CPDC — AGM Information 2020

Jun 8, 2020

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中國石油化學工業開發股份有限公司 CHINA PETROCHEMICAL DEVELOPMENT CORP.

8-11th Fl. 12, Tung-Hsing Road, Taipei 105 Taiwan, ROC

TEL: 886-2-8787-8187 FAX: 886-2-8787-3866

April 27, 2020

Dear Shareholders,

We cordially invite you to attend the 2020 Annual General Meeting at 9:30a.m., Taiwan Time, on Thursday, May 28[th] , 2020. The meeting will be held at our Toufen Plant, No.217, Sec. 2, Ziqiang Rd., Toufen Township, Miaoli County 35145, Taiwan. Only stockholders showing proof of ownership will be allowed to attend the meeting in person.

Pursuant to the meeting date and the Company Act, the shareholder register will be closed from March 30 to May 28, 2020. Shareholders on the register by the book closure date of March 30, 2020 are entitled to vote the number of shares held on that date at the AGM, regardless of whether they sell their shares during the book closure period.

During the meeting, we will consider and act upon the following matters. Please refer to our shareholders’ meeting handbook for more detailed information. This year, we will discuss the capital raising proposal, report on the "Taipei Living Mall Permanent Land Ownership International Tender", as well as hold by-elections for one of the independent directors.

The nominated director and our existing board aims to continue to innovate and improve customer satisfaction, hold a trustworthy, professional, and cooperative value system, maintain excellence in corporate governance, properly supervise and manage potential risk, and continue to place efforts in developing a long-term focus on sustainability.

We thank you for your continued support as our shareholders and urge you to vote so that your voice is represented. For any queries, please don’t hesitate to contact our investor relations team at investors@cpdc.com.tw.

I. Report Items

Item Item Num. 1 2019 Business Report 2 Audit Committee’s Review Report on the 2019 Financial Statements 3 Status of the capital raising proposal by means of pubic share issuance (cash offering)

or the issuance of common shares to participate in a Global Depositary Receipts (“GDR”) offerings resolved by shareholders at the 2019 Annual General Meeting 4 Status of the employees & directors' remuneration of 2019 Status of Company’s subsidiary, Ding-Yue Development Co., Ltd., and their obtained 5 Bid Materials & Relevant Documents of "Taipei Living Mall Permanent Land Ownership International Tender" as well as its Impact Assessment Report on CPDC 6 Other reporting items

II. Ratification Items

Item Num.	Proposal Type	Item	Management Vote Rec.
		Ratification of the 2019 Business Report and Financial Statements
1	Management		FOR
2	Management	Ratification of the 2019 Earnings Distribution Proposal	FOR

III. Discussion and Election Items

Item Num.	Proposal Type	Item	Management Vote Rec.
1	Amendment	Amendment to the “Articles of Incorporation”	FOR
2	Amendment	Amendment to the “Procedures for the Acquisition or Disposal of Assets”	FOR
		Amendment to the “Procedures for Loans, Endorsements,and Guarantees”
3	Amendment		FOR
4	Amendment	Amendment to the “Rules for Election of Directors”	FOR
		Amendment to the “Rules Governing the Proceedings of Shareholder Meetings”
5	Amendment		FOR
6	Management	Discussion of the capital raising proposal by public share issuance (cash offering) or participating in global depositary receipt (“GDR”) issuance with an issue size no greater than 600 million common shares	FOR
		By-election of the 21st Independent Director of the Company
7	Election		FOR
8	Management	Release of restriction on competitive activities of directors	FOR

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The by-election of one independent director member of the Board of Directors will be held at the meeting. Our Articles of Incorporation specify a board of 7~11 members, including 3 independent directors. According to Article 14-2 of the Securities Exchange Act, when an independent director is dismissed for any reason, resulting in a number of directors lower than that required under the company's articles of incorporation, a byelection for independent director shall be held at the next following shareholders meeting. The board meeting on April 15, 2020, evaluated and recommends the following candidate for your approval. We recommend you vote FOR the nominee.

Type	Name	Education	Experience
Independent Director	Ye Song-Nian	Army Infantry Training Command Officer Reserve School Graduate	Director, Union Wide Construction Co. Ltd. Chairperson, Union Wide Construction Co. Ltd. Chairperson, Lung Ling Construction Co. Ltd. Chairperson, Kung Cheng Construction Co. Ltd.

We also request a release of restriction on competitive activities for selected directors, as they hold positions in companies on behalf of the Company or provide industry expertise that is valuable to company operations.

We also note that electronic proxy voting is available for this annual shareholders’ meeting on the TDCC e-voting website (http://www.stockvote.com.tw), electronic voting requires a compatible CA digital certificate to log-in, and voting instructions are accepted from April 28[th] , 2020 to May 25[th] , 2020. For additional terms and instructions, please refer to the stock voting website.

Finally, I would like to bring to your attention to the fact that most local custodian banks stop accepting vote instruction five days before the meeting date. These are hard deadlines and late voting will not be accepted. Your votes are very important and we urge you to vote promptly.

Very sincerely yours,

Steve Ruey-Long Chen Chairman China Petrochemical Development Corporation

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