 25,609 28,014 (212,462) (1,853)	4 (4) - 1 1 1 (5) -
58,289	2	(88,010)	(2)
432,563 108,695	11 3	841,193 83,222	19 2
323,868	8	757,971	17
(1,759) 50,291 (352)	- 1 -	16,506 (110,261) 3,302	- (3) -
48,884	1	(97,057)	(3)
(4,312) (191)	- -	1,040,338 51,559	24 1
(4,503)	-	1,091,897	25
44,381	1	994,840	22
$ 368,249	9	1,752,811	39
$ 328,329 (4,461)	8 -	766,083 (8,112)	17 -
$ 323,868	8	757,971	17
$ 372,710 (4,461)	9 -	1,760,923 (8,112)	39 -
$ 368,249	9	1,752,811	39
$	1.66		3.88
$	1.66		3.87

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CHINESE MARITIME TRANSPORT LTD. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

Equity attributable to owners of parent

Share capital	Capital surplus		Retained earnings	Retained earnings		Total other equity interest	Total other equity interest	Total other equity interest	Total equity attributable to owners of parent	Non- controlling interests	Total equity 10,428,097
						Exchange differences on translation of foreign financial statements	Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income	Total
Ordinary shares		Legal reserve	Special reserve	Unappropriated earnings	Total
$ 1,974,846	53,411	1,779,756	883,992	6,653,375	9,317,123	(1,308,389)	373,621	(934,768)	10,410,612	17,485
- - -	- - -	102,743 - -	- 50,776 -	(102,743) (50,776) (529,259)	- - (529,259)	- - -	- - -	- - -	- - (529,259)	- - -	- - (529,259)
-	-	102,743	50,776	(682,778)	(529,259)	-	-	-	(529,259)	-	(529,259)
- -	- -	- -	- -	766,083 13,205	766,083 13,205	- 1,091,897	- (110,261)	- 981,636	766,083 994,841	(8,112) -	757,971 994,841
-	-	-	-	779,288	779,288	1,091,897	(110,261)	981,636	1,760,924	(8,112)	1,752,812
1,974,846 - - -	53,411 - - -	1,882,499 77,928 - -	934,768 - (575,281) -	6,749,885 (77,928) 575,281 (430,516)	9,567,152 - - (430,516)	(216,492) - - -	263,360 - - -	46,868 - - -	11,642,277 - - (430,516)	9,373 - - -	11,651,650 - - (430,516)
-	-	77,928	(575,281)	66,837	(430,516)	-	-	-	(430,516)	-	(430,516)
- -	- -	- -	- -	328,329 (1,407)	328,329 (1,407)	- (4,503)	- 50,291	- 45,788	328,329 44,381	(4,461) -	323,868 44,381
-	-	-	-	326,922	326,922	(4,503)	50,291	45,788	372,710	(4,461)	368,249
-	-	-	-	-	-	-	-	-	-	60,000	60,000
$ 1,974,846	53,411	1,960,427	359,487	7,143,644	9,463,558	(220,995)	313,651	92,656	11,584,471	64,912	11,649,383

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CHINESE MARITIME TRANSPORT LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation and amortization Expected credit loss Net (gain) loss on financial assets at fair value through profit or loss Interest expense Interest income Dividend income Share of profit of associates and joint ventures accounted for using equity method Net gain on disposal of property, plant and equipment Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Decrease in financial assets at fair value through profit or loss Decrease in notes and accounts receivable (including related parties) Increase in inventories Decrease (increase) in other current assets Incease in net defined benefit asset, non-current Increase in other current financial assets Changes in operating liabilities: Increase (decrease) in notes and accounts payable (Decrease) increase in current contract liabilities (Decrease) increase in other current liabilities Increase (decrease) in net defined benefit liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Dividend received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of financial assets at fair value through other comprehensive income Proceeds from capital reduction of financial assets at fair value through other comprehensive income Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets (Increase) decrease in other current financial assets Increase in other non-current assets Decrease (increase) in other non-current financial assets Net cash flows used in investing activities Cash flows from (used in) financing activities: Increase (decrease) in short-term borrowings Repayments of bonds Proceeds from long-term borrowings Repayments of long-term borrowings Payment of lease liabilities Cash dividends paid Changes in non-controlling interests-subsidiary cash capital increase Others Net cash flows from (used in) financing activities Effect of exchange rate changes on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2023 $ 432,563	2022 (Adjusted) 841,193
	1,174,674 (81) (83,154) 367,944 (151,616) (126,063) (36,819) (11,556)	982,650 133 212,462 151,935 (47,502) (126,711) (16,060) (25,609)
	1,133,329	1,131,298
	4,059 19,950 (60,079) 6,163 (2,002) (57,854)	- 51,341 - (25,617) - (109,399)
	(89,763)	(83,675)
	2,610 (15,666) (22,370) 2,642	(67,911) 2,463 6,844 (5,778)
	(32,784)	(64,382)
	(122,547)	(148,057)
	1,010,782	983,241
	1,443,345 149,231 140,483 (361,969) (97,821)	1,824,434 38,881 146,307 (134,465) (51,446)
	1,273,269	1,823,711
	(533,877) 2,924 (484,319) 294,046 (3,177,039) 23,787 (1,872) (60,345) (47,132) 320	(3,509) 1,271 - 623,036 (1,394,414) 53,734 (68) 159,863 (32,992) (953)
	(3,983,507)	(594,032)
	1,120,210 - 2,550,902 (660,712) (50,557) (430,516) 60,000 (167)	439,705 (400,000) 447,735 (578,813) (49,368) (529,259) - 822
	2,589,160	(669,178)
	1,263	252,354
	(119,815) 4,066,372	812,855 3,253,517
	$ 3,946,557	4,066,372

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2023 Independent Auditors’ Report

To the Board of Directors of Chinese Maritime Transport Ltd.:

Opinion

We have audited the financial statements of Chinese Maritime Transport Ltd. ( “ the Company ” ), which comprise the balance sheet as of December 31, 2023 and 2022, the statement of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of material policies.

In our opinion, based on our audits and the report of other auditors (please refer to Other Matter paragraph), the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Emphasis of Matter

We draw attention to note 6(a) of the financial statements, according to the IFRSs Q&A updated by the Financial Supervisory Commission, Securities and Futures Bureau, the repatriated offshore funds account balance amounted to $77,218 and $196,469 on December 31, 2022 and January 1, 2022, respectively, was reclassified from other current financial assets to cash and cash equivalents, and the financial statements were restated retrospectively. Our opinion is not modified in respect of this matter.

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Other Matter

We did not audit the financial statements of the investee which represented the investment in another entity accounted for using the equity method of the Company. Those statements were audited by another auditors, whose report has been furnished to us, and our opinion, insofar as it relates to the amount is based solely on the report of other auditors. The investment accounted for using the equity method constituting 3.78% and 3.82% of total assets at December 31, 2023 and 2022, respectively. The related shares of profit of associates accounted for using the equity method constituting 9.71% and 2.03% of total profit before tax for the years ended December 31, 2023 and 2022, respectively.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In our judgment, the key audit matters that should be communicated in the audit report are as follows:

Recognition of freight revenue–container hauling

Please refer to Note 4(o) for the accounting policy of “Revenue” and to Note 6(n) “Revenue from contracts with customers” for information details.

Description of key audit matters:

The main activities of the Company are container hauling and related business. Freight revenue container hauling is one of the significant items in the financial statements, and the amounts and changes may affect the users’ understanding on the entire financial statements. Therefore, the testing over freight revenue container hauling recognition is considered a key matter in our audits.

Audit Procedures:

Our principal audit procedures included testing related controls over sale and receipts cycle, executing the confirmation process used to examine accounts receivable and revenue of major customers, and evaluating if the Company’s timing of revenue recognition is accurate in accordance with related accounting standards.

– 2. Freight revenue vessel chartering, using equity method investment, subsidiary Please refer to Note 4(h) for the accounting policy of “ Investments in subsidiary ” , and to Note 6(d) for “ Investments accounted for using equity

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” method .

Description of key audit matters:

The main activity of some of the subsidiaries, accounted for using equity method investment, is operating bulk carrier. Freight revenue vessel chartering is one of the significant items in the financial statements, and the amounts and changes may affect the users’ understanding on the entire financial statements. Therefore, the testing over freight revenue vessel chartering recognition is considered a key matter in our audits.

Audit procedures:

Our principal audit procedures included testing related controls over sale and receipts cycle of those subsidiaries, which are investments using equity method, executing substantive analytical procedures of freight revenue-vessel chartering, assessing contract liabilities, and evaluating if the timing of revenue recognition for freight revenue, vessel chartering, is accurate in accordance with related accounting standards.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,

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they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding investment subsidiary using equity method to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other

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matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Yiu-Kwan Au and Szu-Chuan Chien.

KPMG

Taipei, Taiwan (Republic of China)

March 14, 2024

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