CPDC — AGM Information 2021

Jul 14, 2021

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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, Dongxin Road, Taipei 105 Taiwan, ROC

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

April 27, 2021

Dear Shareholders,

We cordially invite you to attend the 2021 Annual General Meeting at 9:30a.m., Taiwan Time, on Friday, May 28, 2021. 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, 2021. Shareholders on the register by the book closure date of March 30, 2021 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. This year, we will report on the status of the implementation of share buyback program and the status of issuance of 2020-1 Secured Domestic Corporate Bonds. We seek your ratification for nondistribution of dividends for FY2020. In 2020 CPDC’s profitability was adversely impacted by Covid-19 and recorded an operating loss of NT$1.81 billion, and the after tax net profit of $674.7 million was primarily from the unrealized gains from fair value valuation on financial assets and the unrealized gains on fair value adjustments on investment properties. After setting aside the required legal reserve and the special surplus reserve for capital gains from fair value revaluation on real estate investments, the end of period undistributed earing was zero.

We will also discuss the capital raising proposal, as well as hold elections for the 22[nd] board of directors. Please refer to our shareholders’ meeting handbook for more detailed information.

The nominated directors aim to continue to innovate and improve CPDC’s competitiveness and core competence, advising on the Company’s transformation and venture into land development business, hold a trustworthy, professional, and cooperative value system, maintain excellence in corporate governance, diligently 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 Num.	Item
1	2020 Business Report
2	Audit Committee’s Review Report on the 2020 Financial Statements
3	Status of the capital raising proposal by means of public share issuance (cash offering) or the issuance of common shares to participate in a Global Depositary Receipts (“GDR”) offerings resolved by the shareholders at the 2020 Annual General Shareholders’ Meeting.
4	Status of the Implementation of Share Buyback Program in 2020.
5	Status of 2020-1 Secured Domestic Corporate Bonds issued in 2020.
6	Status of the employees' and directors' remuneration of 2020.
7	Other reporting items

II. Ratification Items

Item Num.	Proposal Type	Item	Board Vote Rec.
1	Management	Ratification of the 2020 Business Report and Financial Statements	FOR
2	Management	Ratification of the 2020 Earnings Distribution Proposal	FOR

III. Discussion and Election Items

Item Num.	Proposal Type	Item	Board Vote Rec.
1	Management	Discussion of the domestic capital raising proposal by public share issuance (cash offering) with an issue size no greater than 600 million common shares.	FOR
2	Election	Election of the 22ndBoard of Directors.	FOR
3	Management	Release of restriction on competitive activities of directors.	FOR

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The election of member of the Board of Directors will be held at the meeting. Our Articles of Incorporation specify a board of 7~11 members, including at least 3 independent directors. The Company has adopted the nomination system for the election of directors. In this election, we propose a slate of 9 members (including 3 independent directors and one female legal representative of juristic person director). All nine members are standing for election. Moreover, the 6 directors that represent business group legal entities are part of our executive management team and/or bring substantial and diverse industry expertise to the board. For further details on their backgrounds, please refer to the meeting handbook. After a thorough evaluation process, the Board of CPDC has nominated nine candidates for your approval. We recommend you vote FOR the nominees.

We also request a release of restriction on competitive activities for the 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 (https://www.stockvote.com.tw), electronic voting requires a compatible CA digital certificate to log-in, and voting instructions are accepted from April 28, 2021 to May 25, 2021. For additional terms and instructions, please refer to the e-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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