CSBC CORPORATION,TAIWAN Handbook for the 2022 Annual Meeting of Shareholders

MEETING TIME: JUNE 22, 2022

THIS IS A TRANSLATION OF THE HANDBOOK FOR THE 2022ANNUAL SHAREHOLDERS' MEETING (THE "HANDBOOK") OF CSBC CORPORATION,TAIWAN. (THE "COMPANY"). THIS TRANSLATION IS INTENDED FOR REFERENCE ONLY AND NOTHING ELSE, THE COMPANY HEREBY DISCLAIMS ANY AND ALL LIABILITIES WHATSOEVER FOR THE TRANSLATION. THE CHINESE TEXT OF THE HANDBOOK SHALL GOVERN ANY AND ALL MATTERS RELATED TO THE INTERPRETATION OF THE SUBJECT MATTER STATED HEREIN

Meeting Procedure2
Meeting Agenda3
Management Presentations5
ANNEX
Annex 1:2021 Business Report 15
Annex 2:Audit Committee's Review report 19
Annex 3:2021 Financial Statements and consolidated Financial Statements20
Annex 4:Deficit Compensation Statement 2021 45
Annex 5:The " Corporate Social Responsibility Strategic Action Plan Implementation and
Planning" report46
Annex 6:The Company ARTICLES OF INCORPORATION Comparison of Articles Before
and After Amendments61
Annex 7:"Rules of procedure for shareholders' meetings" Comparison of Articles Before and
After Amendments 62
Annex 8:"Procedures for Acquisition or Disposal of Assets" Comparison of Articles Before
and After Amendments74
Annex 9:List of candidates for the 18th director (independent director) 86
Appendix
Appendix 1:Rules of Shareholders' Meeting 89
Appendix 2:Articles of Incorporation 98
Appendix 3:Regulations for the Election of Directors110
Appendix 4:Procedures for Acquisition or Disposal of Assets114
Appendix 5:The Impact of Stock Dividend Issuance on Business Performance, EPS, and
Shareholder Return Rate 141
Appendix 6:Shareholding of Directors142
Appendix 7:Other explanations 144

CSBC CORPORATION,TAIWAN

Procedure for the 2022 Annual Meeting of Shareholders

Call the Meeting to Order

Chairperson Remarks

Management Presentation (Company Reports)

Proposals

Discussion

Elections

Others

Questions and Motions

Adjournment

CSBC CORPORATION,TAIWAN Year 2022 Agenda of Annual Meeting of Shareholders

Time: 10:00 a.m. on Wednesday, June 22,2022

Place:The Auditorium in CSBC,TAIWAN (No.3,Jhonggang Road,Siaogang District,Kaohsiung,Taiwan,R.O.C)

Meeting method:Physical meeting

Call the Meeting to Order.

Chairperson Remarks

Management Presentations

1. 2021Annual Business Report.
1. 2021 Annual Final Report of Audit Committee.
1. 2021Annual Remuneration Distribution Report of Employees and Directors.
1. The "2021 and 2022 Corporate Social Responsibility Strategic Action Plan Implementation and Planning" report.

Proposals

1. Ratification of 2021 business report and financial statements.
1. Ratification of the Proposal for 2021 Deficit Compensation..

Discussion

1. Amendment to the Company ARTICLES OF INCORPORATION..
1. Amendment to the "Rules of procedure for shareholders' meetings".
1. Amendment to the "Procedures for Acquisition or Disposal of Assets".

Elections

Election of 15 directors for 18 th (including 3 independent directors).

Others

Proposal of Release the Prohibition on Directors from Participation in Competitive Business.

Questions and Motions

Adjournment

Management Presentations

Report No. 1

2021 Annual Business Report Explanation: The 2021 Annual Business Report is attached as pp.15~18, Annex 1.

Report No. 2 2021 Annual Final Report of Audit Committee

Explanation:

The 2021 Annual Final Report of Audit Committee is attached as pp.19, Annex 2.

Report No. 3

2021 Annual Remuneration Distribution Report of Employees and Directors Explanation:

The initial balance of accumulated deficit of the Company is NT\$2,940,035,532. The employee bonus and directors' remuneration for 2021 will not be distributed in accordance with the provisions of Article 35 of the Articles of Association of the Company.

Report No. 4

The "2021 and 2022 Corporate Social Responsibility Strategic Action Plan Implementation and Planning" report.

Explanation:

1.In accordance with Article 5 of Chapter 1 of "TWSE/GTSM Best Practice Principles for Corporate Social Responsibility of Listed Companies" and the company's "Corporate Social Responsibility Principles".
2.The company's "Corporate Social Responsibility Principles" is attached as PP.46~60, Annex 5

Proposals

Proposed by the Board

1. Proposal:

Ratification of 2021 business report and financial statements

Explanation:

CSBC CORPORATION,TAIWAN's Business Report and Financial Statements have been duly audited by the PRICEWATERHOUSECOOPERS Taiwan(RwC Taiwan) and have been examined by the audit committees.(Please refer to pp. 15~18 annex 1 and pp.20~44 annex 3 of the Handbook)

Proposed by the Board

2. Proposal:

Ratification of the Proposal for 2021 Deficit Compensation.

Explanation:

1.The initial balance of accumulated deficit of the Company is NT\$2,986,017,027, plus other comprehensive income of 2021 NT\$32,746,646, and the net income of 2021 NT\$13,234,849, the accumulated deficit is NT\$2,940,035,532.After offsetting by capital surplus NT\$2,940,035,532,the balance of accumulated deficit at the end of 2021 is NT\$0.
2.Because of the accumulated deficit NT\$0, It's proposed not to distribute dividends.
3.Please approve the proposal of 2021 Deficit Compensation, Deficit Compensation Statement refer to pp.45 of Annex 4.

Discussion

Proposed by the Board

1.Proposal:

Amendment to the Company ARTICLES OF INCORPORATION.

Explanation:Pursuant to Articles 172-2 and 356-8 of the Company Law, and Taiwan Stock Exchange 111.03.08 Tai Zheng Guan Zi No. 1110004093 Letter, CSBC announce that Chapter 2-2 of the "Standards for the Handling of Shares of Listed Companies" has be added and the Article 3 and Article 6 of the " Regulations Governing Content and Compliance Requirements for Shareholders' Meeting Agenda Handbooks of Public Companies " hes be amend. Please refer to the pp.61 of Annex 6.

Proposed by the Board 2.Proposal:

Amendment to the "Rules of procedure for shareholders' meetings".

Explanation:

According to amendment of Article 172.2 of Company Act, public companies can convene shareholders' meeting through video conferencing. Hence, relevant articles in the Company's Rules of Procedures for Shareholders' Meetings have been amended according to "Examples of Rules of Procedures for Shareholders' Meetings of ○○ Company" published by TWSE in March 8, 2022. Please refer to the amended articles in pp. 62~73 of Annex 7.

Proposed by the Board 3.Proposal:

Amendment to the "Procedures for Acquisition or Disposal of Assets".

Explanation:

1.Financial Supervisory Commission R.O.C amended "Regulations Governing the Acquisition and Disposal of Assets by Public Companies" on January 28, 2022.
2.It has been confirmed that Articles 5, 9, 10, 11, 15 and 31 of the aforementioned amended articles have been the basis when the Company's regulations for acquisition and disposal were established, so the Company made amendments to its regulations governing the acquisition and disposal of assets following this amendment. Please refer to amended articles in pp. 74~85 of Annex 8.

Elections

Proposed by the Board

Proposal:

Election of 15 directors for 18 th (including 3 independent directors).

Explanation:

1.The term of the directors of the16th board validity period from June 26, 2019 to June 25, 2022.
2.The 19th Board meeting of the 17th Board of Directors approve to elect the 15 directors (including 3 independent directors) of the 18th term of the board of directors, serving a term of three years from June 22, 2022 to June 21, 2025
3.The candidate nomination system is adopted in election of the 18th term of the board of directors. Please refer to pp.86~88 Annex 9 "The directors nominated candidates list".

Others

Proposed by the Board

Proposal:

Proposal of Release the Prohibition on Directors from Participation in

Competitive Business.

Explanation:

I.According to Article 209 of the Company Act, 'A director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.'
II.In order to take full advantage of the expertise and relevant experience of the company's directors and their representatives, it is proposed, according to Article 209 of the Company Act, to lift the ban of the non-compete clause for the company's directors and restrictions which prevents their representatives as natural persons who exercise the authority of the directors from conducting business originally listed under the non-compete clause under the "Article of Incorporation."
III.Without prejudice to the normal business and interests of the company, it is proposed to discuss the lifting of the non-compete clause on the newly elected directors and their representatives in the 2022 regular meeting of shareholders.

IV.The list of directors and their representatives who are to be relieved from the
non-compete restriction:

Position	Name	Reason of Prohibition on Directors from Participation in Competitive Business
		National Development Fund, Executive Yuan investment LUNGTEH SHIPBUILDING CO LTD.
Director	National Development Fund, Executive Yuan	National Development Fund, Executive Yuan investment SINGDA MARINE STRUCTURE CO., LTD.
		National Development Fund, Executive Yuan investment YANG MING MARINE TRANSPORT CORP.

Questions and Motions

ANNEX

Annex 1:2021 Business Report

2021 Business Report

Dear Shareholders,

Thank you for attending the year's regular shareholders meeting of the company during the busy schedule. I would like to report to you about the company's business results for 2021 and a summary of the business plan for 2022.

1. The status of the global shipbuilding industry in 2020

Since the unprecedented "new coronavirus" (COVID-19) epidemic hitting globally in 2020, border control and city lockdown policies implement in most countries, and bring great effect on global transportation and trade volume. From 2021, vaccine comes out successfully and widely accepted in the globe, COVID-19 epidemic is gradually under control. The global economic recovery is getting better; however, high infectivity variant of Delta and Omicron attack the world and brings mass infections again. That leads global inflation worse, economic growth is hampered.

Although the international economic condition looks not good, stay-at-home economy rise and seriously port congestion make sea freight risen sharply. Taking advantage of high freight rates, the world's major shipping companies began to invest in new ships, which also increased the construction volume and price of new ships.

According to Clarksons research, In 2021, the global new shipbuilding price index will reach 150 points once again, the highest point in the past 10 years. The accumulated new ship orders in 2021 are more than 1,670 ships, exceeding 119.8 million deadweight tons, a significant increase of 77% compared with 2020. Most orders are placed to China, South Korea and Japan. However, due to the increased material costs in global, that also leads a decrease in shipbuilding profits, and there are still a large number of hand-held orders to be completed in 2021. A moderate decline in the new shipbuilding market is predictable in the future and has to handle very carefully.

Operating Performance in 2021

(1) Consolidated financial results.

	Unit: Thousand NT\$
			Compared with
Item	2021	2020	2019(%)
Operating income	19,113,429	25,296,629	-24.44%
Gross Profit (loss)	555,219	-1,409,474	139.39%

Operating profit	-2,914	-1,907,395	99.85%
Pre-Tax Income	10,315	-1,598,750	100.65%
Net profit (loss)	9,553	-1,600,087	100.60%

The operating income of the company in 2021 was NT\$19.113 billion, and the gross operating profit was 0.555 billion. The net profit for the current period was 9.553 million, which was a decrease of 1.61 billion in loss compared to 2020. After years of hard work, it finally turned a profit.

(2) Orders in hand

New ship and marine engineering orders

As of the end of December 2021, there are 2 merchant ships (2 in Kaohsiung) and 23 warships and official ships (10 in Kaohsiung and 13 in Keelung) in hand. The delivery schedule of Kaohsiung shipyard orders are by November 2025, and the Keelung shipyard by October 2027.

Completion and delivery

In 2021, 5 merchant ships were completed and delivered at the Kaohsiung shipyard (1 ship of 65,000dwt Semi-Submersible Deck Cargo/Heavy lift Carrier, 4 ships of 2,800TEU container vessel). And for official ship, 1 ship of 4,000-ton frigates were completed and delivered at the Kaohsiung shipyard and 5 ships of 100-ton patrol rescue boats were completed and delivered at the Keelung shipyard. Besides, 60 Pin Pile of Offshore Wind Turbine were completed and delivered at the Kaohsiung shipyard.

(3) Research and development status

Expenditures of R&D in 2021 are about NT\$124 million, which is about NT\$94 million increased than the NT\$30 million in 2020. Research and development results include the basic design and development of new ships, independent development and verification of end plate propeller program, the integration technology and application of smart factories, research on technology and integration of ship monitoring system, SYSWELD weld bead simulation study, the analysis and improvement of ship power harmonics, integrated smart development plan for ship stabilizing wing system, underwater structural penetrations metal column and materials research and development plan, and 15MW semi-submersible floating wind system for Taiwan offshore wind farm, etc. 13 researches and development projects in total.

The new research and development direction in 2022 mainly includes the basic design and development of new ships, research on technology and integration of ship monitoring system, the integration technology and application of smart factories, research on ship power harmonic analysis and improvement, developing a high efficiency method for evaluation of ship fuel consumption in real sea conditions, integrated smart development plan for ship stabilizing wing system, underwater structural penetrations metal column and materials research and development plan, and semi-submersible floating wind system for Taiwan offshore wind farm, etc. Actively move towards improving the technical capabilities of smart ships, defense ships and marine engineering as the main development direction.

(4) Major investment

The projects in the implementation of the 2021 fixed assets project investment plan include the "Kaohsiung shipyard Multi-purpose Steel Structure Production Line Project Investment Plan", the "Transition Piece (TP) Production Line Project Investment Plan", the "Investment Plan for the Important Equipment Factory of the National Ship", the "A batch of self-built container ships", and the "Purchase a large anchor tugboat"; Projects under planning include the "Investment Plan for the Kaohsiung Plant's 350-ton GOC Crane Replacement Project".

3. Business Plan for 2022

In 2021, the world is still affected by the COVID-19 epidemic, and the Delta and Omicron variants became more powerful. As of December 2021, the number of people infected with COVID-19 in the world has exceeded 300 million, and Taiwan is also suffered. In order to control the epidemic, most countries have adopted large-scale country lockdown and embargoes, which caused an instantaneous frozen of global freight and human transportation demand. That severely affected the global economy. The company also inevitably affected by the COVID-19. In addition, it is difficult for foreign ships to come to the company for maintenance, and important foreign equipment, original factory service engineers, and technical assistance personnel couldn't arrive at the factory on scheduled, and the production schedule has been severely disrupted.

Based on this, the company is actively transforming and moving towards diversified operations, striving to get rid of operational difficulties. Finally, the net profit for the current period was 9.553 million in 2021. After years of hard work, it is achieving the goal of turning a loss into a profit.

With the changes in economic activities and consumption habits, coupled with the strict implementation of environmental regulations by the International Maritime Organization(IMO), shipping companies will accelerate the elimination of old ships and builds new ships, which will help the company to win orders for commercial ships. In addition, it will also simultaneously promote the other major businesses of "National Shipbuilding" and "Offshore Wind Power" to help the company's operation and development.

Looking forward to 2022, the company's operations will develop towards three major businesses, with high-quality internal transformation and consolidation of operations as strategic goals to ensure stable profits.

Best wishes for everyone.

Good health and good luck!

CSBC Corporation, Taiwan Chairman CHENG, WEN-LON

Annex 2:Audit Committee's Review report

Audit Committee's Review report

This proposal is the presentation by the Board of Directors of the Company's 2021 Business Report, Financial Statements, and the Deficit Compensation Proposal. Of these items, the Financial Statements have been audited by external auditors of PricewaterhouseCoopers(PwC) Taiwan, and an opinion and report have been issued on the Financial Statements. The aforementioned proposal regarding Business Report, Financial Statements, and the Deficit Compensation Proposal have been reviewed and determined to be correct and accurate by the Audit Committee. Per the regulations in Article 14-5 of Securities and Exchange Act and Article 219 of the CompanyAct, we hereby submit this report.

To:

2022 General Shareholders' Meeting of CSBC Corporation.

CSBC CORPORATION,TAIWAN

Audit Committee Convenor: LIEU, DER-MING

March 4, 2022

Annex 3

CSBC CORPORATION, TAIWAN PARENT COMPANY ONLY FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REPORT DECEMBER 31, 2021 AND 2020

For the convenience of readers and for information purpose only, the auditors' report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors' report and financial statements shall prevail.

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

PWCR21000365

To the Board of Directors and Shareholders of CSBC CORPORATION, TAIWAN

Opinion

We have audited the accompanying parent company only balance sheets of CSBC CORPORATION, TAIWAN (the "Company") as at December 31, 2021 and 2020, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as at December 31, 2021 and 2020, and its parent company only financial performance and its parent company only 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 Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the parent company only 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 for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Company's 2021 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Company's 2021 parent company only financial statements are stated as follows:

Accounting estimates and assumptions for total cost of construction contracts

Description

Please refer to Note 4(30) for a description of the accounting policy on construction contracts. Please refer to Note 5 for critical accounting estimates and assumptions for total cost of construction contracts.

The Company is engaged in the business of designing and building of various ships and cruisers. Assumptions for estimated construction cost include cost for equipment, material, labor and etc. Data used for assumptions involves subjective judgement and accounting estimates and are highly uncertain. As a result, assumptions used are material to the total construction cost and further affects the calculation of construction profit.

As the data used for assumptions involves subjective judgement and accounting estimates are highly uncertain, this may affect the completeness and relevant assertions. Considering that the estimated total cost of construction contracts is material to the financial statements, therefore, we assessed that these accounting estimates and assumptions as one of the key audit matters for this year.

How our audit addressed the matter

The scope of our audit responded to the risk as follows:

1. Assessing the effectiveness of CSBC Company's internal control regarding the estimation process of total cost of construction contract. This includes:
(1) Whether the data used by management for estimates and assumptions is complete, relevant and accurate.
(2) Whether accounting estimates and assumptions have been reviewed and approved by proper management level.
(3) Whether the segregation of duties is appropriate.
1. Obtaining the Estimate at Completion Reports, selecting sample reports and verifying the accuracy, completeness and relevance of the data that was used for assumptions and estimations. Checking whether the use of estimates and assumptions in the Estimate at Completion Reports are appropriate.
1. Comparing cost at completion for the same or similar ships and then assessing the reasonableness of the Estimate at Completion Report.

Responsibilities of management and those charged with governance for the parent company only financial statements

Management of the Company is responsible for the preparation and fair presentation of the parent company only 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 parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only 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 parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' 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 generally accepted auditing standards in 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 parent company only financial statements.

As part of an audit in accordance with the generally accepted auditing standards in the Republic of China, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the parent company only 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.
1. 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.
1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
1. 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 parent company only 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.
1. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
1. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only 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 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.

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 parent company only 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.

WANG, KUO-HUA

WU, CHIEN-CHIH

For and on behalf of PricewaterhouseCoopers, Taiwan March 4, 2022

The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

CSBC CORPORATION , TAIWAN
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

	Assets			December 31, 2021		December 31, 2020
	Current assets	Notes		AMOUNT	$\%$	AMOUNT	%

1100	Cash and cash equivalents	6(1)	\$	2,597,123	6	\$ 1,157,664	3
1110	Financial assets at fair value through	6(2)
	profit or loss - current			21,044
1136	Current financial assets at amortised	$6(3)$ and 8
	cost			16,841
1140	Current contract assets	$6(22)(26)$ and 7		2,780,143	6	4,523,505	12
1170	Accounts receivable, net	6(4)(22)		1,972,696	5	1,169,869	3
1180	Accounts receivable - related parties	$6(4)(22)$ and 7		46,250		20,311
1200	Other receivables			10,063		26,127
1210	Other receivables - related parties	7		158		15,445
130X	Inventories	6(5)(22)		2,827,237	6	2,349,362	7
1410	Prepayments	$6(6)$ and 7		13,248,776	31	9,896,704	27
1479	Other current assets, others			922		1,511
11XX	Current Assets			23, 521, 253	54	19,160,498	52
	Non-current assets
1550	Investments accounted for under	$6(7)$ and 7
	equity method			1,685,071	4	1,233,871	3
1600	Property, plant and equipment	$6(8)$ and $7$		12,815,078	30	11,306,002	31
1755	Right-of-use assets	6(9)		3,399,266	8	3,500,944	9
1760	Investment property - net	6(10)(11)		212,239		212,918	$\mathbf{1}$
1780	Intangible assets	6(12)		36,473		21,345
1840	Deferred income tax assets	6(32)		1,522,513	4	1,530,700	4
1920	Guarantee deposits paid			162,918		53,083
1975	Net defined benefit asset, non-current 6(20)			11,403
15XX	Non-current assets			19,844,961	46	17,858,863	48
1XXX	Total assets		S.	43, 366, 214	100	\$ 37,019,361	100

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CSBC CORPORATION , TAIWAN
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

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CSBC CORPORATION, TAIWAN
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars, except for earnings (losses) per share amount)

			Year ended December 31
				2021			2020
	Items	Notes		AMOUNT	$\%$		AMOUNT	$\overline{\%}$
4000 5000	Sales revenue Operating costs	$\overline{6(26)}$ and $\overline{7}$ 6(5)(12)(30)(31)	\$	18,851,761	$\overline{100}$	\$	25,025,522	100
		and 7		$18,309,359$ (	97(		26, 455, 286) (	105)
5900	Net operating margin			542,402	$\overline{3}$		1,429,764	5)
	Operating expenses	6(30)(31)
6100 6200	Selling expenses General and administrative			62,572)		- (	64,177)
6300	expenses Research and development		€	345, 941) (		$2)$ (	$328,011$ )(	1)
6450	expenses Impairment loss (impairment gain and reversal of impairment loss) determined in accordance with IFRS 9	12(2)	€	$116, 810$ ( 7,008)		$1)$ (	$94,018$ ) ( 3,896	1)
6000	Total operating expenses			$\overline{532,331}$ )	$\overline{3}$		482,310)	$\overline{2}$
6900	Operating profit (loss)			10,071			$\sqrt{912,074}$ ) (	$\overline{1}$
	Non-operating income and expenses
7100	Interest income			1,196			6,623
7010	Other income	6(10)(19)(27)		209,296	l		428,588	$\mathbf{2}$
7020	Other gains and losses	6(28)		63,183)		- (	7,563)
7050	Finance costs	6(8)(9)(19)(29)		$100,382$ ) (		$1)$ (	$100, 509$ (	1)
7070	Share of loss of associates and joint ventures accounted for using equity method, net	6(7)
7000	Total non-operating income and expenses			43,800) 3,127			15, 154) 311,985
7900	Profit (loss) before income tax			13,198			$1,600,089$ ) (	$\overline{6}$
7950	Income tax benefit	6(32)		37
8200	Profit (loss) for the year		\$	13,235		$\overline{\mathfrak{L}}$	1,600,087	$\frac{1}{6}$
	Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss
8311	Other comprehensive income, before tax, actuarial gains	6(20)
8349	(losses) on defined benefit plans Income tax related to components of other comprehensive income that will not be reclassified to profit or	6(32)	\$	40,933		\$	66,502
8300	loss Other comprehensive income for			8,187			$13,300$ )
	the year		\$	32,746			53,202
8500	Total comprehensive income (loss) for the year		\$	45,981		(	$1,546,885$ )(	6)
9750	Basic earnings (losses) per share Total basic earnings (losses) per	6(33)
	share		$\overline{\mathbf{3}}$		$0.02$ (\$			3.38)

The accompanying notes are an integral part of these parent company only financial statements.

CSBC CORPORATION, TAIWAN
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

					Retained Earnings
		Notes	Share capital - common stock	Capital surplus	Special reserve		Accumulated deficit		Total equity
2020
Balance at January 1, 2020			4,729,918	1,338,798	\$ 3,166,471	(	2,777,929)	-S.	6,457,258
Loss					$\overline{\phantom{a}}$		$1,600,087$ ) (		1,600,087)
Other comprehensive income							53,202		53,202
Total comprehensive loss							1,546,885)		1,546,885)
Capital surplus used to offset accumulated deficit	6(24)(25)		$\blacksquare$	1,338,798)			1,338,798
Due to recognition of equity component of convertible bonds issued	6(17)(24)
Conversion of convertible bonds	6(17)(23)(24)			96,153					96,153
Balance at December 31, 2020			637	918					1,555
			4,730,555	97,071	3,166,471	(	2,986,016)	S.	5,008,081
2021 Balance at January 1, 2021
Profit			4,730,555	97,071	3,166,471	78	2,986,016)		5,008,081
							13,235		13,235
Other comprehensive income							32,746		32,746
Total comprehensive income							45,981		45,981
Cash capital increase	$6(23)$ and 7		4,500,000	3,367,059					7,867,059
Share-based payments	$6(21)(24)$ and 7			128,818					128,818
Conversion of convertible bonds	6(17)(23)(24)		87,318	99,965					187,283
Balance at December 31, 2021			9,317,873	3,692,913	3,166,471	$($ \$	2,940,035)		13, 237, 222

The accompanying notes are an integral part of these parent company only financial statements.

$\ddot{\phantom{a}}$

CSBC CORPORATION , TAIWAN
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

÷. $\frac{1}{3}$

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			Year ended December 31
	Notes		2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES
Profit (loss) before tax		\$	13,198	$\sim$	1,600,089)
Adjustments
Adjustments to reconcile profit (loss)
Expected credit loss (gain)	12(2)		7.008	$\left($	3,896)
Depreciation of property, plant and equipment	6(8)(30)		650.135		581,362
Depreciation of right-of-use assets	6(9)(30)		246,496		245,961
Depreciation of investment property	6(11)		679		680.
Amortization	6(12)(30)		12,125		15,674
Share of loss of investments accounted for using equity	6(7)
method			43,800		15,154
Interest income		€	$1,196$ ) (		$6,623$ )
Government grant income	6(27)(29)(34)	(	$11,787$ ) (		$11,590$ )
Gain on valuation of financial assets and liabilities at fair	6(28)
value through profit or loss		(	$19,055$ ) (		11,749)
Loss on disposal of property, plant and equipment	6(28)		5.633		2,197
Interest expense	6(29)		100,382		100,509
Share-based payments	6(21)		128,818
Changes in operating assets and liabilities
Changes in operating assets
Decrease in current contract assets			1,744,178		1,066,171
(Increase) decrease in accounts receivable		$\epsilon$	810,651)		123,895
Increase in accounts receivable - related parties		(	$25,939$ ) (		14,023)
Decrease in other receivables			16,081		74,418
Decrease in other receivables - related parties			15,287		1,230
Increase in inventories		€	477,875) (		524,770)
Increase in prepayments		$\epsilon$	3,352,072) (		4,634,854)
Decrease in other current assets			54		8,995
Increase in net defined benefit asset-non-current		$\epsilon$	$11,403$ )
Changes in operating liabilities
Increase (decrease) in current contract liabilities			3,660,800	(	2,000,184)
Increase in notes payable			24,300		8,100
Decrease in notes payable - related parties		(	$111,592$ ) (		173,812)
(Decrease) increase in accounts payable			608,735)		506,003
(Decrease) increase in accounts payable - related parties			2,211)		757
(Decrease) increase in other accounts payable			109,292)		115,065
Decrease in provisions for liabilities - current			$276,697$ ) (		326,819)
(Decrease) increase in receipts in advance			5,870)		5,371
Increase in net defined benefit liability - non-current			37,532		27,473
Cash inflow (outflow) generated from operations Interest received			882,131	$\left($	6,409,394)
Payment of interest			1.179		6,714
Income tax refunded		(	74,122)	$\epsilon$	77,171)
Net cash flows from (used in) operating activities			572 809,760		65
					6,479,786)

(Continued)

CSBC CORPORATION, TAIWAN PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

$\frac{1}{2}$

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$\label{eq:3.1} \begin{array}{lllllllllllllllll} \mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}}}}}}\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}}}}\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}}}}\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}}}}\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}}}}\mathbf{1}{\mathbf{1}{\mathbf{1}{\mathbf{1}}}}\mathbf{1}{\mathbf{1}{\mathbf{1}_{\mathbf$

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			Year ended December 31
	Notes		2021		2020
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in current financial assets at amortised cost		$($ \$	$16,841$ )	\$
Acquisition of investments accounted for using equity method	6(7)	(	495,000) (		1,050,000)
Acquisition of property, plant and equipment	6(34)	C	$2,186,888$ ) (		940,273)
Acquisition of intangible assets	6(12)	€	$27,253$ ) (		26,979)
Increase in refundable deposits		€	$113,068$ ) (		$17,465$ )
Decrease in refundable deposits			3,233		28,418
Net cash flows used in investing activities			2,835,817)		2,006,299)
CASH FLOWS FROM FINANCING ACTIVITIES
(Decrease) increase in short-term borrowings	6(35)		2,403,312)		3,376,785
Increase in short-term notes and bills payable	6(35)		900,000		999,842
Proceeds from issuance of bonds	6(35)				2,034,775
Repayments of long-term debt	6(35)	(	$2,650,000$ ) (		649,202)
Repayments of principal portion of lease liabilities	6(35)	€	231,920) (		228,663)
Increase in guarantee deposit received	6(35)		136,269		189,414
Decrease in guarantee deposit received	6(35)	$\overline{ }$	$140,409$ ) (		165,144)
(Decrease) increase in other non-current liabilities	6(35)	€	12,171)		19,304
Cash capital increase	6(23)		7,867,059
Net cash flows from financing activities			3,465,516		5,577,111
Net increase (decrease) in cash and cash equivalents			1,439,459		2,908,974)
Cash and cash equivalents at beginning of year	6(1)		1,157,664		4,066,638
Cash and cash equivalents at end of year	6(1)	\$	2,597,123	\$	1,157,664

$\hat{\mathbf{r}}$

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REPORT DECEMBER 31, 2021 AND 2020

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES Declaration of Consolidated Financial Statements of Affiliated Enterprises

Year ended December 31, 2021, pursuant to "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises," the entity that is required to be included in the consolidated financial statements of affiliates, is the same as the entity required to be included in the consolidated financial statements of parent and subsidiary companies under IFRS 10. Also, if relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies, it shall not be required to prepare separate consolidated financial statements of affiliates.

Hereby declare,

CSBC CORPORATION, TAIWAN

WEN-LON CHENG

March 4, 2022

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

PWCR21000439

To the Board of Directors and Shareholders of CSBC CORPORATION, TAIWAN

Opinion

We have audited the accompanying consolidated balance sheets of CSBC CORPORATION, TAIWAN and its subsidiaries (the "Group") as at December 31, 2021 and 2020, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2021 and 2020, 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 the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in 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 Accountants 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 for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Group's 2021 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group's 2021 consolidated financial statements are stated as follows:

Accounting estimates and assumptions for total cost of construction contracts

Description

Please refer to Note 4(31) for a description of the accounting policy on construction contracts. Please refer to Note 5 for critical accounting estimates and assumptions for total cost of construction contracts.

The Group is engaged in the business of designing and building of various ships and cruisers. Assumptions for estimated construction cost include cost for equipment, material, labor and etc. Data used for assumptions involves subjective judgement and accounting estimates and are highly uncertain. As a result, assumptions used are material to the total construction cost and further affects the calculation of construction profit.

How our audit addressed the matter

The scope of our audit responded to the risk as follows:

Assessing the effectiveness of CSBC Group's internal control regarding the estimation process of 1. total cost of construction contract. This includes:
(1) Whether the data used by management for estimates and assumptions is complete, relevant and accurate.
(2) Whether accounting estimates and assumptions have been reviewed and approved by proper management level.
(3) Whether the segregation of duties is appropriate.
$2.$ Obtaining the Estimate at Completion Reports, selecting sample reports and verifying the accuracy, completeness and relevance of the data that was used for assumptions and estimations. Checking whether the use of estimates and assumptions in the Estimate at Completion Reports are appropriate.
$3.$ Comparing cost at completion for the same or similar ships and then assessing the reasonableness of the Estimate at Completion Report.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion on the parent company only financial statements of CSBC CORPORATION TAIWAN, as at and for the years ended December 31, 2021 and 2020.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management of the Group 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 the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, 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.

Auditors' 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 auditors' 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 generally accepted auditing standards in 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.

Identify and assess the risks of material misstatement of the consolidated financial statements, $1.$ 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.
$2.$ 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.
1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
1. 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 auditors' 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 auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.
1. 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.
1. 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 remain solely responsible for our audit opinion.
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.

$-37-$

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 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.

WANG, KUO-HUA

WU, CHIEN-CHIH

For and on behalf of PricewaterhouseCoopers, Taiwan March 4, 2022

The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

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$\hat{\mathcal{A}}$

				December 31, 2021		December 31, 2020
	Assets	Notes		AMOUNT	$\%$		AMOUNT	℅
	Current assets
1100	Cash and cash equivalents	6(1)	\$	2,731,884	6	- \$	1,237,845	3
1110	Financial assets at fair value through	6(2)
	profit or loss - current			21,044
1136	Current financial assets at amortised	$6(3)$ and 8
	cost			16,841
1140	Current contract assets	$6(22)(26)$ and 7		3,105,843	7		4,793,876	13
1170	Accounts receivable, net	$6(4)(22)$ and 7		2,047,312	5		1,194,927	3
1200	Other receivables			10,628			26,464
1210	Other receivables - related parties	7		117			21,945
130X	Inventories	6(5)(22)		2,827,237	7		2,349,362	6
1410	Prepayments	$6(6)$ and $7$		13,272,237	30		9,902,802	27
1479	Other current assets, others			19,399	$\blacksquare$		5,163	$\blacksquare$
11XX	Current Assets			24, 052, 542	55		19,532,384	52
	Non-current assets
1550	Investments accounted for under	$6(7)(34)$ and 7
	equity method			1,466,880	3		1,059,433	3
1600	Property, plant and equipment	6(8)		12,848,497	29		11,331,068	31
1755	Right-of-use assets	6(9)		3,399,477	8		3,500,944	9
1760	Investment property - net	6(10)(11)		212,239	$\mathbf{1}$		212,918	$\mathbf{1}$
1780	Intangible assets	6(12)		39,426			21,476
1840	Deferred income tax assets	6(32)		1,523,988	- 4		1,533,169	4
1920	Guarantee deposits paid			167,059			56,174
1975	Net defined benefit asset, non-current 6(20)			11,403
15XX	Non-current assets			19,668,969	45		17,715,182	48
$1\mathbf{XXX}$	Total assets		S	43,721,511	100	\$	37, 247, 566	100

(Continued)

$\ddot{\phantom{a}}$ $\bar{\mathcal{A}}$

÷,

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

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				December 31, 2021		December 31, 2020
	Liabilities and Equity	Notes		AMOUNT	$\overline{\%}$	AMOUNT	$\overline{\%}$
	Current liabilities
2100	Short-term borrowings	6(13)	\$	2,875,834	7	\$ 5,279,146	14
2110	Short-term notes and bills payable	6(14)		3,599,104	8	2,699,405	7
2130	Current contract liabilities	$6(22)(26)$ and 7		10,387,846	24	6,698,791	18
2150	Notes payable	6(22)		32,424		8,116
2160	Notes payable - related parties	$6(22)$ and $7$				111,592
2170	Accounts payable	6(22)		1,050,437	2	1,600,887	4
2200	Other payables	6(15)		1,200,085	3	1,328,903	4
2230	Current income tax liabilities			801		2,909
2250	Provisions for liabilities - current	6(16)(22)		1,018,386	$\overline{c}$	1,292,762	4
2280	Current lease liabilities	6(9)		273,379	1	272,881	1
2310	Advance receipts			14,590		20,460
2320	Long-term liabilities, current portion	6(18)				1,280,000	4
21XX	Current Liabilities			20,452,886	47	20, 595, 852	56
	Non-current liabilities
2500	Non-current financial liabilities at fair 6(2)(17)
	value through profit or loss			7,045	÷,	5,995
2530	Bonds payable	6(17)		1,760,726	4	1,932,301	5
2540	Long-term borrowings	6(18)		2,548,831	6	3,918,570	$10\,$
2570	Deferred income tax liabilities	6(32)		1,325,335	3	1,324,697	4
2580	Non-current lease liabilities	6(9)		3, 181, 022	7	3,268,411	9
2610	Long-term notes and accounts	6(19)
	payable			705,134	2	693,347	2
2630	Long-term deferred revenue	6(19)		181,604	-	193,391
2640	Accrued pension liabilities	6(20)			$\overline{a}$	3,401
2645 2670	Guarantee deposits received			287,431	1	283,392	1
	Other non-current liabilities, others			7,957		20,128
25XX	Non-current liabilities			10,005,085	23	11,643,633	31
2XXX	Total Liabilities			30,457,971	70	32, 239, 485	87
	Equity attributable to owners of parent
	Share capital

3110	Share capital - common stock Capital surplus	$6(21)(23)$ and 7		9,317,873	22	4,730,555	13
3200	Capital surplus	6(17)(24)
	Retained earnings	6(25)		3,692,913	8	97,071
3320	Special reserve			3,166,471	7	3,166,471	8
3350	Accumulated deficit			2,940,035)	$7)$ (	2,986,016)	8)
31XX	Equity attributable to owners of
	the parent			13, 237, 222	30	5,008,081	13
36XX	Non-controlling interests			26,318
3XXX	Total equity			13,263,540	30	5,008,081	13
	Significant contingent liabilities and	7 and 9
	unrecognised contract commitments
3X2X	Total liabilities and equity		Ÿ.	43,721,511	100	\$ 37, 247, 566	100

The accompanying notes are an integral part of these consolidated financial statements.

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars, except for earnings (losses) per share amount)

$_{2}$

$\blacksquare$

$\bar{6}$

$6)$

Year ended December 31 $\overline{2021}$ 2020 Items Notes AMOUNT 67 AMOUNT $\overline{\frac{9}{6}}$ 4000 Sales revenue $\overline{6(26)}$ and 7 $\overline{s}$ 19, 113, 429 $100$ $\bar{\mathbf{3}}$ 25,296,629 $\overline{100}$ 5000 Operating costs $6(5)(12)(30)(31)$ and 7 18,558,210)( 97) $26,706,103$ ( $105)$ 5900 Net operating margin 555,219 $\overline{1,409,474}$ ( $\overline{3}$ Operating expenses $6(12)(30)(31)$ 6100 Selling expenses 66,478) $\mathbf{r}$ 67,767) 6200 General and administrative expenses $2)$ 360, 333) ( $339,995)$ ( $\bf{D}$ -6 6300 Research and development expenses $124, 101)$ $\hat{$ ť $1)$ 94,017) ( $\overline{1}$ 6450 Impairment loss (impairment gain $12(2)$ and reversal of impairment loss) determined in accordance with IFRS Ç $7,221$ 3.858 6000 Total operating expenses 558 $\overline{.133}$ 497,921 3) 6900 Operating loss $\sqrt{914}$ $,907,395)$ Non-operating income and expenses 7100 Interest income 1.249 6,699 7010 Other income $6(10)(19)(27)$ 219,867 $\mathbf{l}$ 431,928 $\overline{2}$ 7020 Other gains and losses $6(28)$ 64,134) $9,096$ 7050 Finance costs $6(8)(9)(19)(29)$ 101,200) ( $1)$ $\left| \right|$ $100, 911)$ ( 7060 Share of profit/(loss) of associates $6(7)$ and joint ventures accounted for under equity method $42,553$ 19,975) 7000 Total non-operating income and expenses 13,229 308,645 7900 Profit (loss) before income tax $10,315$ $1,598,750$ ) ( $6)$ 7950 Income tax expense $6(32)$ $762)$ $1,337$ 8200 Profit (loss) for the year $9.553$ $\overline{600,087}$ $\overline{6}$ Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8311 Actuarial gain on defined benefit $6(20)$ plan \$ 40,933 $\mathbf{\hat{S}}$ 66,502 Income tax related to components of $6(32)$ 8349 other comprehensive income that will not be reclassified to profit or loss 8,187) $13,300$ ) 8300 Total other comprehensive income for the year 32,746 53,202 \$ 8500 Total comprehensive income (loss) for the year 42,299 $1,546,885$ ) ( $\overline{3}$ $6)$ Profit (loss), attributable to: 8610 $6)$

Owners of the parent \$ 13,235 $($ \$ $1,600,087$ ( $\overline{a}$ Non-controlling interest 3.682 Total 9,553 1,600,087) $\Omega$ Comprehensive income (loss), attributable to: Owners of the parent 45,981 1,546,885)( $(3)$ $\overline{a}$ Non-controlling interest $3,682$ Total .299 $1,546,885$ 42 $($ \$ Basic earnings (losses) per share $6(33)$ Total basic earnings (losses) per share \$ $0.02$ (\$ $3.38$ )

8620

8710

8720

9750

The accompanying notes are an integral part of these consolidated financial statements.

$-41-$

CSBC CORPORATION , TAIWAN AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

			Equity attributable to owners of the parent
					Retained earnings
	Notes	Share capital - common stock	Capital surplus	Special reserve	Accumulated deficit	Total	Non-controlling interest	Total equity

2020
Balance at January 1, 2020		\$4,729,918	\$1,338,798	\$3,166,471	$(* 2,777,929)$	\$6,457,258	S.	\$6,457,258
Loss					1,600,087)	1,600,087)		1,600,087)
Other comprehensive income					53,202	53,202		53,202
Total comprehensive loss					, 546, 885)	1,546,885)		1,546,885)
Capital surplus used to offset accumulated	6(24)(25)
deficit			1,338,798)		1,338,798
Due to recognition of equity component of convertible bonds issued	6(17)(24)
Conversion of convertible bonds	6(17)(23)(24)	637	96,153			96,153		96,153
Balance at December 31, 2020			918			1,555		1,555
		\$4,730,555	97,071	\$3,166,471	(\$2,986,016)	\$5,008,081	\$.	\$5,008,081
2021
Balance at January 1, 2021		\$4,730,555	97,071	\$3,166,471	(\$2,986,016)	\$5,008,081		\$5,008,081
Profit (loss)					13,235	13,235	3,682)	9,553
Other comprehensive income					32,746	32,746		32,746
Total comprehensive income(loss)					45,981	45,981	3,682)	42,299
Cash capital increase	$6(23)$ and $7$	4,500,000	3,367,059			7,867,059		7,867,059
Share-based payments	$6(21)(24)$ and 7		128,818			128,818		128,818
Conversion of convertible bonds	6(17)(23)(24)	87,318	99,965			187,283		187,283
Acquisition of non-controlling interest of a subsidiary	6(34)						30,000	30,000
Balance at December 31, 2021		\$9,317,873	\$3,692,913	\$ 3,166,471	(\$2,940,035)	\$13,237,222	26,318	\$13,263,540

The accompanying notes are an integral part of these consolidated financial statements.

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

			Year ended December 31.
	Notes		2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES
Profit (loss) before tax		\$	10,315	$\left($ \$	1,598,750)
Adjustments
Adjustments to reconcile profit (loss)
Expected credit loss (gain)	12(2)		7.221
Depreciation of property, plant and equipment	6(8)(30)		654.269	€	$3,858$ )
Depreciation of right-of-use assets	6(9)(30)		246,569		585,453 245,961
Depreciation of investment property	6(11)		679		680
Amortization	6(12)(30)		12,461		15,710
Share of loss of investments accounted for using equity	6(7)
method			42,553		19,975
Interest income		(	$1,249$ ) (		$6,699$ )
Government grant income	6(27)(29)(35)	(	$11,787$ ) (		$11,590$ )
Gain on valuation of financial assets and liabilities at fair	6(28)
value through profit or loss		€	$19,055$ ) (		$11,749$ )
Loss on disposal of property, plant and equipment	6(28)		5.715		2,197
Interest expense	6(29)		101,200		100,911
Share-based payments	6(21)		128,818
Changes in operating assets and liabilities
Changes in operating assets
Decrease in current contract assets			1,688,881		1,007,494
(Increase) decrease in accounts receivable		€	860,454)		108,177
Decrease in other receivables			15,853		74,237
Decrease (increase) in other receivables - related parties			21,828	€	5,312)
Increase in inventories		€	477,875) (		524,770)
Increase in prepayments		€	$3,369,435$ ) (		4,633,197)
(Increase) decrease in other current assets		€	14,662)		11,863
Increase in net defined benefit asset-non-current		€	$11,403$ )
Changes in operating liabilities
Increase (decrease) in current contract liabilities			3,689,055	(	2,009,018)
Increase in notes payable			24,308		8,116
Decrease in notes payable - related parties		(	$111,592$ ) (		173,812)
(Decrease) increase in accounts payable		€	550,450)		506,584
(Decrease) increase in other payables			106,518)		119,296
Decrease in provisions for liabilities - current			274,376) (		324,822)
(Decrease) increase in receipts in advance			5,870)		5,371
Increase in net defined benefit liability - non-current Cash inflow (outflow) generated from operations			37,532		27,473
Interest received			872,531	€	6,464,079)
Payment of interest			1,232		6,793
Income tax paid		t	74,940)		77,572) 4,871)
Net cash flows from (used in) operating activities			813 ) 798,010		$6, 539, 729$ )

ŧ ÷.

$\frac{1}{2}$

$\frac{1}{4}$ $\frac{1}{2}$

$\frac{1}{4}$

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$\begin{array}{c} 1 \ 1 \ 1 \end{array}$

$\bar{\mathcal{A}}$

(Continued)

$\ddot{\phantom{0}}$

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

			Year ended December 31,
	Notes		2021		2020
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in current financial assets at amortised cost		$\sim$	$16.841$ )	\$
Acquisition of investments accounted for using equity method	6(7)	€	473,000) (		1,050,000)
Net cash flow from acquisition of subsidiaries	6(34)		53,000
Acquisition of property, plant and equipment	6(35)	€	$2,199,457$ ) (		947,448)
Acquisition of intangible assets	6(12)	€	$30,411$ ) (		$27,065$ )
Increase in refundable deposits		€	$116,920$ ) (		21,458)
Decrease in refundable deposits			6,036		32,890
Net cash flows used in investing activities			2,777,593)		2,013,081)
CASH FLOWS FROM FINANCING ACTIVITIES
(Decrease) increase in short-term borrowings	6(36)		2,403,312)		3,456,785
Increase in short-term notes and bills payable	6(36)		900,000		999,842
Proceeds from issuance of bonds	6(36)				2,034,775
Repayments of long-term debt	6(36)	€	$2,650,000$ ) (		649,202)
Repayments of principal portion of lease liabilities	6(36)	€	231,993) (		228,663)
Increase in guarantee deposit received	6(36)		145,342		202,062
Decrease in guarantee deposit received	6(36)	€	$141,303$ ) (		166,611)
(Decrease) increase in other non-current liabilities	6(36)	€	12,171)		19,304
Cash capital increase	6(23)		7,867,059
Net cash flows from financing activities			3,473,622		5,668,292
Net increase (decrease) in cash and cash equivalents			1,494,039		2,884,518)
Cash and cash equivalents at beginning of year	6(1)		1,237,845		4, 122, 363
Cash and cash equivalents at end of year	6(1)	\$	2,731,884	\$	1,237,845

$\cdot$ J. ŧ $\bar{z}$ ŧ

$\begin{array}{c} 1 \ 1 \ 1 \end{array}$ $\frac{1}{2}$

$\frac{1}{2}$

$\frac{1}{2} \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac{1}{2} \right) \left( \frac$

$\begin{array}{c} \vdots \ \vdots \ \vdots \end{array}$

The accompanying notes are an integral part of these consolidated financial statements.

Annex 4:Deficit Compensation Statement 2021

CSBC Corporation, Taiwan

Deficit Compensation Statement 2021

Unit : NT\$

	Dollars
Items	Subtotal	Total
Beginning deficit to be compensated		(\$2,986,017,027)
+: Other comprehensive income of 2021	32,746,646
+: Net Income of 2021	13,234,849
Offsetting Item:
+:Capital Surplus	2,940,035,532
Accumulated deficit at the end of 2021		0

Chairman: President: Accounting Manager: CHENG, WEN-LON WEI, CHENG-TZU Hsu,Yu-Chen

Annex 5:The " Corporate Social Responsibility Strategic Action Plan

Strategic and Practical Plans for CSR of CSBC Corporation, Taiwan in 2021 Implementation and Tracking of Work for Corporate Governance and Sustainable Operation Team

Issues	Implementation and Tracking of Work
1. Amendment and	■Stage 2 (July~ November):
Management of	1.To establish regulations for procurement contract of fitness testing
Respiratory protection	on respirators. (scheduled to be completed in July; completed in
project	July)
■Goal: To improve	Test items in the contract: qualitative fit testing (the fee is
respirators	remitted according to number of persons tested), statistical
and lower	analysis of the qualitative fit test results, equipment and test
the risk of	agent, physiological assessment questionnaire, educational
occupational	training for respirators.
hazard.	2. To conduct educational training on introduction to respirators and
■Action Plan:	summary of using respirators. (scheduled to be completed in
1. To review the	September; completed in August)
respiratory	To have one education training session; check point for fitness to
protection	help laborers to check whether they wear the respirators
project and	correctly and whether the masks function normally.
make amendments.	3. Physiological and medical assessment stage (scheduled to be completed in September; completed in September)
2. To evaluate	To compile a physiological assessment questions for workers
work in	who need to wear respirators in each factory. Further medical
exposure of	assessment shall be scheduled separately.
dust.	4. Fitness test stage (scheduled in October; completed in October)
3. To select and	(1) The aim of fitness test is to determine how the respirator fits
adjust	with user's face. Without good fitness, the respiratory may
respirator.	not have good protection, and hazardous substances may be
4 、 To conduct	leaked to inside of the mask, causing the user to inhale
fitting test of	hazardous materials.
respirator for	(2) Quality fitness test means using sweetener or bittering agent
operators in	as the test agent. The subject judge whether he/she can smell
high-risk areas.	or taste it and see whether the gas is leaked to the inside of
	the respirator.
	(3) Hope Fountain Co. Ltd. assisted us with the fitness test. They conduct quality fitness tests with our factory personnel to
※Implementer:	inspect the filtering face piece respirator and half-mask
Department of Labor	respirator.
Security and Health	5. Stage for result report of fitness test and improvement (scheduled
	in November; completed in November)
	(1) Statistical data of this respirator fitness test are summarized
	as below: 927 people participated in the test; 774 people
	passed the test; 153 people failed the test. The passing rate is
	about 83%, the failure rate is 17%.
	(2) In terms of passing rate, 3M-6502 double filter respirator >

	3M-3200 single filter respirator > Shigematsu single filter respirator > 3M-9041 folding organic dust-proof mask > 3M-9001 folded dust-proof mask. (3) The failure rate of 3M-9001 reached 30 percent, so it is suggested that this type of mask be used in workplace with fewer pollutants or hazards. Good fitness of respirator means the respirator can closely fit with the user's face to reach better protection. The fitness of a makes is closely related to the contour of an individual. (4) The failure rate reached 17% in this test. A total of 153 people could not have intact protective effect with the respirators. The main causes are: 1. the old masks are contaminated or the strings are not flexible, which eliminates the fitness level; 2. the use did not wear the mask correctly;
	3. the mask can't fit with the user's face contour.
2. To implement	■ Stage 2 (July ~November):
preventive measures	The implementation of fire prevention measures is as below:
for fires at workplace ■ aim: to check the	1. Walking around for inspection: the staff at department of labor security and health would walk around and inspect the
ventilation	workplace; there are also unscheduled walking inspection tours.
of	Between July and November, we had over 125 inspections.
workplaces	2. The department of Labor Security and Health designated August
in cabins on	as the "month for promotion of fire and explosion preventive
manufacture	measures" and make stricter inspection. We also compiled
d ships and	"Checklist for inspecting fire and explosion prevention measures
implement	at workplace" for inspectors to use.
management	3. Each department shall be required to provide reports on fires at
measures to lower the	the operation site. The department where accidents occurred shall conduct training for precaution measures with relevant personnel.
risk of	They should also provide analysis on the accidents and propose
occupational	follow-up precaution measures.
accidents.	4. The department of labor security and health has amended the
■ Action plan:	CSBC-S-PW-906 guidelines for safety and protection operation
1. To supervise	on fires on the boat to strengthen control on fire. The departments
application for	are required to check the surroundings according to the
using fires on	operational guidelines. After the operation, the unit staff should
the boat and other controlled	check whether the cables and other equipment are properly managed so as to prevent fire accidents from happening again.
items.	5. Practical measures on controlling fire on boats parked at the dock
2. To check	are as below:
ventilation,	lA large number of fire observing staff are assigned to take
warning signs at	immediate measures for immediate fire accident control
the restricted	lEach unit is required to have control over fire work in the
areas, setting up	cabins on the boats parked at the dock.
warning signs	lThe above mentioned workplace with fire should be
and safety check points,	distinguished with red lines and be covered with corrugated board.
etc.	l To better organize the stuff at the workplace and remove
	combustible materials.

※Implementer: Department of Labor Security and Health	l Valuable items should be covered with aluminum sheets or fire-retardant cloth. lBefore requesting for fire work, each unit should organize the cords and lines, and the line should be placed in higher places where possible.
-------------------------------------------------------------------	----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

2021 Strategic plans for Sustainable Development of CSBC Corporation, Taiwan Implementation and Tracking of work for Social Welfare and Care Promotion Team

Issues (Goals/KPI and action plans)	Implementation
1. Projects for helping the underprivileged ■ Goals: To integrate the efforts of charity groups inside and outside the company to initiate campaigns for helping the underprivileged people so as to improve the Company's image. ■Action plans: 1. To integrate efforts inside the company (Sunrise Club and Boat of Love) the hold one campaign for helping underprivileged families in upper half and one in the lower half of the year. 2. To integrate efforts of charity groups outside the Company to initiate charity campaigns on special holidays to visit low-income families or elderly people who live alone. 3. To collaborate with the Corporate union, the welfare committee, and the retired personnel club to provide care and assistance to employees.	1. The Sunrise club of the Company conducted a social welfare campaign in remote areas in Changhua County (Zhu-tang township and Da-cheng township) on May 22-23, 2021. 2. CSBC sponsored the campaign of Genesis Social Welfare Foundation for caring underprivileged groups (January 6), the campaign of Kaohsiung Social Educational Center for caring of vegetables (March 13), the 2021 annual campaign of "Love the elderly! Light the night on Mid-Autumn Festival" organized by Huashan Social Welfare Foundation (August 5), the fundraising campaign for physically or mentally impaired groups in Kaohsiung and Pingtung organized by Eden Social Welfare Foundation (October 5), and other campaigns. 3. The welfare committee receives applications for scholarships and subsidies, condolence compensation for funerals, wedding subsidies. The social welfare culture and recreation center, the outdoor facilities around the swimming pool are open to employees, families of employees contractors, and owners of the ships (to follow the government's pandemic precaution measures and avoid crowd infection, the facilities are closed after May 1.)
※Implementer: Department of Administration (Section of Public Relations) 2. To promote the Company actively and improve the Corporate image ■ Goals: To plan a cultural relics display area in the company and collaborate with the neighborhood to promote the CSBS's image and corporate	1. Manager Mr. Lee from Department of Management serves as the leader of the CSBC volunteer group. All staff members in the Public Relation sector and their families as well as our suppliers serve as volunteer team members. The group participated in "San Domingo Harbor Cleaning Campaign" organized by SiaoGang Fishermen's Association on April 25, 2021.

values.

■Action plans:

1. To recruit volunteer group members. The Company invited the employees, their families, retired personnel, or contractors to participate in the volunteer group so as to promote the Company and establish positive corporate image.
1. To organize 4 boat-constructing seminars and invite a total of 100 students from the junior high school in the community to visit our company. We provided a briefing and introduction to our cultural relics display area to promote our corporate image.
1. To provide persons from the community and charity groups to visit our boat constructing plants and cultural relics display area twice so as to build amiable connection with the neighborhood.
1. To invite groups from universities and government-industry-univer sity alliance groups to visit out company.
1. To collaborate with the internal charity groups (Sunrise Club and Boat of Love) to organize blood donation campaigns.

groups in the nearby communities to sponsor beach cleaning activities so as to conserve the ocean

※Implementer: Department of Administration (Section of Public Relations) 3. To protect the seashore and clean the beaches ■Goal: To collaborate with other

resources.

1. CSBC organized 5 boat-building seminars for a total of 200 teachers and students from Liou-Guei Senior High School in March, 2021.
1. CSBC collaborated with Yang-Ming Co. Ltd (1119) for new boat nomination ceremony on January 18, 2021 and invited the team of speakers from Kaohsiung Municipal Council. CSBC also invited the team from Ministry of Justice Investigation Bureau Kaohsiung division to visit our boat manufacturing plant and cultural relics display area on March 19.
1. CSBC invited teachers and students from National Quemoy University to visit our boat manufacturing plants and cultural relics display area on May 7.
1. CSBC collaborated with the Sunrise Club to organize a blood donation campaign at Wu-jia blood donation station on May 16, 2021; a total of 91 people participated in the campaign, and 138 bags of 250cc. donated blood were collected.
The Kaohsiung plant collaborated with Sampan Sea Fishing Association Kaohsiung to organize "San Domingo Harbor Cleaning Campaign" at Siao Gang Harbor on April 25, 2021. About 50 people
The Keelung plant collaborated with Keelung Environmental Protection Bureau to organize environmental protection educational campaign on May 8, 2021. We organized "Spring environmental

participated in this activity.

■Action plans:	protection and beach cleaning activity—2021." About
1. The Kaohsiung plant and	70 people participated in this campaign.
Keelung plant shall work
with groups in the nearby
communities to held one
beach / seashore cleaning
campaign in the upper half
of the year and one in the
lower half of the year.
2. Keelung plant shall
collaborate with local
groups to take care of the
beach and seashore around
zhong-shan-zhi island.



※Implementer: Department of
Administration
(Section of Public
Relations), Keelung
Plant 4. To promote industry-academia
collaboration and cultivate talents	1. We have selected and hired 32 interns from the industry-academia collaborative program as
of boat constructing and work on	technician in our company:
the sea
■Goals:	1) January, 2021: 14 of the interns ended their
1. To select 32 people from the interns in the	internship and got formally employed.
industry-academia	2) July, 2021: Among students who completed the
collaborative projects to be	internship programs, 5 people from welding class at
technicians at CSBC.	Fortune Institute of Technology, 12 people from
2. To continue with the industry-academia	boat constructing class in NKUST, and 1 person
collaboration projects and	from machinery class in China University of
recruit 38 interns to the	Science and Technology were selected; a total of 18
plants.	people were formally employed.
■ Action plans:	2. The internship programs allowed 35 people from 3
1.To select and hire students	industry-academia collaborative programs to be
undergoing or completing	interns in the plants:
the internship programs as	1) In May, 2021, 27 students from NKUST boat
employees of CSBC. 2.To open a collaborative	construction programs had internship. In August,
program of vocational	2021, 5 students from electronics and machinery
schools and universities, to	class in Kao-Yuan Vocational High school of
open an industry-academia	Technology & Commerce had internship. After the
collaboration program, and	training, among the above mentioned persons, 25
gradual work-study
program.	were assigned to device assembly factory, and 7
※Implementer: Department of	were assigned to design division for the internship
Administration (CSBC Academy )	program.
	2) In December 2021, 3 students from welding class

at Fortune Institute of Technology are expected to
take internship at the plant.

Protection and Carbon Reduction Promotion Team Issues / goals / strategies Implementation and Tracking of Work 1. Green boats and application of techniques ■Goals: 1. To apply the existing energy efficiency techniques in boats for policies of indigenous defense warships and offshore wind energy 2. To apply existing techniques in renovating traditional commercial boats. 3.To provide technical consultation and service to existing clients. ■Action plans: 1. For undertaking new boat business, we provide application of energy conservation techniques on boats so as to create additional value for both the ship owners and the clients. 2. For undertaking boat repairmen ■Green boats 1. We use T-Fin Boat simulation to help promoting business of capsize bulk ships. 2. We assist domestic ship owners to respond to EEXI new legal regulations that may take effect. 3. For undertaking business for MOE's educational boat, we have introduced an energy-efficient IntAShipCond system as an advantage; we obtained the project on January 26, 2021. 4. In response to the release of new regulations MEPC 76, we set out to work on the new generation CII-20% boat on 2,500TEU and 14,000 TEU container ships. 5. In response to needs for business promotion, we have developed new designs catering to EEDIPhase III, including capsize bulk ships, Handysize bulk carrier, 1,800 TEU, 2,800 TEU, and 7,000 TEU Cabinet Ship. ■ Application of Techniques 1. We have been a counselor for Situation Room system of Yang Ming Corp. 2. We have been assisting with recruiting local manufacturers for remote valve control system for the theme development of indigenous warship industry. We are scheduled to sign the contract with Industrial Development Bureau in December. 3. In response to the release of new regulations MEPC 76, Yang-Ming Corp. has conducted EEXI applicability assessment. 4. To fulfill the operation needs of ship owners from Wan Hai Lines, Ltd., we offered to assess suitableness for sailing at Panama Canal and illustrations for innovation planning.

2021 Strategic plans for Sustainable Development of CSBC Corporation, Taiwan Implementation and Tracking of work for Environmental

business, we

provide
application of

energy
conservation
techniques on
boats so as to
create additional
value for both
the ship owners
and the clients.
3.We promote
introduce
energy-efficient
system,
development
techniques, and
intelligent boat
system.
4. We provide
innovative
technique
development
service and
consultation to
boat owners and
clients.
5. We conduct

interdisciplina
ry technique
development
※ Implementer:
Department of Design
2. VOCs reduction of
pollution and solar	■VOCs pollutant reduction
power green energy	1.The P1~P2painting factories for reducing VOCs pollutants have
■ Goal	completed the micro negative pressure closure test.
1.P1~P2 painting	2. The outsourcing for installing pollution prevention facilities at
factories were	P1~P2 painting plants was completed; the equipment will be
completed by	assembled outside the plants and delivered to the plant by the
the end of 2021:	end of October. The installation can be completed by the end of
reducing 10% of
VOCs emission.	March, 2022.
2. Solar panels are	3.P3~P6 closure work is in progress.
installed on the	■ Solar power green energy
roofs of new	1.The solar power equipment for new plants at manufacturing
plants. In 2021	factory of boat bodies 2A has been outsourced.
the facilities
with a capacity	2. The application documents have been sent to TaiPower
	company and Energy Bureau for scrutiny. After we pass the

of 270KW were	censorship, we can start the engineering work; the installation
completed.	is expected to be completed before the end of March, 2022.
■ Action plans:
1. Following the
total emission
amount control
project in
Kaohsiung and
Pingtung, we
reduced the
VOCs, the
precedent of O3,
by planting
P1~P2 factories
and conduct
closure and
preventive
engineering
work.
2. The
manufacturing
factory for boat
body 2A has
installed solar
module and
inverter on the
roofs of new
plants. It is
expected that the
facilities with a
capacity of
270KW can be completed by
the end of 2021.


※Implementer:
Department of
Environmental and publicizing

2022 Strategic plans for Sustainable Development of CSBC Corporation, Taiwan Corporate Governance and Sustainable Operation Promotion Team

Issues	Goals and Action plans
To strengthen	■Goal
Corporate governance and ethical management	We have been promoting and implementing corporate governance; we are ranked as top 6~20% best companies for this aspect among all public listed companies. Note: In 2020, CSBC was ranked as top 21~35% in terms of
Implementers:	corporate governance.
Departme nt of Planning , Departme nt of Financing and Accountin g, Departme nt of Administr ation	■Action plans: 1. In terms of improving corporate governance, we are working on the four aspects of protecting shareholders' rights and fair treatment for shareholders, strengthening structure and operation of the Board of Directors, improving transparency of information, and fulfilling corporate social responsibility. 2. To establish annual plans for anti-corruption, anti-bribery, and ethical management, and following the plans. 1) On the orientation of new employees, we promote the corporate ethical management rules and distribute "Guidelines for Ethical management." 2) Relevant information has been uploaded to the "ethical management" page on the internal education training website (CTMS) for staff members to review. 3. Training and Promotion for prevention of insider trading: 1) We distribute "insider trading 101" to new employees on the orientation day and explain regulations about insider trading in Securities and Exchange Act. 2) When internal personnel takes a new position, we distribute "insider trading 101" and "insider equity trading guidelines" to explain regulations of insider trading and equity trading. 3) The "insider trading 101" of TWSE and the video clip "prevention of insider trading" of TPEx have been uploaded to the internal education training website (CTMS) so that the staff can click and review. 4. The above mentioned training or explanation for
	anti-corruption, anti-bribery measures, and prevention of insider trading have been reported to sustainable development report. The implementation is disclosed in annual report on sustainability, annual report, and official website of the Company.

Issues	Goals and Action plans
1. To enhance health awareness Implementer: Department of Labor Security and Health	■Goal To promote health enhancement and health management; to maintain healthy labor power and lower the risk of occupational illness. ■Action plan: 1. To promote various health information for 24 times. 2. To entrust health relevant authorities to organize 2 sessions of health related educational training. 3. To offer health examination for employees working at high-risk
	environment and health management.
2. To improve the workplace safety culture of the Company Implementer: Department of Labor Security and Health	■ Goal To enhance the labor safety awareness of the entry-level group leaders ■ Action plans: 1. To invite the staff at Office of Labor Inspection over to organize 2 disaster prevention seminars for entry-level group leaders. 2. To organize 2 hazardous incident prevention seminars for entry-level group leaders. 3. To analyze issues derived from laws about the most frequently occurred occupational hazards in 2021. To offer explanation and education training for entry-level group leaders. 4. To convene meetings for reflecting on units where accidents happened more frequently in December, 2022. After the refection, educational training sessions are offered to entry-level leaders to enhance their workplace safety awareness. 5. To organize the CSBC "Workplace Safety Day" to enhance workplace safety awareness and improve workplace safety culture.

2022 Strategic plans for Sustainable Development of CSBC Corporation, Taiwan Operation environment and Labor Safety Promotion Team

2022 Strategic plans for Sustainable Development of CSBC Corporation, Taiwan Social Service and Care Promotion Team

Issues	Goals and Action plans
1. To promote project for helping the underprivileged Implementer: The Department of Administration (Public Relation Division)	■Goal To integrate efforts of internal and external charity groups to organize campaigns for helping the underprivileged group and promote the image of the Company. ■Action plans 1. To integrate efforts inside the company (Sunrise Club and Boat of Love) the hold one campaign for helping underprivileged families in upper half and one in the lower half of the year. 2. To integrate efforts of charity groups outside the Company to initiate charity campaigns on special holidays to visit low-income families or elderly people who live alone. 3. To collaborate with the Corporate union, the welfare
2. To promote the	committee, and the retired personnel club to provide care and assistance to employees. ■ Goals: To plan a cultural relics display area in the company
Company and improve our corporate image	and collaborate with the neighborhood to promote the CSBS's image and corporate values. ■Action plans: 1. To recruit volunteer group members. The Company invited
Implementer: The	the employees, their families, retired personnel, or contractors to participate in the volunteer group so as to promote the Company and establish positive corporate
Department of Administration (Public Relation Division)	image. 2. To organize 4 boat-constructing seminars and invite a total of 100 students from the junior high school in the community to visit our company. We provided a briefing and introduction to our cultural relics display area to promote our corporate image. 3. To provide persons from the community and charity groups to visit our boat constructing plants and cultural relics display area twice so as to build amiable connection with the neighborhood. 4. To invite groups from universities and government-industry-university alliance groups to visit out company. 5. To collaborate with the internal charity groups (Sunrise Club and Boat of Love) to organize blood donation campaigns.
3. To protect the ocean; to clean the beaches and seashore	■ Goal: To collaborate other groups in the nearby communities to sponsor beach cleaning activities so as to conserve the ocean resources. ■ Action Plans 1. The Kaohsiung plant and Keelung plant shall work with groups
Implementer: The Departme	in the nearby communities to held one beach / seashore cleaning campaign in the upper half of the year and one in the lower half of the year.

nt of Administr ation (Public Relation Division) and Keelung	2.Keelung plant shall collaborate with local groups to take care of the beach and seashore around zhong-shan-zhi island. 3. Keelung plant shall collaborate with local charity groups to one fish fry releasing activity in upper half of the year and one in lower half of the year.
Plant 4. To promote industry-academia collaboration and cultivate talents of boat constructing and work on the sea ※Implementer: Department of Administration (CSBC Academy)	■Goals: To select at least 15 people from the interns in the industry-academia collaborative projects to be formally employed as technicians at CSBC; to select about 5 students from industry-academia collaborative class to be interns at the factory. ■ Action plans: 1. Starting from May, 2022, we collaborate with NKUST to launch a boat building program, and the students in wielding class at Fortune Institute of Technology, and students in the workplace safety and sanitation department at Fooyin University completed the internship program. We intend to select students of technical professions to be officially hired as our employees. 2. In 2022, we continue with the industry-academia collaborative projects, and we plan to have students from electronic-machinery class at Kao-Yuan Vocational High School of Technology & Commerce to be interns at our factories in August, 2022.

nt
of
Administr
ation
(Public
Relation
Division)
and
Keelung

2.Keelung plant shall collaborate with local groups to take care of
the beach and seashore around zhong-shan-zhi island.
3.
Keelung plant shall collaborate with local charity groups to one
fish fry releasing activity in upper half of the year and one in
lower half of the year.

Plant
4.
To
promote
industry-academia
collaboration
and
cultivate
talents
of
boat constructing and
work on the sea
※Implementer:
Department
of
Administration
(CSBC Academy)

■Goals: To select at least 15 people from the interns in the
industry-academia collaborative projects to be formally employed
as
technicians
at
CSBC;
to
select
about
5
students
from
industry-academia collaborative class to be interns at the factory.
■ Action plans:
1. Starting from May, 2022, we collaborate with NKUST to
launch a boat building program, and the students in
wielding class at Fortune Institute of Technology, and
students in the workplace safety and sanitation department
at Fooyin University completed the internship program.
We intend to select students of technical professions to be
officially hired as our employees.
2.
In
2022,
we
continue
with
the
industry-academia
collaborative projects, and we plan to have students from
electronic-machinery class at
Kao-Yuan Vocational High
School of Technology & Commerce to be interns at our
factories
in August, 2022.

2022 Strategic plans for Sustainable Development of CSBC Corporation, Taiwan Social Service and Care Promotion Team

Issues	Goals and Action Plans
1.Green boats and application of techniques Implementer: Department of Design	■Goals: 1. To apply the existing energy efficiency techniques in boats for policies of indigenous defense warships and offshore wind energy 2. To apply existing techniques in renovating traditional commercial boats. 3.To provide technical consultation and service to existing clients. ■Action Plans 1.To energy-efficiency measures on H1175 series (mainly the stern thruster that is not installed in a vertical position). The project is 60% completed. 2.To apply energy-efficient measures on H1177 series (mainly the non-traditional propeller). The project is 95% completed. 3. To apply energy-efficient measures on H1182 series (mainly the sea sword bow). The project is 60% completed. 4. To apply energy-efficient measures on H1185 (including sea sword bow, asymmetric rudder ball, bulb rudder, and low open ratio propeller). The project is 60% completed. 5. To follow the government's policy and offer at least three sessions of technical consultation, product promotion, and marketing advice (including on-sight visits, video-conferencing, or meetings at our office).
2.VOCs reduction of pollution and solar power green energy Implementer: Department of Environmental and publicizing	■ Goals: 1. P1 ~ P6 plants painting areas VOCs reduction work will be completed by the end of 2022: it is estimated that VOCs remission can be reduced by 369 tons per year. 2. To generate electricity at the roof of the plants. The company can improve its image as a green corporation. It is expected the facility can have a capacity of 1,150KW by the end of the year 2022. ■Action plans: 1. Following the total emission amount control project in Kaohsiung and Pingtung, we reduced the VOCs, the precedent of O3, by planting P1~P6 factories and conduct closure and preventive engineering work. 2. The manufacturing factory for boat body 2A, the ship segment assembly factory, and the roof of Hai-chang building has been installed with solar module and inverter. It is expected that the facilities can have a capacity of 1150 KW.

Issues

Goals and Action Plans

1.Green
boats
and
application of techniques
Implementer:
Department
of Design

■Goals:
1. To apply the existing energy efficiency techniques in boats
for policies of indigenous defense warships and offshore
wind energy
2. To apply existing techniques in renovating traditional
commercial boats.
3.To provide technical consultation and service to existing
clients.
■Action Plans
1.To energy-efficiency measures on H1175 series (mainly the
stern thruster that is not installed in a vertical position). The
project is 60% completed.
2.To apply energy-efficient measures on H1177 series (mainly the
non-traditional propeller). The project is 95% completed.
3. To apply energy-efficient measures on H1182 series (mainly
the sea sword bow). The project is 60% completed.
4. To apply energy-efficient measures on H1185 (including sea
sword bow, asymmetric rudder ball, bulb rudder, and low open
ratio propeller). The project is 60% completed.
5.
To follow the government's policy and offer at least three
sessions of technical consultation, product promotion, and
marketing advice (including on-sight visits, video-conferencing,
or meetings at our office).

2.VOCs
reduction
of
pollution
and
solar
power green energy
Implementer:
Department
of
Environmental
and
publicizing

■ Goals:
1. P1 ~ P6 plants painting areas VOCs reduction work will be
completed by the end of 2022: it is estimated that
VOCs
remission can be reduced by 369 tons per year.
2. To generate electricity at the roof of the plants. The company
can improve its
image as a green corporation. It is expected the
facility can have a capacity of 1,150KW by the end of the year
2022.
■Action plans:
1. Following the total
emission amount control project in
Kaohsiung and Pingtung, we reduced the VOCs, the precedent
of
O3, by planting P1~P6 factories and conduct closure and
preventive engineering work.
2. The manufacturing factory for boat body 2A, the ship segment
assembly factory, and the roof of Hai-chang building has been
installed with solar module and inverter. It
is expected that the
facilities can have a capacity of 1150 KW.

CSBC Corporation, Taiwan "ARTICLES OF INCORPORATION" Comparison of Articles Before and After Amendments

Item	Amended Articles	Original Articles	Explanation
Article 15	The convening procedures of the	The convening procedures of the	Pursuant to
	shareholders' meeting shall be held	shareholders' meeting shall be	Articles 172-2 and
	by video conference or other	handled in accordance with the	356-8 of the
	methods announced by the central	provisions of the Company Law, the	Company Law,
	competent authority, and be handled	Securities Exchange Law and the	and Taiwan Stock
	in accordance with the provisions of	relevant laws and regulations.	Exchange
	the Company Law, the Securities		111.03.08 Tai
	Exchange Law and the relevant		Zheng Guan Zi
	laws and regulations.		No. 1110004093
			Letter, CSBC
Article 39	The Articles of Association were	The Articles of Association were	announce that
	established on July 27, 1973.	established on July 27, 1973.	Chapter 2-2 of the
	Passed in the 2022 general	Passed in the 2020 general	"Standards for the
	shareholders' meeting.	shareholders' meeting.	Handling of
			Shares of Listed
			Companies" has
			be added and the
			Article 3 and
			Article 6 of the "
			Regulations
			Governing
			Content and
			Compliance
			Requirements for
			Shareholders' Meeting Agenda
			Handbooks of
			Public Companies

			" hes be amend

Annex 7:"Rules of procedure for shareholders' meetings" Comparison of

CSBC Corporation, Taiwan "Rules of procedure for shareholders' meetings" Comparison of Articles Before and After Amendments

Amended Articles	Original Articles	Explanation
Article 3. Except as otherwise provided in the laws	Article 3. Except as otherwise provided in the	Paragraph 1 was not amended.
and regulations, the shareholders' meeting of the	laws and regulations, the shareholders' meeting of
Company shall be convened by the board of directors.	the Company shall be convened by the board of	Paragraph was added to keep
	directors.	shareholders informed about
Changes in the way of convening shareholders'		changes of the way to convene
meetings of the Company should be resolved by the		shareholders' meeting; such
board of directors, and the notice should be sent by		changes should be resolved by
correspondence at least before the shareholders'		the board of directors and
meeting,		shareholders should be notified
		by correspondence at least
The Company shall, 30 days before a general	The Company shall, 30 days before a	before the meeting.
shareholders' meeting or 15 days before an extraordinary shareholders' meeting, produce the	general shareholders' meeting or 15 days before an extraordinary shareholders'	According the amendment on
shareholders' meeting notice, the power of attorney	meeting, produce the	article 6 of Regulations
form, and the	shareholders' meeting notice, the power of	Governing Content and
information about items for recognition and discussion	attorney form, and the	Compliance Requirements for
and election or	information about items for recognition and	Shareholders' Meeting Agenda
dismissal of directors into an electronic file for upload	discussion and election or	Handbooks of Public
on the MOPS. In addition, the Company shall, 21 days	dismissal of directors into an electronic file	Companies, which was issued
before a general shareholders' meeting or 15 days	for upload on the MOPS. In	on December 16, 2021, when
before an extraordinary shareholders' meeting,	addition, the Company shall, 21 days before	the Company's capital income
produce the rules of procedures for the shareholders'	a general shareholders' meeting or 15 days	reaches NT\$10 billion on the
meeting and supplementary materials into an electronic file for upload on the MOPS. Yet, if the	before an extraordinary shareholders' meeting, produce the rules of procedures for	date when the fiscal year ends, or when the over 30% of the
Company's capital income reaches NT\$10 billion on	the shareholders' meeting and	Company's stocks are
the date when the fiscal year ends, or when the over	supplementary	possessed by foreign investors
30% of the Company's stocks are possessed by	materials into an electronic file for upload	and investors from Mainland
foreign investors and investors from Mainland China	on the MOPS. The Company shall, 15 days	China who have been recorded
who have been recorded in the name list of the most	before a shareholders' meeting, prepare the	in the name list of the most
recent shareholders' meeting, the relevant electronic	shareholders' meeting agenda handbook and	recent shareholders' meeting,
files should be transmitted at least 30 days before the shareholders' meeting is convened. The Company	supplementary materials and make them available for the shareholders to obtain and	the relevant electronic files should be transmitted at least 30
shall, 15 days before a shareholders' meeting, prepare	review at any time. In addition,	days before the shareholders'
the shareholders' meeting agenda handbook and	the handbook shall be displayed at the	meeting is convened. Paragraph
supplementary materials and make them available for	Company and its stock registrar and transfer	3 was amended accordingly.
the shareholders to obtain and review at any time. In	agent, and distributed on-site at the meeting.	Paragraph 3 was amended in
addition, the handbook shall be displayed at the		response to public offering of
Company and its stock registrar and transfer agent,		the company.
and distributed on-site at the meeting. The Company shall provide the aforementioned
handbook of shareholders' meetings and attachments
to the handbook to the shareholders on the meeting		The Company can convene
day in the following ways:		shareholders' meetings via
1. To distribute the materials at the venue		video conferencing; the
during a physical meeting.		Company can thus convene
2. To distribute the materials at the venue		physical shareholders' meeting
during physical meeting with an alternative of attending by video conferencing and		and meetings through video conferencing. Article 4 was
upload the file to the designated online		added so that shareholders can
platform.		refer to the handbook of
3. To upload the electronic file to the		shareholders' meetings and
designated video conferencing platform		supplementary materials
during a shareholders' meeting solely		whether they attend the physical
convened through video conferencing.		meeting or attend through
The following paragraphs are omitted.		online video conferencing.

Amended Articles	Original Articles	Explanation
Article 4. Paragraphs 1 – 3 are omitted	Article 4. Paragraphs 1 – 3 are omitted	Paragraphs 1 to 3 are not amended.
Upon the delivery of the power of attorney to the Company, the shareholder who wishes to attend the shareholders' meeting via video conferencing or wishes to exercise the voting right in writing or electronically shall notify the Company in writing to the cancel the proxy appointment 2 days before the shareholders' meeting, otherwise the voting right exercised by the appointed proxy who attends the meeting shall prevail.		Paragraph 4 was added so that the shareholder who wishes to attend the shareholders' meeting via video conferencing or wishes to exercise the voting right in writing or electronically after delivery of the power of attorney shall notify the Company in writing to the cancel the proxy appointment 2 days before the shareholders' meeting.
Article 5. Paragraph 1 is omitted. When the Company convenes a shareholders' meeting via video conferencing, limitations of venue in the preceding paragraph do not apply.	Article 5. Paragraph 1 is omitted.	The original article is adjusted as paragraph 1, and the content was not amended. Paragraph 2 is added to specify that the limitation of venue does not apply to shareholders' meetings convened through video conferencing.
Article 6. Paragraph 1~6 are omitted. The check-in procedure should begin on the platform of video conferencing for the shareholders' meeting 30 minutes before the shareholders' meeting starts. Shareholders who completed the check-in procedure are deemed as being present at the meeting in person. Shareholders who intend to attend a online streaming shareholders' meeting via video conferencing should register to the Company 2 days before the meeting. For shareholders' meeting convened via video conferencing, the Company shall upload handbook of the meeting, the annual report, and other relevant information to the video conferencing platform, and the information should remain accessible until the meeting ends.	Article 6. Paragraphs 1 ~ 6 are omitted.	It should be confirmed that shareholders who attend the meeting via video conferencing completed the check-in procedure and can access the meeting handbook, annual report, and other materials. The Company should upload the information to the platform of video conferencing. Hence paragraphs 7 to 9 are added.

Amended Articles	Original Articles	Explanation
Article 6-1 The Company should specify the following matters in the notice for a shareholders' meeting convened via video conferencing: 1. The methods for shareholders to attend the online-streaming meeting and how they can exercise their rights. 2. Methods of handling situations in which video conferencing platform or the channel of connecting to the online streaming meeting malfunctions due to natural disasters, accidents, or other unavoidable causes, which should include at least the following matter: (1) The time at which the aforementioned situations cause interruption so that the meeting shall be postponed or continued, and the date on which the meeting should be postponed to or continued. (2) Shareholders who did not check-in for the original shareholders' meeting are not allowed to attend the postponed or continued meeting. (3) During a shareholders' meeting where online streaming is an alternative for physical meeting, if the online streaming cannot continue but the shares possessed by all shareholders who attend the meeting with those participate via video conferencing deducted can reach the legal threshold for the meeting, the shareholders' meeting shall continue. The shares possessed by shareholders who attend via video conferencing shall be included in the total amount of shares possessed by attending shareholders, but those attending the meeting online shall be deemed abstaining their rights to vote for all agendas in the meeting. (4) Measures to take when resolutions of all agendas have been announced but the exemption motion has not been conducted. 3. When a shareholder's meeting is convened solely via video conferencing, the Company should provide alternatives for shareholders who have problems attending the meeting via video conferencing.		This is a new article. To ensure that shareholders are aware of the rights and limitations related to the shareholders meeting, the methods in which shareholders attend the meeting via video conferencing, the measures to take when the video conferencing platform or channels to connect with the online streaming system malfunctions should be specified in the notice for the meeting. The information should at least include the date on which the meeting may be postponed to or continued, the duration of the disconnection which may cause the meeting to be postponed, the regulations in article 44-20 paragraphs 1, 2, 4, 5 of Regulations Governing the Administration of Shareholder Services of Public Companies, the resolution to the agendas, and the measures to take when extempore motion has not been done. The alternatives for shareholders who have problems with attending the shareholders' meeting via video conferencing should also be specified in the notice.

Amended Articles	Original Articles	Explanation
Article 8. The Company shall audio-record and video-record the whole process of the meeting, including the check-in procedure of the shareholders, the convention of the meeting, the voting and calculating of votes. The video and audio recording in the preceding paragraph shall be retained for at least one year. For any lawsuit filed by a shareholder in accordance with Article 189 of the Company Act, such documents shall be kept until the end of the proceedings.	Article 8. The Company shall audio-record or video-record the whole process of the shareholders' meeting, and shall retain the recording together with the attending shareholders' sign-in register and the powers of attorney for at least one year. For any lawsuit filed by a shareholder in accordance with Article 189 of the Company Law, such documents shall be kept until the end of the proceedings.	In accordance with regulations in Article 183 of Company Law and Article 18 of Regulations Governing Procedure for Board of Directors Meetings of Public Companies, the Company shall record and retain information about shareholders' enrollment, registration, inquiries, and voting, and the company's calculation of the votes. The Company is required to audio and video-record the whole process of the video conferencing meeting and retain such recordings while the company sustains its operation. The original paragraph 1 was adjusted to paragraph 1 and 2 after the amendment.
During a shareholders' meeting convened via video conferencing, the Company shall audio-record and video-record the whole process, including the enrollment, registration, check-in, inquiries, voting of the shareholders, and the calculation of votes, and such recording shall be retained. The information and audio- and video recordings in the preceding paragraph in the preceding paragraph shall be carefully possessed by the Company. The audio and video recordings shall also be provided to the party entrusted for organizing the video conferencing meeting. During a shareholders' meeting convened via video conferencing, the Company shall audio record and video record the operation interface of the online streaming platform.		The information shall be entrusted to the party organizing the video conferencing matters, and paragraphs 3 and 4 are added. To do our best to retain information about the online streamed meeting, in addition to the audio- and video- recording throughout the process of the meeting in paragraph 3, the Company shall audio- and video-record the operation interface of the video conferencing platform. Since the synchronous recording of the computer screen has requirements on software and hardware of the computer and information security, the Company can consider the practicability of the equipment and specify the matter in the regulations governing shareholders' meeting. Paragraph 5 is thus added.

Amended Articles	Original Articles	Explanation
Article 9. The attendance of the shareholders' meeting shall be on a share basis. The number of shares represented by the attending shareholders shall be based on the sign-in register, the attendance cards submitted, and the number of shares recorded at the check-in counter of the video conferencing platform, plus the number of shares with the voting rights exercised in writing or electronically.	Article 9. The attendance of the shareholders' meeting shall be on a share basis. The number of shares represented by the attending shareholders shall be based on the sign-in register or the attendance cards submitted, plus the number of shares with the voting rights exercised in writing or electronically.	Paragraph 1 is amended to specify that when the Company convenes a shareholders' meeting via video conferencing, the total number of shares represented by attendees should include the shares possessed by shareholders who completed check-in procedures via video conferencing.
The chairperson shall call the meeting to order at the scheduled meeting start time. If the attending shareholders do not represent a majority of the total number of shares issued, the chairperson may announce a postponement, provided that no more than two such postponements for a combined total length of no more than 1 hour may be made. If after two postponements the attending shareholders still represent less than one third	The chairperson shall call the meeting to order at the scheduled meeting start time. If the attending shareholders do not represent a majority of the total number of shares issued, the chairperson may announce a postponement, provided that no more than two such postponements for a combined total length of no more than 1 hour may be made. If after two postponements the attending shareholders	Paragraph 2 is amended to specify that if the chairperson announce the meeting aborted, the Company shall without delay announce it on the video conferencing platform to send immediate notice to shareholders.
of the total number of issued shares, the chairperson shall announce the meeting aborted; for a shareholder's meeting convened via video conferencing, the Company shall announce the meeting aborted on the video conferencing platform. If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, then pursuant to Paragraph 1 of Article 175 of the Company Law, a tentative resolution may be adopted with the consent of the attending shareholders with the majority voting rights. The shareholders shall be	still represent less than one third of the total number of issued shares, the chairperson shall announce the meeting aborted. If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, then pursuant to Paragraph 1 of Article 175 of the Company Law, a tentative resolution may be adopted with the consent of the attending	Paragraph 3 is amended and paragraph 4 is added to specify that when a Company convenes a shareholders' meeting for tentative resolution, shareholders intend to attend the meeting via video conferencing shall register to the Company.
informed of the tentative resolution, and another shareholders' meeting shall be convened within a month; for a shareholders' meeting convened via video conferencing, a shareholder who intend to attend via video conferencing shall register to the Company again according to Article 6. Before the current meeting ends, if the present shareholders represent half or more of the total number of issued shares, the chairperson submit the tentative resolutions to the shareholders' meetings for voting again on the	shareholders with the majority voting rights. The shareholders shall be informed of the tentative resolution, and another shareholders' meeting shall be convened within a month.
basis of regulations in Article 174 of the Company Law. When the reconvened shareholders' meeting is attended by shareholders representing over one third of the total shares, the agenda can be resolved with consensus of over half of the shareholders present at the meeting.	When the reconvened shareholders' meeting is attended by shareholders representing over one third of the total shares, the agenda can be resolved with consensus of over half of the shareholders present at the meeting.	The paragraph was not amended.

Amended Articles	Original Articles	Explanation
Article 13	Article 13
Paragraph 1 ~ 3 are omitted	Paragraph 1 ~ 3 are omitted
After a shareholder exercises the voting rights in writing or electronically, if the shareholder wishes to attend the meeting in person or via video conferencing, he/she shall, in the same way as the exercise of the voting rights, cancel the decision on the exercise of the voting rights in the preceding paragraph 2 days before the date of the shareholders' meeting. If the cancellation is not made before the deadline, the voting rights exercised in writing or electronically shall prevail. If a shareholder exercises the voting rights in writing or electronically and entrusts a proxy by a power	After a shareholder exercises the voting rights in writing or electronically, if the shareholder wishes to attend the meeting in person, he/she shall, in the same way as the exercise of the voting rights, cancel the decision on the exercise of the voting rights in the preceding paragraph 2 days before the date of the shareholders' meeting. If the cancellation is not made before the deadline, the voting rights exercised in writing or electronically shall prevail. If a shareholder exercises the voting rights in writing or electronically	Paragraph 4 is amended to specify that after a shareholder exercises the voting rights in writing or electronically, if the shareholder wishes to attend the meeting in person, he/she shall, in the same way as the exercise of the voting rights, cancel the decision on the exercise of the voting rights aragraphs 9 and 10 are added to specify that during a shareholders' meeting convened via video conferencing, to allow shareholders who attend the meeting via video conferencing adequate time to vote,
of attorney to attend the shareholders' meeting, the voting rights exercised by the entrusted proxy shall prevail.	and entrusts a proxy by a power of attorney to attend the shareholders' meeting, the voting rights exercised by the entrusted proxy shall prevail. Paragraphs 5 – 8 are omitted.	they are allowed to vote for each of the agendas after the chairperson announces the beginning of voting and before the chairperson announces the end of voting. The calculation of votes should be conducted once for catering to shareholders who attend the
Paragraphs 5 – 8 are omitted. When the Company convenes a live stream shareholders' meeting, shareholders who attend the meeting via video conferencing shall participating in voting of each agenda and election after the chairperson announces the beginning of the meeting and vote before the chairperson announces the voting ends; those who fail to vote within the designated time are deemed as abstaining their rights of votes. During a shareholders' meeting convened via video conferencing, the votes shall be calculated once after the chairperson announces the end of voting, and the resolutions and election results should be announced. When a Company convenes a physical shareholders' meeting with live-stream meeting as an alternative, shareholders who have registered to attend the meeting via video conferencing following Article 6 and intend to attend the physical meeting should withdraw his / her registration in the same way of making the registration 2 days before the meeting; those who miss the due date shall only be allowed to attend the shareholders' meeting via video conferencing. Shareholders who have exercised their rights of votes by writing or electronically without withdrawing their opinions and attend the meeting via video conferencing are not allowed to vote for the agendas, propose amendments to the agenda, or vote for the amendment on the agenda; they could only participate in exemption of motions.		meeting via video conferencing. Paragraph 11 is added to specify that when a Company convenes a physical shareholders' meeting with live-stream meeting as an alternative, shareholders who have registered to attend the meeting via video conferencing following Article 6 and intend to attend the physical meeting should withdraw his / her registration in the same way of making the registration 2 days before the meeting; those who miss the due date shall only be allowed to attend the shareholders' meeting via video conferencing. According to regulations in official letter No. 10102404740 on Feb. 24, 2012, and official letter No. 10102414350 on May 3, 2012, issued by Ministry of Economic Affairs, shareholders who have exercised rights of voting electronically without withdrawing their opinions are not allowed to propose amendment to the agendas or vote again. They are allowed to attend the shareholders' meeting and propose exemption motion on the spot and exercise rights of voting on the spot. In addition, considering that shareholders can exercise their voting rights by writing or electronically, it is specified in paragraph 12 that for the principle of fairness, shareholders who have exercised voting rights by writing without withdrawing their opinions shall also be allowed to registered to attend the shareholders' meeting via video conferencing. Yet, they are not allowed to vote for the agendas or amendments of the agendas and they can only exercise voting rights on exemption of motions. They are not allowed to propose amendments on the original agendas, either.

Amended Articles	Original Articles	Explanation
Article 15	Article 15
Paragraphs 1 ~ 4 are omitted For a shareholders' meeting convened via video conferencing, in addition to matters in the preceding paragraph, the proceedings should also include the exact time when the meeting was started and adjourned, the way in which the meeting is convened, the names of the chairperson and the person who takes minutes, and the measures taken when the video conferencing platform or the channel for attending the meeting via video conferencing malfunctions due to natural disasters, accidents, or other unavoidable situations, and the condition of handling such problems. When convening a shareholders meeting via video conferencing, in addition to following the regulations mentioned in the preceding paragraph, the Company shall also specify in the proceedings the alternatives for shareholder who have problem attending the meeting via video conferencing.	Paragraphs 1~4 are omitted.	In order to help the shareholders to understand the resolution on the live stream meeting, the alternatives for shareholders who have the problem of digital divide, and the measures for disconnection and handling of such situations, the Company is required to include, in addition to matters specified in paragraph 3, the exact time when the meeting is started and adjourned, the way in which the meeting is convened, the names of the chairperson and the person who keeps the minutes, and the methods to deal with the situations in which the video conferencing platform or channels for connection malfunctions and the situations of handling when compiling the proceedings of the shareholders' meeting. Paragraph 5 is thus added. When a shareholders' meeting is convened via video conferencing, the Company should specify in the notice the alternatives for shareholders who have problem attending the meeting via video conferencing, and alternatives provided for shareholders with the problem of digital divide should be recorded in the proceedings. Paragraph 6 is thus added.

Amended Articles	Original Articles	Explanation
Article 16 The number of shares solicited by the solicitors and the number of shares represented by the proxies, and number of shares represented by shareholders who attend the meeting by writing or electronically, shall be clearly disclosed in the prescribed statistical form and posted in the venue of the shareholders' meeting on the day of the shareholders' meeting. For a shareholders' meeting convened via video conferencing, the Company shall upload the aforementioned information to the video conferencing platform at least 30 minutes before the meeting begins, and the meeting shall remain disclosed until the meeting is adjourned.	Article 16 The number of shares solicited by the solicitors and the number of shares represented by the proxies shall be clearly disclosed in the prescribed statistical form and posted in the venue of the shareholders' meeting on the day of the shareholders' meeting.	To have shareholders aware of the number of shares solicited by the solicitors and the number of shares represented by the proxies, and number of shares represented by shareholders who attend the meeting by writing or electronically, the Company shall clearly disclose the information in the venue of the shareholders' meeting. When the Company convenes the shareholders' meeting via video conferencing, the information should be uploaded to the video conferencing platform. Paragraph 1 is thus amended.
When the Company convenes a shareholders' meeting via video conferencing, as the meeting is announced to begin, the total number of shares represented by shareholders who attend the meeting should be disclosed on the video conferencing platform. When total shares represented by shareholders or weight of votes is calculated during the meeting, such information should be disclosed on the platform, too.		To keep shareholders who attend the meeting via video conferencing informed in real time whether the number of share represented by shareholders present at the meeting reaches the threshold for a shareholders' meeting, the Company shall disclose the total number of shares represented by shareholders present at the meeting on the video conferencing platform. When the calculation of total number of shares and total votes is done, the information should again be disclosed on the video conferencing platform. Paragraph 2 is thus added.
In case a resolution of the shareholders' meeting belongs to major information specified in the decree and by the competent authority, the Company shall transmit the contents to the MOPS within the prescribed time.	In case a resolution of the shareholders' meeting belongs to major information specified in the decree and by the competent authority, the Company shall transmit the contents to the MOPS within the prescribed time.	The paragraph is not amended.

Amended Articles	Original Articles	Explanation
Article 19 When a shareholders' meeting is convened via video conferencing, the Company shall disclose the resolutions and election results in real time after the voting is completed on the video conferencing platform. The information should remain publicized for at least 15 minutes after the chairperson announce the meeting is adjourned.		The article is added to keep shareholders who attend the shareholders' meeting via videoconferencing informed without delay about the resolutions on each agenda and elections results; the disclosure time for the information should be regulated, and the article is thus added.
Article 20 When the Company convenes a shareholders' meeting via video conferencing, the chairperson and the person who keeps the minutes should be at the same meeting venue in this country; the chairperson should announce the address of the venue when announcing the beginning of the meeting.		This is a new article When a shareholders' meeting is convened via video conferencing, and there is not a venue for a physical meeting, the chairperson and the person who keeps the minutes should be in the same place within the country. In addition, the chairperson should announce the address of their whereabouts. The article is thus added.

Amended Articles	Original Articles	Explanation
Article 21 When a shareholders' meeting is convened via video conferencing, the Company may help shareholders to conduct simple connection test and offer relevant services in real time before and during the meeting sot that shareholders get assistance about technical issues regarding digital communication.		This is a new article. To eliminate the issues regarding telecommunication for the video conferencing, he Company may follow examples from overseas to provide connection tests before the meeting, and offer relevant services in real time before and during the meeting. Paragraph 1 is thus added.
When the shareholders' meeting is convened via video conferencing, the chairperson should, at the time of announcing the beginning of the meeting, announce that except for the matters that may not cause the meeting to be postponed or continued later as specified in Article 44- 20 (2) of Regulations Governing the Administration of Shareholder Service of Public Companies, when any natural disasters, accidents, or other unavoidable conditions cause the video conferencing platform or the channel for connecting to the platform to malfunction for over 30 minutes, the meeting should be postponed or continued within five days after the meeting. Regulations in Article 182 of Company Laws shall not apply to the situation.		When the shareholders' meeting is convened via video conferencing, the chairperson should, at the time of announcing the beginning of the meeting, announce that when any natural disasters, accidents, or other unavoidable conditions cause the video conferencing platform or the channel for connecting to the platform to malfunction for over 30 minutes, the meeting should be postponed or continued within five days after the meeting. Regulations in Article 182 of Company Laws shall not apply to the situation. Paragraph 2 is thus added. The article does not apply to situations in which the Company, the video conferencing platform, a shareholder, a solicitor, or a proxy purposefully or by mistake causes failures in convening or connection to the
Shareholders who did not register to attend the original shareholders' meeting are not allowed to attend the aforementioned postponed or continued meeting.		video conferencing meeting. When the Company experience matters specified in paragraph 2 that may cause the meeting to be postponed or continued later, according to Article 44- 20 (2) of Regulations Governing the Administration of Shareholder Service of Public Companies, shareholders who did not register to attend the original shareholders' meetings (including solicitors and proxies) are not allowed to attend the postponed or continued meeting. Paragraph 3 is thus added. For a physical shareholder's meeting that provide video conferencing as an alternative, shareholders who have attended the physical meeting can attend the postponed or continued physical meeting. The principle is herein explained.

Amended Articles	Original Articles	Explanation
For the postponed or continued meeting		When the Company postpones or
convened according to paragraph 2,		continues a meeting later according to
shareholders who have registered and checked		provisions in paragraph 2, according to
in for the original shareholders' meeting		provisions in Article 44-20 (3) of
convened via video conferencing but fail to		Regulations Governing the Administration of Shareholder Service
attend the postponed or continued meeting		of Public Companies, shareholders
shall see their number of shares and the voting		(including the solicitors and proxies)
right they have exercised in the original		who registered to attend the meeting via
meeting calculated in the total number of		video conferencing and completed check-in procedure but fail to attend the
shares, total votes, and election vote rights		postponed or continued meeting shall
represented by shareholders present at the		see the number of shares the represented
postponed or continued shareholders' meeting.		in the original meeting, the voting right
		they have exercised, and their ballads for elections included in those of the
		postponed or continued meeting.
		Paragraph 4 is thus added.
During the postponed or continued
shareholders' meeting convened according to		When an interruption occurs due to malfunctioning of telecommunication
provisions in paragraph 2, the agendas that		and the shareholders' meeting needs to
have been through the voting, calculation of		be postponed or continued later, the
votes, and have the resolutions announced, or		agendas that have been resolved,
the names of elected directors or supervisors		including those have been voted, resolved, and announced, or the names
that have been announced, may not be		of elected directors or supervisors shall
discussed or resolved again.		be deemed as resolution in the original
		meeting; there is no need to discuss or
		vote for those agendas again to save time and cost of the continued meeting.
		Paragraph 5 is thus established.

When the Company convenes a physical		During a physical meeting which
shareholders' meeting with video conferencing		provide video conferencing as an alternative to attend the meeting, if
as an alternative, and live stream of the		malfunction of video conferencing or
meeting cannot continue as in the situations		channel to connect to the platform
specified in paragraph 2, if the total number of		occurs due to unavoidable situations,
shares represented by shareholder present at		the physical meeting may continue. If the shares represented by shareholders
the meeting with the shares represented by		present at the meeting with the shares
shareholders who attend via video		represented by shareholders who attend
conferencing deducted, the total number of		the meeting via video conferencing
shares can still reach the legal threshold for the		deducted still reach the legal threshold for a shareholders' meeting, the meeting
shareholders' meeting to be effective, the		shall continue; there is no need to
shareholders' meeting shall continue; there is		postpone or continue the meeting later
no need to postpone or continue the meeting		according to provisions in paragraph 2.
later according the provisions in paragraph 2.		Paragraph 6 is thus established.
		When the situation as described in
When the meeting shall be continued as		paragraph 2 in which the Company
described in the preceding paragraph, the		should continue the meeting rather than
shares represented by the shareholders who		postpone or continue the meeting later, according to provisions in Article
attend the meeting via video conferencing		44-2(5), the shares represented by
shall be included in total number of shares		shareholders (including the solicitors
represented in the meeting; yet, they are		and proxies) attending the meeting via
deemed to abstain the right to vote on all		video conferencing should be included to the total number of shares
agendas of the meeting.		represented by shareholders present at
		the meeting; yet, the shareholders
		attending the meeting via video
		conferencing are deemed to abstain their rights to vote on all of the agendas in
		the meeting. Paragraph 7 is thus added.

Amended Articles	Original Articles	Explanation
The Company shall convene the postponed meeting described in paragraph 2 according to provisions in Article 44-20 (7) of Regulations Governing the Administration of Shareholder Services of Public Companies and conduct preparation work based on the date of the original meeting and relevant provisions.		Considering that the aforementioned postponed or continued meeting due to disconnection is in essence identical to the original meeting, the Company may not need to repeat the preparation work according to provisions in Article 44-2(7) in Regulations Governing the Administration of Shareholder Services due to the date of postponed or continued meeting. Paragraph 8 is thus established.
To follow the second paragraph of Article 12 and paragraph 3 of Article 13 in Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, Article 44-5, paragraph 2, and the specified time period in Article 44-15, and Article 44-17 (1) in Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall convene the postponed or continued meeting on the date designated according to provisions in paragraph 2.		In addition, when the video conferencing meeting is postponed, the information to be disclosed on the day of the shareholders' meeting according to Article 12, paragraph 2, and Article 13, paragraph 3 of Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and Article 44-5 (2), Article 44-15, and Article 44-17 (1) in Regulations Governing the Administration of Shareholder Services of Public Companies, should be disclosed to shareholders on the day when the postponed meeting is convened. Paragraph 9 is thus established.
Article 22 When convening a shareholders' meeting via video conferencing, the Company should provide proper alternatives to shareholders who have problem attending the shareholders' meeting via video conferencing.		This is a new article. When convening a shareholders' meeting via video conferencing, the Company should be aware that shareholders with digital divide may have problem attending the meeting via video conferencing; the Company shall offer the shareholders with proper alternatives; for example, to allow them to vote by writing, or lease the necessary equipment to attend the meeting to the shareholders.
Article 23 Matters not stipulated in these Rules shall be handled in accordance with the provisions of the Company Law, the Articles of Association of the Company and relevant laws and regulations	Article 19 Matters not stipulated in these Rules shall be handled in accordance with the provisions of the Company Law, the Articles of Association of the Company and relevant laws and regulations	The numerical order of the article is adjusted for addition of new articles.
Article 24 The Rules are implemented after the adoption of the resolution in the shareholders' meeting, and the same procedure applies to the amendments.	Article 20 The Rules are implemented after the adoption of the resolution in the shareholders' meeting, and the same procedure applies to the amendments.	The numerical order of the article is adjusted for addition of new articles.

CSBC Corporation, Taiwan "Procedures for Acquisition or Disposal of Assets" :Comparison of Articles Before and After Amendments

prudently assess their own
professional capabilities, practical
experience, and independence.
2. When conducting a case, they shall
appropriately plan and execute
adequate working procedures, in
order to produce a conclusion and
use the conclusion as the basis for
issuing the report or opinion. The
related working procedures, data
collected, and conclusion shall be
fully and accurately specified in the
case working papers.
3. They shall undertake an
item-by-item evaluation of the
appropriateness and reasonableness
of the sources of data used, the
parameters, and the information, as
the basis for issuance of the appraisal
report or the opinion.
4. They shall issue a statement
attesting to the professional
competence and independence of the personnel who prepared the report
or opinion, and that they have
evaluated and found that the
information used is appropriate and
reasonable, and that they have
complied with applicable laws and
regulations.
Article 8	Article 8	The article was amended
In acquiring or disposing of real	In acquiring or disposing of real estate,	following amendments on
property, equipment, or right-of-use	equipment, or right-of-use assets thereof	articles in "Regulations
assets thereof where the transaction	where the transaction amount reaches	Governing the Acquisition
amount reaches 20 percent of the	NTD 300 million or more, the company,	and Disposal of Assets by
company's paid-in capital or NT\$300	unless transacting with governmental	Public Companies" made
million or more, the company, unless	agency, engaging others to build on its	by Financial Supervisory
transacting with a domestic government	own land, engaging others to build on	Commission.
agency, engaging others to build on its	rented land, or acquiring or disposing of
own land, engaging others to build on	equipment or right-of-use assets thereof
rented land, or acquiring or disposing of	held for business use, shall obtain an
equipment or right-of-use assets thereof	appraisal report prior to the date of
held for business use, shall obtain an appraisal report prior to the date of	occurrence of the event from a professional appraiser and shall further
occurrence of the event from a	comply with the following provisions:
professional appraiser and shall further	1. Where due to special circumstances it
comply with the following provisions:	is necessary to give a limited price,

2. Where the transaction amount is NT\$1	3. If the appraisal result of the
billion or more, appraisals from two or	professional appraiser has one of the
more professional appraisers shall be	following circumstances, unless the
obtained.	appraisal result of the assets to be
3. Where any one of the following	acquired is higher than the transaction
circumstances applies with respect to	amount or the appraisal result of the
the professional appraiser's appraisal	assets to be disposal of is lower than the
results, unless all the appraisal results	transaction amount, a CPA shall be
for the assets to be acquired are higher	contacted for a specific opinion on the
than the transaction amount, or all the	difference and the fairness of the
appraisal results for the assets to be	transaction price in accordance with the
disposed of are lower than the	provisions of the Audit Standards
transaction amount, a certified public	Bulletin No. 20 of the Accounting
accountant shall be engaged to render	Research and Development Foundation:
a specific opinion regarding the reason	(1) The difference between the
for the discrepancy and the	appraisal result and the transaction
appropriateness of the transaction	amount is more than 20% of the
price:	transaction amount.
A. The discrepancy between the	(2) The difference between the
appraisal result and the transaction	appraisal results of two or more
amount is 20 percent or more of the	professional appraisers is more than
transaction amount.	10% of the transaction amount.
B. The discrepancy between the	4. The time lag between the issuing date
appraisal results of two or more	of the professional appraiser's appraisal
professional appraisers is 10	report and the contract date shall not be
percent or more of the transaction	more than three months. However, if the
amount.	appraisal report applies to the publically
4. No more than 3 months may elapse	announced present value of the same
between the date of the appraisal report	period and is not more than six months,
issued by a professional appraiser and	then the Company may request the
the contract execution date; provided,	original professional appraiser to issue
where the publicly announced current	an opinion.
value for the same period is used and not	For acquisition or disposal other than
more than 6 months have elapsed, an	real estate, equipment, or right-of-use
opinion may still be issued by the	assets thereof provided in the preceding
original professional appraiser.	sub-paragraph, the transaction price


	-76-

1. Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the board of directors; the same procedure shall also be followed whenever there is any subsequent change to the terms and conditions of the transaction.
1. Where the transaction amount is NT\$1 billion or more, appraisals from two or more professional appraisers shall be obtained.
1. Where any one of the following circumstances applies with respect to the professional appraiser's appraisal results, unless all the appraisal results for the assets to be acquired are higher than the transaction amount, or all the appraisal results for the assets to be disposed of are lower than the transaction amount, a certified public accountant shall be engaged to render a specific opinion regarding the reason for the discrepancy and the appropriateness of the transaction price:

specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the Board of Directors; same procedure applies to any subsequent change to the terms and conditions of the transaction.

If the transaction amount exceeds NTD1 billion, two or more professional appraisers shall be hired for the appraisal.

For obtaining or disposal of the	shall be decided based on the publicly
aforementioned real estate, equipment,	announced value, appraised value, actual
or right-of-use asset, the price should be	closing prices for nearby real estate, etc.,
set with reference to publicized current	or based on the price appraised by two
value, the assessed value, the price in	professional appraisers or more
actual trading cases of real estate dealers
in the community, or the appraisal
reports of at least two professional
appraisers. .
Article 9	Article 9	The article was amended
When the Company is acquiring or	When acquiring or disposing of	following amendments on
disposing of securities, it shall, prior to	securities, the Company shall, prior to	articles in "Regulations
the date of occurrence of the event,	the date of occurrence of the event,	Governing the Acquisition
obtain financial statements of the issuing	obtain financial statements of the
company for the most recent period,	issuing company for the most recent	and Disposal of Assets by
certified or reviewed by a certified	period, certified or reviewed by a	Public Companies" made
public accountant, for reference in	certified public accountant, for	by Financial Supervisory
appraising the transaction price, and if	reference in appraising the transaction	Commission.
the dollar amount of the transaction is 20	price; and if the transaction amount
percent of the company's paid-in capital	reaches NTD 300 million or more, the
or NT\$300 million or more, the	Company shall additionally engage a
company shall additionally engage a	certified public accountant prior to the
certified public accountant prior to the	date of occurrence of the event to
date of occurrence of the event to	provide an opinion regarding the
provide an opinion regarding the	reasonableness of the transaction price.
reasonableness of the transaction price.	If the certified public accountant needs
This requirement does not apply,	to use the report of an expert as
however, to publicly quoted prices of	evidence, the certified public accountant
securities that have an active market, or	shall do so in accordance with the
where otherwise provided by regulations	provisions of Statement of Auditing
of the Financial Supervisory	Standards No. 20 published by the
Commission (FSC).	Accounting Research and Development
The regulations of FSC in the preceding	Foundation. This requirement does not
paragraph refer to the conditions listed	apply, however, to publicly quoted
below:	prices of securities that have an active
1. Securities acquired through cash	market, or where otherwise provided by
contribution in an incorporation by	regulations of the Financial Supervisory
promotion or by public offering in	Commission.
accordance with the Company Act, with	The exceptions otherwise regulated by
the further requirement that the rights	the Financial Supervisory Commission
represented by the acquired securities be	in the preceding sub-paragraph refer to
commensurate with the proportion of	the following conditions:
capital contributed.	1. Acquiring securities through cash
2. Participation in subscription to an	contribution in incorporation by
issue of securities issued at face value by	promotion or by public offering in
an issuing company	accordance with the law, and
	epresenting the rights rin the securities
	acquired is proportional with the

1. Participation in subscription to securities issued by a 100 percent owned subsidiary that is carrying out a cash capital increase.
1. Securities listed and traded on the Taiwan Stock Exchange or the Taipei Exchange or emerging stocks.
1. Government bonds, or bonds under repurchase or reverse purchase agreements.
1. Onshore or offshore publicly offered funds.
1. TWSE or TPEx listed stocks acquired or disposed of in accordance with the TWSE or TPEx rules governing the purchase of listed securities by reverse auction or rules governing the auction of listed securities.
1. Participation in subscription to shares issued by a public company for a cash capital increase or domestic subscription to corporate bonds (including financial debentures), with the further requirement that the securities acquired are not privately placed securities.
1. Subscription to a domestic privately placed fund before the establishment of the fund in accordance with Article 11, paragraph 1 of the Securities Investment Trust and Consulting Act, or subscription to or redemption of a domestic privately placed fund, provided that the trust agreement for the fund specifies an investment strategy in which, aside from securities margin transactions and open positions held in securities-related products, the investment scope of the remaining portion is the same as that of a publicly offered fund.
Securities issued at face value by an underlying company carrying out a capital increased by cash in accordance with relevant laws and regulations, with the Company participating in subscription to such securities.
Securities issued by an investee company wholly and directly or indirectly invested by the Company that is carrying out a capital increased by cash, with the Company participating in subscription to such securities, or securities issued by the wholly invested subsidiaries sponsoring each other in carrying out cash capital increase.
Securities listed and traded on the stock exchange or on the securities Market and emerging stocks.
Domestic government bonds, bonds under repurchase and resale agreements. 6. Public offering of funds.
Listed securities acquired or disposed of in accordance with the Taiwan Stock Exchange Corporation and the Taipei Exchange Rules governing the purchase of listed securities by reverse auction or rules governing the auction of listed securities.
Securities acquired through the Company's sponsorship of a seasoned equity offering by a public company or subscription of domestic corporate bonds (including financial bonds), when the securities acquired are not privately placed.
Subscription to fund shares before the establishment of a fund in accordance with Paragraph 1, Article 11 of the Securities Investment Trust and Consulting Act, or subscription or redemption of domestic private placement funds, provided that the trust agreement for the fund specifies an investment strategy in which, aside from securities margin transactions and open positions held in securities-related products, the investment scope of the remaining portion is the same as that of a publicly offered fund.

Article 10	Article 10	The article was amended
When the Company acquires or disposes	Where the acquisition or disposal of	following amendments on
of intangible assets or right-of-use assets	intangible assets or right-to-use assets or	articles in "Regulations
thereof or memberships and the	membership by the Company amounts to	Governing the Acquisition
transaction amount reaches NT\$100	NTD 100 million, save for transactions	and Disposal of Assets by
million or more, except in transactions	with domestic governmental agency, the	Public Companies" made
with a domestic government agency, the	Company shall before the date of	by Financial Supervisory
company shall engage a certified public	occurrence of the event, engage certified	Commission.
accountant prior to the date of	public accountant to provide opinion on
occurrence of the event to render an	the reasonableness of the transaction
opinion on the reasonableness of the	price, and the said certified public
transaction price.	accountant shall work in accordance
	with provisions of Statement of Auditing
	Standards No. 20 published by the
	Accounting Research and Development
	Foundation.
Article 14	Article 14	The article was amended
When the Company intends to acquire or	When acquiring or disposing of real	following amendments on
dispose of real property or right-of-use	estate or right-of-use assets thereof from	articles in "Regulations
assets thereof from or to a related party,	or to a related party, or when acquiring	Governing the Acquisition
or when it intends to acquire or dispose	or disposing of assets other than real	and Disposal of Assets by
of assets other than real property or	estate or right-of-use assets thereof from	Public Companies" made
right-of-use assets thereof from or to a	or to a related party and the transaction	by Financial Supervisory
related party, and the transaction	amount reaches NTD 300 million or	Commission.
amount reaches 20 percent or more of	more, except in trading of domestic
paid-in capital, 10 percent or more of the	government bonds or bonds under
company's total assets, or NT\$300	repurchase and resale agreements, or
million or more, except in trading of	subscription or redemption of money
domestic government bonds or bonds	market funds issued by domestic
under repurchase and resale agreements,	securities investment trust enterprises,
or subscription or redemption of money	the Company may not proceed to enter
market funds issued by domestic	into a transaction contract or make a
securities investment trust enterprises,	payment until the following documents
the company may not proceed to enter	have been approved by the Audit
into a transaction contract or make a	Committee and the Board of Directors:
payment until the following matters have	1. The purpose, necessity and anticipated
been recognized by the audit committee	benefit of the acquisition or disposal of
and approved by the board of directors:	assets.
1. The purpose, necessity and anticipated	2. The reason for choosing the related

benefit of the acquisition or disposal of assets.

1. The reason for choosing the related party as a transaction counterparty.
1. With respect to the acquisition of real property or right-of-use assets thereof from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with Article 15 and Article 16.
1. The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the company and the related party.
1. Monthly cash flow forecasts for the year commencing from the anticipated month of signing of the contract, and evaluation of the necessity of the transaction, and reasonableness of the funds utilization.
1. An appraisal report from a professional appraiser or a CPA's opinion obtained in compliance with the preceding article.
1. Restrictive covenants and other important stipulations associated with the transaction.

With respect to the types of transactions listed below, when to be conducted between CSBC and its parent or subsidiaries, or between its subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, the company's board of directors may pursuant to Article 6 delegate the board chairman to decide

party as the transaction counterparty. 3. With respect to the acquisition of real estate or right-of-use assets thereof from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with Paragraphs 15 and 16. 4. The date and price of the related party's original acquisition of the real estate, the original transaction counterparty, and the transaction counterparty's relationship with the Company and the related party. 5. The monthly cash flow forecasts for the year commencing from the anticipated month of contract signing, the evaluation of the necessity of the transaction, and the reasonableness of the funds utilization.

An appraisal report from a professional appraiser or a CPA's opinion obtained in accordance with the preceding Article.
Restrictive conditions and other important agreements associated with the transaction.

The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with the provisions of Article 28.2, and "within one year" used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the Board of Directors and recognized by the Supervisors need not be counted toward the transaction amount. With respect to the following types of transactions, when the transactions are to

within a certain amount and have the	its parent or subsidiaries, or between its
decisions subsequently submitted to and	subsidiaries in which it directly or
ratified by the next board of directors	indirectly holds 100% of the issued
meeting:	shares or authorized capital, the Board of
1. Acquisition or disposal of equipment	Directors may refer to Paragraph 6 and
or right-of-use assets thereof held for	delegate the Chairman to decide such
business use.	matters and have the decisions
2. Acquisition or disposal of real	subsequently submitted to and ratified in
property right-of-use assets held for	the next Board of Directors meeting:
business use.	1. Acquisition or disposal of equipment
When a matter is submitted for	or right-of-use assets thereof held for
discussion by the board of directors	business use.
pursuant to paragraph 1, the board of	2. Acquisition or disposal of real estate
directors shall take into full	right-of-use assets held for business use.
consideration each independent director's	When such matter is submitted for
opinions. If an independent director	deliberation by the Board of Directors
objects to or expresses reservations	pursuant to Sub-paragraph 1, the Board
about any matter, it shall be recorded in	of Directors shall take into full
the minutes of the board of directors	consideration each independent director's
meeting.	opinions. If an independent director
The matters for which paragraph 1	objects to or expresses reservations, it
requires recognition by the supervisors	shall be recorded in the meeting minutes
shall first be approved by one-half or	of the Board of Directors.
more of all audit committee members	The matters for which Sub-paragraph 1
and then submitted to the board of	requires approval by simple majority of
directors for a resolution, and shall be	all members of the Audit Committee, to
subject to mutatis mutandis application	which Sub-paragraph 2 of Paragraph 36
of Article 5, paragraphs 3.	shall be applied mutatis mutandis.
If the Company or its subsidiary thereof
that is not a domestic public company
will have a transaction set out in
paragraph 1 and the transaction amount
will reach 10 percent or more of
CSBC's total assets, the public
company shall submit the materials in
all the subparagraphs of paragraph 1 to
the shareholders meeting for approval
before the transaction contract may be

such matters when the transaction is

be conducted between the Company and

entered into and any payment made.
However, this restriction does not apply
to transactions between CSBC and its
parent company or subsidiaries or
between its subsidiaries.
The calculation of the transaction
amounts referred to in paragraph 1 and
the preceding paragraph shall be made in
accordance with Article 26, paragraph 2
herein, and "within the preceding year"
as used herein refers to the year
preceding the date of occurrence of the
current transaction. Items that have been
approved by the audit committee and
shareholders meeting recognized by
board of directors and the shareholders'
meeting need not be counted toward the
transaction amount.
Article 28	Article 28	The article was amended
When SCBC is acquiring or disposing of	If any of the following circumstances	following amendments on
assets under any of the following	occurs in the Company's acquisition or	articles in "Regulations
circumstances, it shall publicly announce	disposal of assets, the relevant	Governing the Acquisition
and report the relevant information on	information shall be declared on the	and Disposal of Assets by
the FSC's designated website in the	FSC's designated website based on its	Public Companies" made
appropriate format as prescribed by	nature within two days from the date of	by Financial Supervisory
regulations within 2 days counting	occurrence of the fact:	Commission.
inclusively from the date of occurrence	1. Acquisition or disposal of real estate
of the event:	or right-of-use assets thereof from or to a
1. Acquisition or disposal of real	related party, or acquisition or disposal
property or right-of-use assets	of assets other than real estate or
thereof from or to a related party, or	right-of-use assets thereof from or to a
acquisition or disposal of assets	related party where the transaction
other than real property or	amount reaches NTD 300 million or
right-of-use assets thereof from or	more; provided that this shall not apply
to a related party where the	to trading of domestic government bonds
transaction amount reaches	or bonds under repurchase and resale
NT\$300 million or more; provided,	agreements, or subscription or
this shall not apply to trading of	redemption of money market funds
domestic government bonds or	issued by domestic securities investment

bonds under repurchase and resale	trust enterprises.
agreements, or subscription or	2. The Company's merger, division,
redemption of money market funds	acquisition or share exchange
issued by domestic securities	3. The loss of derivative transactions
investment trust enterprises.	reaches the total or individual contract
2. Merger, demerger, acquisition, or	loss limit specified in Article 18.1(5)(B).
transfer of shares.	4. Where equipment or right-of-use
3. Losses from derivatives trading	assets thereof for business use are
reaching the limits on aggregate	acquired or disposed of, and furthermore
losses specified in Article 18. 1 (5)	the transaction counterparty is not a
B or limit on losses on individual	related party, and the transaction amount
contracts set out in the procedures	reaches NTD 500 million or more. And
adopted by the company.	if the Company has its paid-in capital
4. Where equipment or right-of-use	reaches NTD 10 billion or more, the
assets thereof for business use are	transaction amount reaches NTD 1
acquired or disposed of, and	billion or more.
furthermore the transaction	5. Where land is acquired under an
counterparty is not a related party,	arrangement on engaging others to build
and the transaction amount reaches	on the Company's own land, engaging
NT\$500 million or more. When	others to build on rented land, joint
SCBC's paid-in capital is NT\$10	construction and allocation of housing
billion or more, the transaction	units, joint construction and allocation of
amount reaches NT\$1 billion or	ownership percentages, or joint
more.	construction and separate sale, and
5. Where land is acquired under an	furthermore the transaction counterparty
arrangement on engaging others to	is not a related party, and the amount the
build on the company's own land,	company expects to invest in the
engaging others to build on rented	transaction reaches NTD 500 million or
land, joint construction and	more.
allocation of housing units, joint	6. In case of asset transaction other than
construction and allocation of	any of those referred to in the preceding
ownership percentages, or joint	five sections, or an investment in
construction and separate sale, and	Mainland China reaches NTD 300
furthermore the transaction	million or more, however not applicable
counterparty is not a related party,	to the following circumstances:
and the amount the company	(1) Trading of domestic government
expects to invest in the transaction	bonds.
reaches NT\$500 million.	(2) Trading of bonds under repurchase
6. Where an asset transaction other than	and resale agreements, or subscription or

any of those referred to in the	redemption of money market funds
preceding five subparagraphs, a	issued by domestic securities investment
disposal of receivables by a	trust enterprises.
financial institution, or an	The amount of transactions stipulated in
investment in the mainland China	the preceding sub-paragraph shall be
area reaches NT\$300 million;	calculated as follows, provided that
provided, this shall not apply to the	excluding the part which has been
following circumstances:	regulated and announced in these
(1) Trading of domestic government	Guidelines:
bonds or foreign government	1. The amount of each transaction.
bonds with a rating that is not	2. The total amount of all transactions
lower than the sovereign rating of	with the same counterparty in one year
Taiwan.	for assets of the same nature.
(2) Trading of bonds under repurchase	3. The cumulative transaction amount of
and resale agreements, or	acquisitions and disposals (cumulative
subscription or redemption of	acquisitions and disposals, respectively)
money market funds issued by	of real estate or right-of-use assets
domestic securities investment	thereof within the same development
trust enterprises.	project within the preceding year.
The amount of transactions above shall	4. The total amount of transactions of the
be calculated as follows; provided, the	same securities (with acquisition and
amount that has been publicized in	disposal accrued separately) in one year.
accordance with the regulations herein	The Company shall enter into the FSC's
may not be calculated:	designated website by the 10th of each
1. The amount of any individual	month the information about the
transaction.	derivative transactions of the Company
2. The cumulative transaction amount	and its non-public domestic subsidiaries
of acquisitions and disposals of	as of the end of the previous month in
the same type of underlying asset	accordance with the FSC's prescribed
with the same transaction	format.
counterparty within the preceding	If there is any error or omission in the
year.	Company's announcement in accordance
3. The cumulative transaction amount	with the regulations, then it shall make
of acquisitions and disposals	another announcement of all such
(cumulative acquisitions and	information again within two days from
disposals, respectively) of real	the day of awareness of the fact.
property or right-of-use assets	The Company shall obtain and keep at
thereof within the same	its premises the relevant contracts, the
development project within the	meeting minutes, the reference books,

preceding year.	the appraisal reports, and the opinions of
4. The cumulative transaction amount	the accountant, the lawyer and the
of acquisitions and disposals	securities underwriter. Unless otherwise
(cumulative acquisitions and	required by law, such documents shall be
disposals, respectively) of the	retained for at least five years.
same security within the
preceding year.
The Company shall compile monthly
reports on the status of derivatives
trading engaged in up to the end of the
preceding month by the company and
any subsidiaries that are not domestic
public companies and enter the
information in the prescribed format
into the information reporting website
designated by the FSC by the 10th day
of each month.
When the Company at the time of
public announcement makes an error or
omission in an item required by
regulations to be publicly announced
and so is required to correct it, all the
items shall be again publicly announced
and reported in their entirety within two
days counting inclusively from the date
of knowing of such error or omission.
When the Company is acquiring or
disposing of its assets, it shall keep all
relevant contracts, meeting minutes, log
books, appraisal reports and CPA,
attorney, and securities underwriter
opinions at the company, where they
shall be retained for 5 years except
where another act provides otherwise.

Annex 9:List of candidates for the 18th director (independent director)

Candidates for Directors(independent directors) of the 18th term of the
Board of Directors.

Category	Name	Share Held	Education and Experience
Director	Ministry of Economic Affairs Representative: CHENG, WEN-LON	105,070,366	.Ph.D., University of Washington, USA .Chairman of CSBC, Taiwan .Deputy Director, Public Construction Committee, Executive Yuan .Deputy Mayor, Kaohsiung City Government
Director	Ministry of Economic Affairs Representative: WEI, CHENG-TZU	105,070,366	.Graduated from Marine Engineering Department, NKMU .President of CSBC, Taiwan .Executive vice President of CSBC Corporation, Taiwan
Director	Ministry of Economic Affairs Representative: HUANG,JIH-CHIN	105,070,366	.Graduated from Sheet Metal Department, National Tainan Industrial High School .Chairman of Employees' Welfare Committee, CSBC .Chairman of Labor Union, CSBC .Technician of QA Department, CSBC .Chairman of Employees' Welfare Committee, CSBC
Director	Ministry of Economic Affairs Representative: LI,GUO-JI	105,070,366	.Graduated from Kuang Lung Vocational High School .Executive Supervisor of Keelung Yard Labor Union, CSBC .Foreman of Erection Shop Keelung Yard, CSBC
Director	Ministry of National Development Fund, Executive Yuan: WU,WEN-KUEI	136,032,305	.Master, Department of Earth Science, NCKU .Counselor Adjunct Director of Office the Zhongxing New Village Revitalization Project .Deputy Director and Director of Central Region Branch, National Property Administration Director, Ministry of Finance
Director	Ministry of National Development Fund, Executive Yuan: LIN,CHIH-LUNG	136,032,305	.Ph.D. of National Sun Yat-sen University .Vice president of MIRDC .Adjunct Associate Professor of Chemical and Materiais

			Engineering of KUAS
Director	Ministry of National Development Fund, Executive Yuan: WANG,CHAU-CHANG	136,032,305	.Ph.D of Mechanical Engineering,Pennsylvania State University, USA .Professor of Institute of Undersea Technology .Director of Taiwan Ocean Research Institute .Dean of the College of Marine Sciences, National Sun Yat-sen University
Director	Ministry of National Development Fund, Executive Yuan: MAO,ZHEN-TAI	136,032,305	.Ph.D.of Civil Engineering,National Central University .Director of Congress and press contact Center, National Development Fund .Deputy of National Spatial director Planning and Development departmentr, National Development Fund
Director	Ministry of National Defense Industrial Developmengt Fundation: FANG,MAO-HUNG	53,571,428	.War College,NDU .Administrative Deputy Minister .Deputy commander of the army .Director of Armaments Bureau, MND
Director	Yao-Hwa Co., Ltd Management Commission	64,603,733	-
Director	CPC (Corporation, Taiwan Representative)	23,777,487	-
Director	Kaohsiung City Industrial Labor Union of CSBC	801,259	-
Independent Director	LIEU, DER-MING	0	.Ph.D. Institute of Economics, Ohio State University, USA .Professor of Financial Management Department, National Sun Yat-sen University .Consultant of Securities and Futures Management Committee Ministry of Finance
Independent Director	LIN, HUI-JENG	0	.Ph.D. of Naval Architect Engineering, National Taiwan University

			.Director of Chun Yu Works & Co., Ltd. .Chairman of Chun Yu Works & Co., Ltd. .Professor, National Taiwan
Independent Director	CHEN, CHIH-YANG	0	University .Master of Law, National Chung Hsing University .Director of the Chen Chih Yang Law Firm

Appendix

Appendix 1:Rules of Shareholders' Meeting Rules of Procedure for Shareholders' Meeting CSBC Corporation, Taiwan

Passed in the 1st extraordinary shareholders' meeting of 2002 on December 9, 2002 Passed in the 1st extraordinary shareholders' meeting of 2008 on March 24, 2008 Passed in the general shareholders' meeting of 2008 on June 20, 2008 Passed in the general shareholders' meeting of 2012 on June 13, 2012 Passed in the general shareholders' meeting of 2014 on June 26, 2014 Passed in the general shareholders' meeting of 2015 on June 29, 2015 Passed in the general shareholders' meeting of 2020 on June 17, 2020 Passed in the general shareholders' meeting of 2021 on August 25, 2021
1. Except as otherwise provided in the laws and regulations, the procedure of the shareholders' meetings of CSBC Corporation, Taiwan (hereinafter referred to as the Company) shall be handled in accordance with these Rules.
1. The shareholder referred to in these Rules means the shareholder him/herself or the representative appointed by the shareholder or the shareholder's proxy for attending the meeting.
1. Except as otherwise provided in the laws and regulations, the shareholders' meeting of the Company shall be convened by the board of directors.

The Company shall, 30 days before a general shareholders' meeting or 15 days before an extraordinary shareholders' meeting, produce the shareholders' meeting notice, the power of attorney form, and the information about items for recognition and discussion and election or dismissal of directors into an electronic file for upload on the MOPS. In addition, the Company shall, 21 days before a general shareholders' meeting or 15 days before an extraordinary shareholders' meeting, produce the rules of procedures for the shareholders' meeting and supplementary materials into an electronic file for upload on the MOPS. The Company shall, 15 days before a shareholders' meeting, prepare the shareholders' meeting agenda handbook and supplementary materials and make them available for the shareholders to obtain and review at any time. In addition, the handbook shall be displayed at the Company and its stock registrar and transfer agent, and distributed on-site at the meeting.

The meeting notice and announcement shall contain the reasons for convening the meeting. The notice delivery may be done electronically with the consent of the counterparty.

The election or dismissal of directors, or amendments to the Articles of Association, or dissolution, merger, or division of the Company, or matters in the provisions of Article 185 of the Company Law, Articles 26.1 or 43.6 of the Securities Exchange Act, or Articles 56.1 or 60.2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be listed in the reasons for convening the meeting and shall not be brought up as extraordinary motions.

Where re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders' meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to the company a proposal for discussion at a regular shareholders meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda.

Prior to the book closure date before a regular shareholders' meeting is held, the company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

The shareholder's proposal shall be no more than 300 words. Proposals more than 300 words will not be included as motions. The shareholder making the motion proposal shall be present at or appoint a proxy to attend the shareholders' meeting and participate in the discussion of the motion.

The Company shall notify the shareholder making the motion proposal of the results of the processing before the notice of convening the shareholders' meeting, and include in the meeting notice the motions meeting the criteria of the Article. For a shareholder's proposal not included in the motions, the board of directors shall state the reasons in the shareholders' meeting.

The shareholders shall, at each shareholder's meeting, issue a power of attorney in the form printed by the Company, specify the scope of authorization, and appoint a proxy to attend the shareholders' meeting.

Each shareholder is limited to issuing one power of attorney and appointing

one proxy only. The power of attorney shall be delivered to the Company 5 days before the shareholders' meeting. If the power of attorney is duplicated, the first one that is delivered shall prevail. This requirement does not apply to a statement revoking the former power of attorney.

Upon the delivery of the power of attorney to the Company, the shareholder who wishes to attend the shareholders' meeting in person or wishes to exercise the voting right in writing or electronically shall notify the Company in writing to the cancel the proxy appointment 2 days before the shareholders' meeting, otherwise the voting right exercised by the appointed proxy who attends the meeting shall prevail.

1. The time and place of the shareholders' meeting shall be determined by the board of directors, and the meeting shall be held at the place where the head office of the Company is located or a place convenient for the shareholders' attendance and suitable for holding the shareholders' meeting. The meeting start time shall not be earlier than 9:00 am or later than 3:00 pm.
1. The Company shall prepare a rules-of-procedure handbook for the shareholders' meeting and announce the rules-of-procedure handbook and other relevant information before the shareholders' meeting.

The measures concerning the time, manner and main matters in the rules of procedure handbook in the aforesaid announcement and other matters to be followed shall be determined by the securities regulatory authority.

The attendance at the shareholders' meeting shall be determined by the submission of the attendance card to the Company by either the shareholder or the proxy appointed by the shareholder.

The Company shall deliver the rules-of-procedure handbook, annual report, attendance certificate, speech slip, vote and other meeting information to the shareholders present at the shareholders' meeting. If there is an election of directors, the election ballot shall also be delivered

The shareholder shall attend the shareholders' meeting by attendance certificate, attendance card or other attendance documents. The Company shall not arbitrarily add any other supporting documents to prove the identity of the shareholders. The solicitor for the power of attorney shall carry identity documents for verification.

If the government or a legal person is a shareholder, the representative for the shareholders' meeting is not limited to one person only. If a legal person is appointed to attend the shareholders' meeting, only one representative shall be sent.

If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. If the chairperson of the board is on leave or for any reason and unable to exercise the powers of a chairperson, the chairperson shall appoint one of the directors to act as the chairperson for the meeting. If the chairperson does not make such an appointment, then the chairperson for the meeting shall be elected among the directors.

If the shareholders' meeting is convened by a party other than the board of directors, the chairperson of the meeting shall be the convening party. If there are two or more convening parties, one of them shall be elected as the chairperson.

For a shareholders' meeting convened by the board of directors, the chairperson shall personally presided over the meeting, and shall have more than half of the directors of the board and at least one member from each functional committee attend the meeting. The attendance shall be recorded in the meeting minutes.

The Company may appoint its lawyer, accountant or related persons to attend the shareholders' meeting in a non-voting capacity.

1. The Company shall audio-record or video-record the whole process of the shareholders' meeting, and shall retain the recording together with the attending shareholders' sign-in register and the powers of attorney for at least one year. For any lawsuit filed by a shareholder in accordance with Article 189 of the Company Law, such documents shall be kept until the end of the proceedings.
1. The attendance of the shareholders' meeting shall be on a share basis. The number of shares represented by the attending shareholders shall be based on the sign-in register or the attendance cards submitted, plus the number of shares with the voting rights exercised in writing or electronically.

The chairperson shall call the meeting to order at the scheduled meeting start time,and announce relevant information of the number of non-voting rights and the number of shares present at the time. If the attending shareholders do not represent a majority of the total number of shares issued, the chairperson may announce a postponement, provided that no more than two such postponements for a combined total length of no more than 1 hour may be made. If after two postponements the attending shareholders still represent less than one third of the total number of issued shares, the chairperson shall announced the meeting aborted.

If the quorum is not met after two postponements as referred to in the

preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, then pursuant to Paragraph 1 of Article 175 of the Company Law, a tentative resolution may be adopted with the consent of the attending shareholders with the majority voting rights. The shareholders shall be informed of the tentative resolution, and another shareholders' meeting shall be convened within a month.

For the shareholders' meeting reconvened, shareholders representing one third or more of the total number of issued shares still have to attend, and the consent of the attending shareholders with the majority voting rights shall be obtained. A formal resolution shall be made.

10.If a shareholders' meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a shareholders' meeting convened by a party with the power to convene that is not the board of directors.

The chairperson may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders' meeting.

After the meeting is adjourned, the shareholders shall not elect another chairperson to continue the meeting at the original site or another place. However, if the chairperson declares the meeting adjourned in violation of the rules of procedure, with the consent of the attending shareholders with the majority voting rights, a new chairperson may be elected to continue the meeting.

The chairman shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, and may announce to suspend the discussion when it's necessary. As announced to close the discussion or stop the agenda item of the discussion, the chair shall call for a vote, and schedule sufficient time for voting.

Before speaking, an attending shareholder must write down on a speaker's slip

the subject of the speech, his/her shareholder account number (or attendance certificate number), and account name. The order in which the shareholders speak shall be set by the chairperson.

An attending shareholder who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

Except with the consent of the chairperson, a shareholder may not speak for more than twice on the same motion, and a single speech may not exceed 5 minutes. If a shareholder's speech violates the rules or exceeds the scope of the agenda item, the chairperson may terminate the speech.

At the time a shareholder is speaking, the other shareholders shall not speak and interfere except with the consent of the chairperson and the speaking shareholder, otherwise the chairperson shall stop this interfering behavior.

Where a legal-person shareholder appoints two or more representatives to attend a shareholders' meeting, only one of the representatives may speak on the same motion.

After an attending shareholder has spoken, the chairperson may respond in person or appoint a relevant person to respond.

The vote calculation of the shareholders' meeting shall be on a share basis. If the government or a legal person is a shareholder, its representative shall exercise the voting rights on behalf of the shareholder.

For the resolution of the shareholders' meeting, the shareholdings of shareholders with no voting rights shall not be included in the total number of shares issued.

Shareholders are not allowed to participate in the voting on matters with their own interests involved in that are potentially harmful to the interests of the Company, and shall not act on behalf of other shareholders to exercise their voting rights.

The number of shares with no voting rights in the preceding paragraph shall not be included in the number of voting rights of the shareholders who have attended the meeting.

A shareholder may entrust a proxy to attend the shareholders' meeting. Except trust businesses or stock agents approved by the competent authority, if a proxy is entrusted by two or more shareholders, the voting rights of the proxy shall not exceed 3% of the total number of voting rights of the issued shares, otherwise the voting rights exceeding the percentage shall not be counted.

Shareholders have one voting right for each share, except restricted shares or shares with no voting rights as listed in Item 2 of Paragraph 179 of the Company Law.

In the Company's shareholders' meeting, an electronic method shall be adopted for the exercise of voting rights, which may also be exercised in writing. The notice of the shareholders' meeting shall stipulate whether the voting rights are exercised in writing or electronically. Shareholders who exercise their voting rights either in writing or electronically are deemed to be present at the shareholders' meeting in person. However, they shall be deemed to abstain from extraordinary motions and amendments to the original motions of the shareholders' meeting.

For a shareholder who exercises the voting rights in writing or electronically in the preceding paragraph, the shareholder's decision shall be delivered to the Company 2 days before the date of the shareholders' meeting. If the decision is duplicated, the first one that is delivered shall prevail. This requirement does not apply to a statement revoking the former decision.

After a shareholder exercises the voting rights in writing or electronically, if the shareholder wishes to attend the meeting in person, he/she shall, in the same way as the exercise of the voting rights, cancel the decision on the exercise of the voting rights in the preceding paragraph 2 days before the date of the shareholders' meeting. If the cancellation is not made before the deadline, the voting rights exercised in writing or electronically shall prevail. If a shareholder exercises the voting rights in writing or electronically and entrusts a proxy by a power of attorney to attend the shareholders' meeting, the voting rights exercised by the entrusted proxy shall prevail.

Unless otherwise provided in the Company Law and the Articles of Association of the Company, a motion is subject to the consent of the majority of the shareholders' voting rights. When voting, the shareholders shall vote on a case-by-case basis after the chairperson or his/her designated person announces the total number of voting rights of the attending shareholders case-by-case basis, and the results of the shareholders' consent, objection and abstention shall be entered into the MOPS on the day after the shareholders' meeting.

At the time of the vote, if there is no objection after the chairperson's inquiry, the motion shall be regarded as passed, and it shall bear the same effectiveness as that of voting. If there is any objection, the voting method shall be adopted in accordance with the provisions of the preceding paragraph.

In the case of an amendment or an alternative to the same motion, the chairperson shall combine it with the original motion and determine the order of voting. If one of the motions is passed, the other motion shall be deemed to be vetoed and no further voting shall be required.

The scrutineer of the motion and vote counting personnel shall be designated by the chairperson, but the scrutineer shall be a shareholder.

The results of the vote shall be announced on the spot and recorded accordingly.

If there is an election of directors in the shareholders' meeting, the election shall be handled in accordance with the election related regulations of the Company, and the results shall be announced on the spot,contains the list of elected directors and the number of voting rights and the list of unsuccessful directors.

The electoral votes for the preceding election shall be sealed and signed by the scrutineer and kept for at least one year. For any lawsuit filed by a shareholder in accordance with Article 189 of the Company Law, such documents shall be kept until the end of the proceedings.

The resolutions of a shareholders' meeting shall be recorded in the shareholders' meeting minutes to be signed or sealed by the chairperson, and be distributed to the shareholders within 20 days after the meeting. The preparation and distribution of the meeting minutes may be carried out electronically.

The distribution of the aforesaid meeting minutes may be carried out by way of a public announcement.

The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors or supervisors. The minutes shall be retained for the duration of the existence of the company.

The resolution of the preceding paragraph is based on the chairperson's inquiry with the shareholders. If the shareholders have no objection to the motion, it shall be recorded that "the motion is passed with no objection after the chairperson's inquiry with all the attending shareholders". However, if the shareholders object to the motion, it shall be recorded that the voting method was adopted as well as the number of voting rights for the motion and the ratio of such voting rights.

The number of shares solicited by the solicitors and the number of shares represented by the proxies shall be clearly disclosed in the prescribed statistical form and posted in the venue of the shareholders' meeting on the day of the shareholders' meeting.

In case a resolution of the shareholders' meeting belongs to major information specified in the decree and by the competent authority, the Company shall transmit the contents to the MOPS within the prescribed time.

The chairperson may direct the proctors (or security personnel) to help maintain the order at the meeting. When the proctors (or security personnel) help maintain the order at the meeting, they shall wear an identification card.

For shareholders who violate the rules of procedure, do not follow the chairperson's correction and disturb the conduct of the meeting, the chairperson may direct the proctors or security personnel to ask them to leave the venue.

During the course of a meeting, the chairperson may announce a break based on time considerations. In case of a force majeure event, the chairperson may rule the meeting temporarily suspended, and announce a meeting resumption time depending on the situation.

If the meeting venue can no longer be used before the end of the meeting agenda (including extraordinary motions), the shareholders may find another venue to continue the meeting.

A meeting resolution may be made to postpone or continue the shareholders' meeting within 5 days in accordance with the provisions of Article 182 of the Company Law.

1. Matters not stipulated in these Rules shall be handled in accordance with the pro-visions of the Company Law, the Articles of Association of the Company and relevant laws and regulations.
1. The Rules are implemented after the adoption of the resolution in the shareholders' meeting, and the same procedure applies to the amendments.

Appendix 2:Articles of Incorporation

CSBC Corporation, Taiwan Articles of Incorporation

Chapter I General Provisions

Article 1	The Company is organized in accordance with the provisions of the Company Law of the Republic of China, and is known as "
	CSBC Corporation, Taiwan".
Article 2	The businesses of the Company are as follows:
	(1) CA01030 Steel casting business
	(2) CA02010 Metal structure and construction component
	manufacturing business
	(3) CB01010 Machinery and equipment manufacturing business
	(4) CB01030 Pollution control equipment manufacturing
	business
	(5) CD01010 Ship and parts manufacturing business
	(6) CD01030 Automobile and parts manufacturing business
	(7) E599010 Piping engineering business
	(8) E601010 Electrical equipment business
	(9) E603120 Sandblasting engineering business
	(10) E604010 Mechanical installation business
	(11) E901010 Painting business
	(12) EZ15010 Insulation installation works
	(13) EZ99990 Other engineering business
	(14) F401021 Telecommunications-control RF equipment
	import business
	(15) I599990 Other design business
	(16) J101040 Waste disposal business
	(17) CD01070 Business port ship repair business (18) G301011 Shipping business
	(19) G302010 Boat operation business
	(20) G402011 Sea shipping contracting business
	(21) G403010 Ship rental industry
	(22) G406040 Business port ship barging business
	(23) G406051 Business port cargo tally business

(24) G406061 Business port cargo ship loading and unloading contracting business
(25) G407010 Salvage business
(26) G408010 Maritime rescue business
(27) ZZ99999 Businesses not prohibited or restricted by law, in addition to the permitted businesses.
Article 3 The office of the Company is located in the Kaohsiung City. If necessary, branch offices of the Company may be established with the approval of the board of directors.
Article 4 The Company may undertake external guarantees due to business needs, and the operations shall be handled pursuant to the endorsement and guarantee related measures of the Company.
Article 5 The announcement method of the Company shall be in compliance with the provisions of Article 28 of the Company Law.

Chapter II Shares

Article 6 The total capital of the Company is set at NT\$11,138,997,170 which is divided into 1,113,899,717 shares at NT\$10 per share which are issued in different batches.
Article 7 The stocks printed by the company shall be numbered and shall be comply with provisions of Article 162 of the Company Law.They shall be signed or stamped by the directors representing the company, and after obtaining the bank visa of the stock issuing visa holder in accordance with the law. If the shares issued by the Company are not in printed form, the

central depository shall be contacted for registration.

Article 8 The Company's shares are all in registered form, unless the Company issues scriptless shares. The share shall bear the real name of the shareholder. If the shareholder is the government or a legal person, the address and the real name of the shareholder or its representative shall be recorded in detail in the Company's shareholders' register. If the legal person is owned by two or more persons, one of them shall be appointed as the representative.

Article 9 For title transfer of shares, lost shares or destroyed shares, the matter shall be handled in accordance with the Company Law and the "Criteria Governing Handling of Stock Affairs by Public Companies" promulgated by the competent authority.
Article 10 When a new share is applied for due to share division, defacement or misappropriation, the Company may charge a processing fee.
Article 11 Shareholders shall submit the specimens of their signatures or seals to the Company for registration for the purpose of collecting dividends or exercising their rights.
Article 12 Where a shareholder's seal registered with the Company is lost, damaged or replaced, the matter as well as any other matters relating to the stock affairs of the Company shall be handled in accordance with the "Criteria Governing Handling of Stock Affairs by Public Companies" promulgated by the competent authority.
Article 13 Share title transfer shall be suspended 60 days before the date of the general shareholders' meeting, or 30 days before the extraordinary shareholders' meeting, or 5 days before the date on which the Company decides to distribute dividends, bonuses or other interests.

Chapter III Shareholders' Meeting

Article 14 The shareholders' meeting includes the general shareholders' meeting and the extraordinary shareholders' meeting:

(1) The general shareholders' meeting is convened at least once a year and is held within 6 months after the end of each fiscal year.

(2) The extraordinary shareholders' meeting is convened in accordance with the law when necessary.
Article 15 The convening procedures of the shareholders' meeting shall be handled in accordance with the provisions of the Company Law, the Securities Exchange Law and the relevant laws and regulations.
Article 16 Unless otherwise provided in the Company Law, the chairman of the board shall be the chairman of the shareholders' meeting.

If the chairman of the board is on leave or for any reason unable to exercise his or her duties, the chairman of the board shall appoint a director as the agent. If the chairman of the board does not make an appointment, the directors shall elect one of them to be the agent.

Article 17 For the passing of a resolution in a shareholders' meeting, unless otherwise provided in the Company Law, the shareholders' meeting shall be attended by more than half of the shareholders, and the resolution shall be approved by more than half of the attending shareholders before its implementation.
Article 18 Each share of the shareholder has one voting right, but the shareholder with any of the circumstances in Paragraph 2 of Article 179 of the Company Law shall have no voting rights.
Article 19 When a shareholder is unable to attend the shareholders' meeting for any reason, he/she shall handle the matter in accordance with the provisions of the Rules Governing the Use of Proxies for Attendance at Shareholder Meetings promulgated by the competent authority.
Article 20 The shareholders' meeting shall be handled in accordance with the rules of procedure of the shareholders' meeting of the Company.

The resolutions of the shareholders' meeting shall be recorded in the meeting minutes which shall be signed or sealed by the chairman and distributed to the shareholders within 20 days after the meeting. The meeting minutes together with the shareholders' sign-in register and the power of attorneys shall be kept at the Company.

The aforesaid meeting minutes may be produced electronically. The aforesaid meeting minutes may be distributed by way of a public announcement.

Chapter IV Directors and Audit Committee

Article 21 The Company has 10 to 15 seats of directors, and the candidates shall be nominated by the shareholders from the list of candidates. The term of directors shall not exceed three years, but directors may be re-elected.

According to the provisions of Article 14.2 of the Securities Exchange Law, at least three among the aforesaid directors of the Company shall be independent directors. The professional qualifications, shareholdings, part-time job restrictions, determination of independence and method of nomination of the independent directors and other matters to be followed shall be handled in accordance with the relevant securities management laws and regulations.

Independent directors and non-independent directors shall be nominated separately. The election shall be held jointly, but the seats shall be calculated separately.

The minimum shareholding ratio of all the directors of the Company shall be in compliance with the relevant securities management laws and regulations.

In order to diversify the risk of directors' liabilities, the Company shall, within their term of office, purchase liability insurance for them in respect of their business scopes for the liabilities they shall bear in accordance with the law.

Article 22 The remuneration of the directors of the Company is entrusted to the board of directors to determine, with the consideration of the value of their participation in the Company's operation, their contribution and the remuneration of the directors of peer companies.

Other benefits may be granted to the chairman of the board in accordance with the relevant provisions concerning the remuneration of practitioners in the business.

Article 23 For a shortfall of one-third of the directors' seats, an extraordinary shareholders' meeting shall be held in accordance with the provisions of the Company Law for an election of the directors.

In the event of a vacancy of a director from the government or a legal person, the government or the legal person shall appoint another representative to make up the original term.

Article 24 The authority of the board of directors is as follows:
1. Approving the Company's business plan.
1. Approving the Company's financial statements.
1. Establishing or amending the internal control system in accordance with the provisions of Article 14.1 of the Securities Exchange Law.
1. Establishing or amending the procedures for major financial activities such as the acquisition or disposal of assets, engagement in derivative transactions, loans to others and endorsements or guarantees according to the provisions of Article 36.1 of the Securities Exchange Law.
1. Fund raising, issuing or private fund raising of securities with the nature of equity.
1. Hiring and dismissal of financial, accounting or internal audit managers.
1. Donations to related parties or significant donations to non-related parties. Public welfare donations due to major natural disasters may be recognized in the next board meeting.
1. Issues which shall be decided in the shareholders' meeting or proposed in the board meeting, or major issues specified by the competent authority as stipulated in Article 14.3 of the Securities Exchange Law and other laws or regulations.
Article 25 The Company has set up the Audit Committee in accordance with the provisions of Article 14.4 of the Securities Exchange Law. The Audit Committee's responsibilities, organization rules and other matters to be followed shall be handled in accordance with the provisions of the Company Law, the Securities Exchange Law, other relevant laws and regulations and the rules and regulations of the Company.
Article 26 For the setup of the board of directors, more than two-thirds of the directors shall be present at the meeting and the consent of the majority of the attending directors shall be obtained. A chairman shall be elected among the directors to perform all the affairs of the Company in accordance with the decrees, articles of association, and the resolutions of the shareholders' meeting and the board meeting. The chairman of the board internally is the chairman of the shareholders' meeting and the board meeting, and externally represents the Company.

If the board meeting is conducted via video, the directors shall be deemed to be present in person via video.

Article 27 Except that the first board meeting of each term of directors shall be convened by the director with votes representing the most voting rights or in accordance with the provisions of the Company Law, the other board meetings shall be convened by the chairman of the board. The notice of the board meeting shall state the date, venue and cause of the meeting, and the directors and supervisors shall be notified in writing or electronically 7 days ago. In case of an emergency, a board meeting may be convened at any time. If the meeting notice is to be sent by electronic means, it is subject to the consent of the counterparties.
Article 28 The chairman is also the chairman of the board. If the chairman of the board can not perform his/her duty for any reason, he/she shall appoint one of the directors to act as the agent. If the chairman does not make the appointment, then the directors shall elect one of them to be the agent.
Article 29 For the passing of a resolution in a board meeting, except as otherwise provided in the Company Law, the board meeting shall be attended by more than half of the directors, and the resolution shall be approved by more than half of the attending directors before its implementation.
Article 30 The director may, pursuant to Article 205 of the Company Law, issue a power of attorney and list the scope of authorization to appoint another director to attend the board meeting. The appointed director may exercise the voting rights within the scope of authorization, but each director may accept the authorization of one person only. A director living abroad may appoint another director in writing to attend the board meeting on a regular basis.

Chapter V Human Resources

Article 31 The Company has one general manager and several managers. The appointment, dismissal and remuneration of the managers shall be handled in accordance with the provisions of Article 29 of the Company Law.

Article 32 The general manager shall handle the affairs of the Company under the supervision of the board of directors. The managers shall assist the general manager in the duties of the general manager, and shall have the right to sign on behalf of the Company within the scope of the approved regulations or written authorization of the general manager.
Article 33 The general manager may hire other employees required by the Company within the number of employees approved by the board of directors.

Chapter VI Financial Statements

Article 34 At the end of each accounting year of the Company, the following documents shall be prepared by the board of directors for delivery to the audit committee 30 days before the general shareholders' meeting for review and then submission to the shareholders' meeting for recognition:
1. The business report
1. The financial statements
1. The motion concerning earnings distribution or loss make-up
Article 35 If the Company has a profit for the year, it shall distribute an employee bonus of not less than 1 percent and not more than 5 percent of the profit, and the payment may be made in share or in cash. The directors' remuneration shall not be more than 1 percent of the profit. However, if the Company still has an accumulated loss, it shall make up for the loss first.

The profit for the current year in the first paragraph refers to the pre-tax profit for the current year before the deduction of the employee bonus and the directors' remuneration.

For the distribution of the employee bonus and the directors' remuneration, the board meeting shall be attended by more than two-thirds of the directors, and the resolution shall be approved by more than half of the attending directors. The payment shall be made in one go.

Article 35.1 If there is a surplus after the current year's accounts, the Company shall first pay the business income tax according to law and make up for the accumulated loss in the previous years. If there is a balance, the Company shall appropriate 10% of it as the statutory surplus reserve. However, if the statutory surplus reserve has reached the total amount of paid-in capital, then this requirement does not apply. A special surplus reserve shall then be appropriated according to Article 41 of the Securities Exchange Law. If there is still a balance, the board of directors shall draft a distribution proposal for the resolution of the shareholders' meeting and the distribution afterwards.

The Board of Directors may distribute all or part of the dividends and bonuses, capital surplus or legal reserve in cash, on condition that more than 2/3 of the Board have attended the meeting and more than half of the attendees approved, and a report shall be submitted to the shareholder's meeting. Resolution via shareholder's meeting as mentioned in the preceding parapgraph shall not apply.

In accordance with the Company's operating environment, growth, future capital needs and long-term financial planning, as well as to meet the shareholders' cash needs, the Company may appropriate more than 10% of the aforesaid distributable earnings as cash and stock dividend. The proportion of cash dividend shall not be less than 10% of the total dividend.

Chapter VII Supplementary Provisions

Article 36 The Company's organization rules and important rules of business dealing, and the division of responsibilities among the board of directors, the chairman of the board and the general manager shall be approved by the board of directors. The details of the duties of the management department shall be approved by the general manager.
Article 37 If the Company revokes its public offering in future, it shall propose the resolution to the shareholders' meeting and shall not change the provisions during the listing period.

Article 38 Matters not stipulated in the Articles of Association shall be handled in accordance with the provisions of the Company Law and other relevant laws and regulations.

Article	The Articles of Association were established on
39	July 27, 1973.

No.	Amendment date	Remarks
1	February 16, 1974	Passed in the 1974 extraordinary
		shareholders' meeting.
2	November 18, 1975	Passed in the 1975 extraordinary
		shareholders' meeting.
3	July 16, 1976	Passed in the 1976 general shareholders'
		meeting.
4	January 27, 1977	Passed in the 1977 general shareholders'
		meeting.
5	December 20, 1977	Passed in the 1977 extraordinary
		shareholders' meeting.
6	December 14, 1978	Passed in the 1978 general shareholders'
		meeting.
7	December 20, 1979	Passed in the 1979 general shareholders'
		meeting.
8	December 19, 1980	Passed in the 1980 general shareholders'
		meeting.
9	April 9, 1982	Passed in the 1982 general shareholders'
		meeting.
10	March 8, 1983	Passed in the 1983 general shareholders'
		meeting.
11	December 20, 1983	Passed in the 1983 general shareholders' meeting.
12	December 18, 1984	Passed in the 1984 general shareholders'
		meeting.
13	December 17, 1985	Passed in the 1985 general shareholders'
		meeting.
14	December 30, 1986	Passed in the 1986 general shareholders'
		meeting.
15	October 27, 1987	Passed in the 1987 general shareholders'
		meeting.
16	September 13, 1988	Passed in the 1988 general shareholders'
		meeting.
17	September 29, 1989	Passed in the 1989 general shareholders'
		meeting.
18	May 29, 1990	Passed in the first 1990 extraordinary
		shareholders' meeting.
19	December 10, 1990	Passed in the 1990 general shareholders'
20	April 24, 1992	meeting. Passed in the 1991 general shareholders'
		meeting.
21	November 5, 1992	Passed in the 1992 general shareholders'
		meeting.
22	February 11, 1993	Passed in the 1992 extraordinary
		shareholders' meeting.

23	October 27, 1995	Passed in the 1995 general shareholders' meeting.
24	December 27, 1995	Passed in the second 1995 extraordinary shareholders' meeting.
25	September 20, 1996	Passed in the 1996 general shareholders' meeting.
26	September 30, 1997	Passed in the 1997 general shareholders' meeting.
27	March 25, 1998	Passed in the first 1998 extraordinary shareholders' meeting.
28	June 15, 2000	Passed in the first 2000 extraordinary shareholders' meeting.
29	June 8, 2001	Passed in the 2001 general shareholders' meeting.
30	June 14, 2002	Passed in the 2002 general shareholders' meeting.
31	December 9, 2002	Passed in the first 2002 extraordinary shareholders' meeting.
32	December 9, 2002	Passed in the first 2002 extraordinary shareholders' meeting.
33	June 23, 2003	Passed in the 2003 general shareholders' meeting.
34	June 23, 2003	Passed in the 2003 general shareholders' meeting.
35	September 5, 2003	Passed in the first 2003 extraordinary shareholders' meeting.
36	September 5, 2003	Passed in the first 2003 extraordinary shareholders' meeting.
37	November 28, 2003	Passed in the second 2003 extraordinary shareholders' meeting.
38	November 28, 2003	Passed in the second 2003 extraordinary shareholders' meeting.
39	June 16, 2006	Passed in the 2006 general shareholders' meeting.
40	March 1, 2007	Passed in the first 2007 extraordinary shareholders' meeting.
41	December 14, 2007	Passed in the second 2007 extraordinary shareholders' meeting.
42	March 24, 2008	Passed in the first 2008 extraordinary shareholders' meeting.
43	February 13, 2009	Passed in the first 2009 extraordinary shareholders' meeting.
44	June 23, 2009	Passed in the 2009 general shareholders' meeting.
45	June 13, 2012	Passed in the 2012 general shareholders' meeting.
46 47	June 26, 2013 June 26, 2014	Passed in the 2013 general shareholders' meeting. Passed in the 2014 general shareholders'
		meeting.

48	June 23, 2016	Passed in the 2016 general shareholders' meeting.
49	June 26, 2019	Passed in the 2019 general shareholders' meeting.
50	June 17, 2020	Passed in the 2020 general shareholders' meeting.

Appendix 3:Regulations for the Election of Directors

Regulations for the Election of Directors of CSBC Corp., Taiwan

Adopted at the first special shareholders' meeting of 2008 on March 24, 2008 Adopted at the regular shareholders' meeting of 2014 on June 26, 2014 Adopted at the regular shareholders' meeting of 2015 on June 29, 2015

Article 1 Unless otherwise provided by laws, regulations or the Articles of Incorporation, the directors of the Company shall be elected in accordance with the Regulations.
Article 2 The Company shall adopt the candidates nomination system set forth in Article 192-1 of the Company Act for the election of its directors.

The single, open-ballot, cumulative voting method shall be employed for the election of directors of the Company. The number of voting rights per share is equal to the number of directors to be elected. Shareholders may exercise all of their voting rights for one candidate or divide them up between candidates.

Article 3 Independent directors shall comply with the qualification requirements set forth in Articles 2, 3 and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.

The election of independent directors shall conform to Articles 5, 6, 7, 8 and 9 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with Article 24 of the Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies.

Article 4 The board of directors shall prepare ballots in numbers equal to the directors to be elected and specify the number of voting rights on each of the ballots before distributing them to the shareholders attending the shareholders' meeting.

The attendance card numbers printed on the ballots may be used instead of the names of voters.

Article 5 Independent and non-independent directors shall be elected at the same time, but the numbers of independent and non-independent directors elected shall be calculated separately.

The voting rights for independent and non-independent director positions shall be calculated separately according to the number of directors of the Company as specified in the Articles of Incorporation. Those receiving votes that represent most voting rights will be elected in the sequence of the number of voting rights. When two or more candidates receive the same number of voting rights, thus exceeding the specified quota, they shall draw lots to determine the winner. The chair shall draw lots on behalf of any candidate who is not present.

Article 6 Prior to the election, the chair shall appoint a number of people with shareholder status to perform various duties of vote monitoring and counting personnel.
Article 7 The ballot boxes for the election of directors shall be prepared by the board of directors and publicly examined by the vote monitoring personnel before the vote commences.
Article 8 If a candidate is a shareholder, voters shall indicate the candidate's account name and shareholder account number or identification number in the "candidate" column on the ballot. If the candidate is a non-shareholder, his/her name and identification number shall be provided. However, if the candidate is a government agency or corporate shareholder, the name of the government agency or corporate shareholder, or the names of both the government agency or corporate shareholder and its

representative, shall be indicated in the "candidate's account name" column on the ballot. When there are more than one representative, the name of each representative shall be provided.

Article 9 A ballot is invalid under any of the following circumstances:
(1) The ballot used does not conform to the provisions of the Regulations;
(2) A blank ballot is placed in the ballot box;
(3) The writing is unclear and illegible or has been altered;
(4) The candidate whose name is indicated on the ballot is a shareholder, but his/her account name and shareholder account number do not conform to those provided in the shareholder register, or the candidate whose name is indicated on the ballot is a non-shareholder, and a cross-check shows that his/her name and identification number do not match;
(5) Words other than the candidate's account name (or name) or shareholder account number (or identification number) and the number of voting rights allotted are written on the ballot;
(6) The candidate's account name (or name) or shareholder account number (or identification number) is not indicated on the ballot;
(7) Two or more candidates are indicated on the same ballot;
(8) The name of the candidate indicated on the ballot is identical to that of another shareholder, but no shareholder account number or identification number is provided to identify the candidate.
Article 10 The voting rights shall be calculated at the site immediately after the end of the vote, and the results of the calculation, including the list of elected directors, shall be announced by the chair at the site.
Article 11 The board of directors of the Company shall issue a notification for winning candidates to each elected director.

Article 12 The Regulations shall come into effect upon approval at a shareholders' meeting. The same procedure shall also apply to any amendment thereto.

This English version is a translation of the Regulations for the Election of Directors in Chinese. In case of any discrepancy, the Chinese version shall prevail.

Appendix 4:Procedures for Acquisition or Disposal of Assets

CSBC Corporation, Taiwan "Procedures for Acquisition or Disposal of Assets"

Established on July 24, 2008, reference Chuan-Tsai No. 0970003187 Amended on June 7, 2010, letter reference Chuan-Tsai No. 099000128 Amended on June 15, 2012, letter reference Chuan-Tsai No. 1010000964 Amended on June 28, 2013, letter reference Chuan-Tsai No. 1020001052 Amended on July 1, 2014, letter reference Chuan-Tsai No. 1030001079 Amended on June 28, 2017, letter reference Chuan-Tsai No. 1067150089 Amended on January 9, 2018, letter reference Chuan-Tsai No. 1067150169 Amended on July 2, 2019, letter reference Chuan-Tsai No. 1087250128 Amended on August 31, 2021, letter reference Chuan-Tsai No. 1107250242

Chapter I General Provisions

Article 1 These Key Points are established in accordance with the provisions of Article 6-1 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies (hereinafter referred to as the Regulations) promulgated by the Financial Supervisory Commission ((hereinafter referred to as the FSC).
Article 2 The term "assets" referred to in these Key Points includes the following:
1. Investment such as stocks, bonds, corporate bonds, bank indentures, fund securities, depository receipts, call (put) warrants, beneficiary securities and asset-back securities, etc.
1. Real estate (including land, buildings and fixtures, real estate of an investment nature) and equipment.
1. Memberships.
1. Patents, copyrights, trademarks, franchise rights and other intangible assets.
1. Right-of-use assets.
1. Derivative products.
1. Assets acquired or disposed of through a merger, division, acquisition or share exchange in accordance with law.
1. Other major assets.
Article 3 The terms in these Key Points are defined as follows:
1. Derivatives: refer to forward contracts, options contracts, futures contracts, leverage contracts, or swap contracts, whose value is derived from a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable; or hybrid contracts combining the above contracts; or hybrid contracts or structured products containing embedded derivatives. The term "forward contracts" of which definition does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or long-term purchase (sales) contracts.
1. Assets acquired or disposed through mergers, demergers, acquisitions or share transfers in accordance with law: refer to assets that are acquired or disposed through mergers, demergers, acquisitions or share transfers pursuant to Business Mergers and Acquisitions Act, the Financial Holding Company Act, the Financial Institutions Merger Act or other laws, or acceptance of other companies' shares pursuant to Article 156-3 of the Company Act on issuance of new shares (hereinafter referred to as "share transferee").
1. Related party or subsidiary: as defined in the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
1. Professional appraiser: this refers to real estate appraisers or other appraisers who carry out appraisals of real estate or equipment in accordance with law.
1. Date of occurrence of the fact: the date of contract signing, the date of payment, the date of consignment trade, the date of title transfer, the date of the boards of directors' resolution, or another date on

which the counterparty and monetary amount of the transaction can be confirmed, whichever date is earlier. For an investment for which an approval of the competent authority is required, the earlier of the dates above or the date of receipt of approval of the competent authority shall prevail.

1. Investment in mainland China: an investment in mainland China approved by the Investment Commission of the Ministry of Economic Affairs in accordance with the provisions of the Regulations Governing Permission for Investment or Technical Cooperation in the Mainland Area.
1. Within one year: one year retrospectively from the date of acquisition, disposal or occurrence of the transaction of assets.
1. The term "recent financial statements" means the publicly announced financial statements of the Company that have been audited or certified by a CPA before the acquisition or disposal of assets.
1. The provisions concerning ten percent of the total assets in the Key Points are calculated on the basis of the total amount of assets in the latest individual or respective financial statements as provided in the guidelines for the securities issuer's preparation of financial statements.
Article 4 Professional appraisers and their officers, certified public accounts, attorneys, and securities underwriters that provide the Company with appraisal reports or opinions, shall meet the following requirements: 1. May not have previously received a final and unappealable sentence

to imprisonment for 1 year or longer for a violation of the Securities and Exchange Act, the Company Act, the Banking Act, the Insurance Act, the Financial Holding Company Act, the Business Entity Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crime. However, this provision does not apply if 3 years have already passed since completion of service of the sentence, since expiration of the period of a suspended sentence, or since a pardon was received.

May not be a related party or de facto related party of party to the transaction.
If the company is required to obtain appraisal reports from two or more professional appraisers, the different professional appraisers or appraisal officers may not be related parties or de facto related parties of each other.

Article 5 Any amendment to these Guidelines or acquisition or disposal of separate assets, which should be approved by the Board of Directors in accordance with these Guidelines or other laws and regulations, any deliberations by the Board of Directors should take into full consideration the views of each Independent Directors. Where an Independent Director raises objection or reserves his or her opinion (including written statement), should be recorded in the meeting minutes of the Board of Directors.

The amendment to these Guidelines and transaction involving major assets or derivatives shall require the approval of a simple majority of all members of the Audit Committee, with such decisions submitted to the Board of Directors for its approval.

In the event that the proposal as preceding sub-paragraph , which fails to be adopted by a simple majority of all members of the Audit Committee i, such proposal may be implemented, if approved by two-thirds or more of all Directors, and the resolution of the Audit Committee should be recorded in the meeting minutes of the Board of Directors.

Chapter II Disposal Procedures

Section 1 Asset Acquisition or Disposal

Article 6 The practice procedures and the department in charge of for the acquisition and disposal of assets : 1. Assets acquired or disposed of through long-term equity investment on other incorporated or newly incorporated company: carried out in compliance with Paragraphs 7 and 9 of these Guidelines and Guidelines for Re-investment of the Company.

Investment on stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depository receipts, call (put) warrants, beneficial interest securities and asset-backed securities, etc.: carried out in compliance with Paragraphs 7 and 9 of these Guidelines and Procedures for Financial Product Transactions of the Company.
Real estate, equipment or its right-of-use assets: carried out in compliance with Paragraph 8 of these Guidelines and Guidelines for Fixed-Asset Management.
Other assets: unless regulated otherwise in the Company Act, Business Mergers and Acquisitions Act, other laws or regulations, the Articles of Association of the Company and Sections 3 and 4 of this Chapter, should be submitted for the approval by General Manager after the evaluation by the planning unit.

Article 7 The total amount of investment, limitation on individual items, and total amount of real estate which are not for business use by the Company and its subsidiaries are regulated as follows:

The total amount of investment of the Company shall not exceed 40% of the Company's paid-in capital, in which investment in securities that are not long-term re-investments shall not exceed 10% of the Company's paid-in capital.

The limitation on individual items concerning long-term re-investment of the Company is shall not exceed 35% of the Company's paid-in capital, investment in securities that are not long-term re-investments of which limitation on individual securities shall not exceed 5% of the Company's paid-in capital.

Save for Subsidiary with investment as its primary business, the total amount of investment of each Subsidiary shall not hall not exceed 40% of the Subsidiary's paid-in capital, investment of securities that are not long-term re-investments shall not exceed 10% of the Subsidiary's paid-in capital. The long-term re-investment of each Subsidiary is bound by limitation of individual item that shall not exceed 35% of the Subsidiary's paid-in capital, investment in securities that are not

long-term re-investments is bound by limitation of individual item that shall not exceed 5% of the Subsidiary's paid-in capital.

The total amount of the acquisition of real estate by the Company and each of its subsidiaries which are not for business use shall not exceed 10% of the paid-in capital of each company.

The securities provided in the preceding sub-paragraph do not include the low-risk investment targets acquired or disposed of for purpose of financial planning in accordance with the Procedures for Financial Product Transactions of the Company.

Article 8 In acquiring or disposing of real estate, equipment, or right-of-use assets thereof where the transaction amount reaches NTD 300 million or more, the company, unless transacting with governmental agency, engaging others to build on its own land, engaging others to build on rented land, or acquiring or disposing of equipment or right-of-use assets thereof held for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions:

Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the Board of Directors; same procedure applies to any subsequent change to the terms and conditions of the transaction.

If the transaction amount exceeds NT\$1 billion, two or more professional appraisers shall be hired for the appraisal.

If the appraisal result of the professional appraiser has one of the following circumstances, unless the appraisal result of the assets to be acquired is higher than the transaction amount or the appraisal result of the assets to be disposal of is lower than the transaction amount, a CPA shall be contacted for a specific opinion on the difference and the fairness of the transaction price in accordance with the provisions of the Audit Standards Bulletin No. 20 of the Accounting Research and

Development Foundation:

(1) The difference between the appraisal result and the transaction amount is more than 20% of the transaction amount.

(2) The difference between the appraisal results of two or more professional appraisers is more than 10% of the transaction amount.

The time lag between the issuing date of the professional appraiser's appraisal report and the contract date shall not be more than three months. However, if the appraisal report applies to the publically announced present value of the same period and is not more than six months, then the Company may request the original professional appraiser to issue an opinion.

For acquisition or disposal other than real estate, equipment, or right-of-use assets thereof provided in the preceding sub-paragraph, the transaction price shall be decided based on the publicly announced value, appraised value, actual closing prices for nearby real estate, etc., or based on the price appraised by two professional appraisers or more..

Article 9 When acquiring or disposing of securities, the Company shall, prior to the date of occurrence of the event, obtain financial statements of the issuing company for the most recent period, certified or reviewed by a certified public accountant, for reference in appraising the transaction price; and if the transaction amount reaches NTD 300 million or more, the Company shall additionally engage a certified public accountant prior to the date of occurrence of the event to provide an opinion regarding the reasonableness of the transaction price. If the certified public accountant needs to use the report of an expert as evidence, the certified public accountant shall do so in accordance with the provisions of Statement of Auditing Standards No. 20 published by the Accounting Research and Development Foundation. This requirement does not apply, however, to publicly quoted prices of securities that have an active market, or where otherwise provided by regulations of the Financial Supervisory Commission.

The exceptions otherwise regulated by the Financial Supervisory Commission in the preceding sub-paragraph refer to the following conditions:

Acquiring securities through cash contribution in incorporation by promotion or by public offering in accordance with the law, and epresenting the rights rin the securities acquired is proportional with the contribution.
Securities issued at face value by an underlying company carrying out a capital increased by cash in accordance with relevant laws and regulations, with the Company participating in subscription to such securities.
Securities issued by an investee company wholly and directly or indirectly invested by the Company that is carrying out a capital increased by cash, with the Company participating in subscription to such securities, or securities issued by the wholly invested subsidiaries sponsoring each other in carrying out cash capital increase.
Securities listed and traded on the stock exchange or on the securities Market and emerging stocks.
Domestic government bonds, bonds under repurchase and resale agreements.
Public offering of funds.
Listed securities acquired or disposed of in accordance with the Taiwan Stock Exchange Corporation and the Taipei Exchange Rules governing the purchase of listed securities by reverse auction or rules governing the auction of listed securities.
Securities acquired through the Company's sponsorship of a seasoned equity offering by a public company or subscription of domestic corporate bonds (including financial bonds), when the securities acquired are not privately placed.
Subscription to fund shares before the establishment of a fund in accordance with Paragraph 1, Article 11 of the Securities Investment Trust and Consulting Act, or subscription or redemption of domestic private placement funds, provided that the trust agreement for the fund specifies an investment strategy in which, aside from securities margin transactions and open positions held in securities-related products, the investment scope of the remaining portion is the same as that of a publicly offered fund.
Article 10 Where the acquisition or disposal of intangible assets or right-to-use assets or membership by the Company amounts to NTD 100 million, save for transactions with domestic governmental agency, the Company shall before the date of occurrence of the event, engage certified public accountant to provide opinion on the reasonableness of the transaction price, and the said certified public accountant shall work in accordance with provisions of Statement of Auditing Standards No. 20 published by the Accounting Research and Development Foundation.
Article 11 The calculation of the transaction amounts referred to in the preceding three paragraphs shall be done in accordance with Sub-paragraph 2, Paragraph 28, and "within the preceding year" refers to the year preceding the date of occurrence of the current transaction, items for which an appraisal report from a professional appraiser or a certified public accountant's opinion has been obtained need not be counted toward the transaction amount.

Section II Transactions with Related Parties

Article 13 When the Company engages in any acquisition or disposal of assets from or to a related party, in addition to ensuring that the necessary resolutions are adopted and the reasonableness of the transaction terms is appraised in accordance with the preceding Section and this Section, if the transaction amount reaches 10% or more of the Company's total assets, the Company shall also obtain an appraisal report from a professional appraiser or a certified public accountant's opinion in compliance with the provisions of the preceding Section.

The calculation of the transaction amount referred to in the preceding sub-paragraph shall be made in accordance with Paragraph 11.

Article 14 When acquiring or disposing of real estate or right-of-use assets thereof from or to a related party, or when acquiring or disposing of assets other than real estate or right-of-use assets thereof from or to a related party and the transaction amount reaches NTD 300 million or more, except in trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises, the Company may not proceed to enter into a transaction contract or make a payment until the following documents have been approved by the Audit Committee and the Board of Directors:

The purpose, necessity and anticipated benefit of the acquisition or disposal of assets.

The reason for choosing the related party as the transaction counterparty.

With respect to the acquisition of real estate or right-of-use assets thereof from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with Paragraphs 15 and 16.

The date and price of the related party's original acquisition of the real estate, the original transaction counterparty, and the transaction counterparty's relationship with the Company and the related party.

The monthly cash flow forecasts for the year commencing from the anticipated month of contract signing, the evaluation of the necessity of the transaction, and the reasonableness of the funds utilization.

An appraisal report from a professional appraiser or a CPA's opinion obtained in accordance with the preceding Article.

Restrictive conditions and other important agreements associated with the transaction.

The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with the provisions of Article 28.2, and "within one year" used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the Board of Directors and recognized by the Supervisors need not be counted toward the transaction amount.

With respect to the following types of transactions, when the transactions are to be conducted between the Company and its parent or

subsidiaries, or between its subsidiaries in which it directly or indirectly holds 100% of the issued shares or authorized capital, the Board of Directors may refer to Paragraph 6 and delegate the Chairman to decide such matters and have the decisions subsequently submitted to and ratified in the next Board of Directors meeting:

Acquisition or disposal of equipment or right-of-use assets thereof held for business use.
Acquisition or disposal of real estate right-of-use assets held for business use.

When such matter is submitted for deliberation by the Board of Directors pursuant to Sub-paragraph 1, the Board of Directors shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations, it shall be recorded in the meeting minutes of the Board of Directors.

The matters for which Sub-paragraph 1 requires approval by simple majority of all members of the Audit Committee, to which Sub-paragraph 2 of Paragraph 36 shall be applied mutatis mutandis.

Article 15 When acquiring real estate or right-of-use assets thereof from a related party, the Company shall evaluate the reasonableness of the transaction costs by the following means:
1. Based on the related party's transaction price plus necessary interest on funding and the costs to be duly borne by the buyer. The "necessary interest on funding" is calculated as the weighted average interest rate of borrowing in the year the Company purchases the real estate, provided that it may not be higher than the maximum borrowing rate for non-financial industries as announced by the Ministry of Finance.
1. The total appraised loan value by a financial institution where the related party has previously pledged the asset for a for a loan from the financial institution, provided that the actual cumulative loan amount extended by the financial institution shall have reached 70 percent or more of the financial institution's appraised loan value,

and the period of the loan shall have been 1 year or more. However, this shall not apply where the financial institution is a related party of one of the transaction counterparties.

Where land and structures thereupon are combined as a single property purchased or leased in one transaction, the transaction costs for the land and the structures may be separately appraised in accordance with either of the means listed in the preceding sub-paragraph.

When acquiring real estate or right-of-use assets thereof from a related party, aside from appraising the cost of the real estate or right-of-use assets thereof in accordance with the preceding two sub-paragraphs, the Company shall also engage a certified public accountant to check the appraisal and render a specific opinion.

The preceding three sub-paragraphs do not apply to each of the following conditions:

The related party acquired the real estate or right-of-use assets thereof through inheritance or as a gift.
1. More than 5 years have elapsed from the time the related party signed the contract to obtain the real estate or right-of-use assets thereof to the signing date for the current transaction.
1. The real estate is acquired through a joint development contract with the related party, or construction on the Company's own land or construction on leased land with the construction work commissioned to the related party.
1. The real estate right-of-use assets for business use are acquired by the Company with its parent or subsidiaries, or by its subsidiaries in which it directly or indirectly holds 100% of the issued shares or authorized capital.
Article 16 When the results of the Company's appraisal conducted in accordance with paragraph 1 and paragraph 2 of the preceding Article are both lower than the transaction price, the matter shall be handled in compliance with Article 17. However, If any of the following

circumstances exist, and the objective evidence has been submitted and the specific opinions on reasonableness have been obtained from a professional real estate appraiser and a CPA, this restriction shall not apply:

1. Where the related party acquired undeveloped land or leased land for development, it may submit proof of compliance with one of the following conditions:
(1) The undeveloped land is appraised in accordance with the means in the preceding Article, and the buildings according to the related party's construction cost plus reasonable construction profit, and the valued exceeds the actual transaction price. The "reasonable construction profit" shall be deemed the average gross operating profit margin of the related party's construction division over the past 3 years or the gross profit margin of the construction industry in the latest period as announced by the Ministry of Finance, whichever is lower.
(2) Completed transactions by unrelated parties within the preceding year involving other floors of the same target property or neighboring or closely valued parcels of land, where the land area and transaction terms are similar after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property market sale practices.
1. Where acquiring real estate, or obtaining real estate right-of-use assets through leasing from a related party, the Company provides evidence that the terms of the transaction are similar to the terms of completed transactions involving neighboring or closely valued parcels of land of a similar size by unrelated parties within the preceding year.

Transactions involving neighboring or closely valued parcels of land in the preceding sub-paragraph in principle refers to parcels on the same or an adjacent block and within a distance of no more than 500 meters or parcels close in publicly announced current value; transactions involving similarly sized parcels in principle refers to transactions completed by unrelated parties for parcels with a land area of no less than 50% of the target property in the planned transaction; within the preceding year refers to the year preceding the date of occurrence of the acquisition of the real estate or the right-of-use assets thereof.

Article 17 Where acquiring real estate or right-of-use assets thereof from a related party and the results of appraisals conducted in accordance with Paragraphs 15 and 16 are uniformly lower than the transaction price, the Company shall take the following steps:
1. A special reserve shall be set aside in accordance with Paragraph 1, Article 41 of the Securities and Exchange Act against the margin between the transaction price of the real estate or right-of-use assets thereof and the appraised cost, and may not be distributed or used for capital increase or issuance of bonus shares.
1. The Audit Committee shall handle the above in accordance with the provisions of Article 208 of the Company Law.
1. Actions taken pursuant to the preceding two sections shall be reported to the shareholders meeting, and the details of the transaction shall be disclosed in the annual report and prospectus.

After setting aside a special reserve under the preceding sub-paragraph, the Company may not utilize the special reserve until it has recognized a loss on decline in market value of the assets it purchased or leased at a premium, or they have been disposed of, or the leasing contract has been terminated, or adequate compensation has been made, or the status quo ante has been restored, or there is other evidence confirming that there was nothing unreasonable about the transaction, and the Financial Supervisory Commission has approved.

When the Company acquires real estate or right-of-use assets thereof from a related party, if there is other evidence indicating that the acquisition was not an arm's length transaction, the Company shall comply with the provisions of the preceding two sub-paragraphs.

Section III Engagement in Derivative Transactions

Article 18 The trading principle and direction, risk management measures to be adopted and auditing matters for the Company's derivative transactions are as follows:
1. Trading principle and policy:
2. (1) Business and risk-hedging strategy: The Company's derivative transactions shall be for non-trading purposes only, and shall be for risk hedging in principle. The relevant units shall strictly adhere to the principle and policy, pay attention to risk management and provide periodic reports.
3. (2) Transaction types: Currently the Company's derivative transactions are limited to foreign exchange forwards, exchange rate options, currency swaps and interest rate swaps which are for risk hedging purposes based on business needs.
4. (3) Division of responsibility:
5. A. Finance Department: Finance Department is the unit executing derivative trading. It shall at all times grasp the Company's overall position and domestic and international financial situations, engage in transactions below the authorized limit in an appropriate time, and monitor the cash flow of the existing positions to reduce the settlement risk in the future. Finance Department shall send the vouchers and related information of the transactions engaged in to Accounting Department.
6. B. Accounting Department: Accounting Department shall make accounting entries based on the vouchers sent from Financial Department and follow the generally accepted accounting principles.
7. (4) Performance evaluation: After the end of each month,

Accounting Department shall, according to the current profits and losses arising from the actual settlement of the derivative trading contracts in the month, prepare a statistical report to the Finance Department for its further report to the Deputy General Manager in charge to serve as a reference for performance evaluation.

(5) Total amount of contracts and maximum amount of loss:
A. The total amount of derivative contracts, such as forward exchange, exchange rate option and currency exchange, etc., shall be restricted to expected total amount of foreign exchange receipts and payment in the next two years, and the total amount of interest rate swap, shall be restricted to the total amount of the company's long-term liabilities.
B. For derivative transactions, the maximum loss of all or individual contract shall not exceed 20% of the total or individual contractual amount.
1. Risk management measures:
(1) The following risks shall be considered in the scope of risk management and avoided in advance:
- A. Credit risk: the risk of loss due to the counterparty's non-performance of the terms of the contract.
- B. Market risk: the risk of loss due to the fluctuation of the derivative's market price in the future.
- C. Liquidity risk: the risk of loss due to the depth of the market and of settlement at a reasonable market price, and the risk of insufficient funding for settlement in the future.
- D. Cash flow risk: In order to ensure the stability of the working capital turnover of the Company, for the funding of derivative transactions the Company shall take into account its cash flow and the estimated future cash receipts and payments.
E. Operational risk: the risk of loss due to human negligence, poor supervision, fraud and improper control management.
F. Legal risk: the risk of loss due to a lack of details in the contract, false authorization and difference in the interpretation of the provisions of laws and regulations.
(2) The trader and the confirmation and settlement personnel roles shall be taken by Finance Department, and these roles can not be undertaken concurrently. The trader shall forward the transaction certificate or contract (transaction slip) to the confirmation personnel for reconciliation with the bank. The confirmation personnel shall then notify the settlement personnel, and send the transaction details to Accounting Department for accounting entry. Accounting Department shall be irregularly reconcile with the bank or confirm via letter.
(3) The risk measurement, supervision and control personnel shall be assigned to different departments from those in the preceding paragraph, and shall report to the Board of Directors or to the senior executives who are not responsible for the transactions or the decision-making on positions.
(4) Authorization limits and levels:

Level of authority	Transaction limit	Total daily limit
General Manager	US\$ equivalent of NT\$10 million	US\$ equivalent of NT\$30 million
Deputy General	US\$ equivalent	US\$ equivalent of
Manager or	of NT\$5 ~ 10	NT\$10 million
Assistant Deputy	million	(exclusive)

A. According to the Company's business and risk position, the authorization limits are as follows:

General Manager	(exclusive)
Finance Manager	US\$ equivalent of NT\$0 ~ 5 million (exclusive)	US\$ equivalent of NT\$5 million (exclusive)

B. If the personnel are authorized in accordance with the provisions, the authorization shall be reported in the next board meeting afterwards.
(5) Periodic evaluation and exception handling:
A. Financial Department shall evaluate the derivative position at least once a week, and at least twice a month for hedge transactions due to business needs. The evaluation report shall be presented to the senior executives authorized by the Board of Directors.
B. The senior executives authorized by the Board of Directors shall regularly evaluate the performance of derivative transactions on a quarterly basis in accordance with the established business strategies, and check whether the risks assumed are within acceptable limits. The results of the quarterly performance evaluation shall be recorded in the Finance Department's business report for the board meeting.
C. The senior executives authorized by the Board of Directors shall regularly evaluate the adequacy of the risk management procedures currently in use, and check whether they are adhered to.
D. The senior executives authorized by the Board of Directors shall supervise derivative transactions and the profit and loss situation. If they discover in the market price evaluation report that the loss has exceeded the upper limit, they shall take necessary measures and immediately report to the

Board of Directors. The board meeting shall be attended by independent directors to express their opinions.

Internal audit:

Internal auditors shall regularly check the appropriateness of the internal control system, check the transaction department's compliance with derivative trading regulations, and make an audit report accordingly. If major violations are discovered, they shall notify the Audit Committee in writing.

Article 19 For the Company's derivative transactions, a log book shall be established in which the types and amounts of derivative transactions engaged in, the approval dates and the matters to be evaluated as specified in Articles 18.2(5)A and 18.2(5)B shall be recorded in detail.

Section IV Merger, Division, Acquisition and Share Exchange

Article 20 When conducting merger, demerger, acquisition, or transfer of shares, the Company shall, prior to convening the Board of Directors to resolve on the matter, engage a CPA, attorney, or securities underwriter to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit it to the Board of Directors for deliberation and approval. However, the requirement of obtaining an aforesaid opinion on reasonableness issued by an expert may be exempted in the case of a merger by the Company of its subsidiary in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, or in the case of a merger between its subsidiaries in which the Company directly or indirectly holds 100 percent of the respective subsidiaries' issued shares or authorized capital.
Article 21 The Company shall prepare a public report to shareholders detailing important contractual content and matters related to a merger, division or acquisition prior to the shareholders meeting, and attach

to it the expert opinion referred to in the preceding Article and the shareholders' meeting notice for the shareholders' reference and decision regarding whether to approve the merger, division or acquisition. This requirement shall not apply if the provisions of the law exempt the Company from convening a shareholders meeting to approve the merger, division or acquisition.

Where the shareholders meeting fails to be convened or a resolution fails to be passed due to lack of a quorum, insufficient votes or other legal restrictions, or the proposal is rejected in the shareholders meeting, the Company shall immediately explain to the public the reason, the follow-up measures and the preliminary date of the next shareholders meeting.

Article 22 Every person participating in or privy to the plan for merger, division, acquisition, or transfer of shares shall issue a written undertaking of confidentiality, may not disclose the content of the plan prior to public disclosure of the information, and may not trade, in his/her own name or another person's name, in any stock or other equity-related securities of any company related to the merger, division, acquisition, or share exchange plan.
Article 23 In the Company's participation in a merger, division or acquisition, unless the law provides otherwise or the FSC is notified in advance due to extraordinary circumstances and has granted its consent, the Company shall convene a board meeting and a shareholders' meeting on the same day for a resolution on the merger, division or acquisition related matters.

The companies participating in a share exchange shall, unless the law provides otherwise or the FSC is notified in advance due to extraordinary circumstances and has granted its consent, convene a board meeting on the same day.

When participating in a merger, division, acquisition or share exchange, the Company shall prepare a full written record of the following information and retain it for 5 years for reference:

1. Basic personnel data: including the job titles, names and ID numbers (or passport numbers in the case of foreign nationals) of all persons involved in the planning or implementation of a merger, division, acquisition or share exchange prior to the disclosure of the transaction information.
1. Dates of material events: including the dates of signing any letter of intent or memorandum of understanding, hiring a financial or legal advisor, executing a contract and convening a board meeting.
1. Important documents and minutes: including the merger, division, acquisition or share exchange plan, the letter of intent or memorandum of understanding, material contracts and minutes of board meetings.

The Company shall, within 2 days from the date a resolution is passed in the board meeting, report the information set out in subparagraphs 1 and 2 of the preceding paragraph to the FSC for recordation in the prescribed format and via the Internet-based information system.

Where any of the companies participating in a merger, demerger, acquisition, or transfer of another company's shares is neither listed on an exchange nor has its shares traded on an OTC market, the Company shall sign an agreement with such company and carried out in accordance with the provisions of the preceding two sub-paragraphs.

Article 24 In the Company's participation in a merger, division, acquisition or share exchange, the share exchange ratio or acquisition price may not be arbitrarily altered unless in any of the circumstances below, and if any alteration is made, the circumstances where the alteration is permitted shall be stipulated in the contract for the merger, division, acquisition, or share exchange:

1. The handling of cash capital increase and the issuance of convertible corporate bonds, bonus shares, corporate bonds with stock options, preferred shares with stock options, beneficiary certificates of stock options or other equity-based securities.
1. An act such as a disposal of major assets which may affect the Company's financial operations.
1. An event such as a major disaster or a major change in technology which may affect the shareholders' interests or share price.
1. Any of the companies participating in the merger, division, acquisition, or share exchange buys back treasury stock.
1. An increase or decrease in the number of entities or companies participating in the merger, division, acquisition or share exchange.
1. Other terms/conditions that the contract stipulates may be altered and that have been publicly disclosed.
Article 25 In the Company's participation in a merger, division, acquisition or share exchange, the contract shall record the rights and obligations of the participating companies as well as the following:
1. Handling of breach of contract.
1. Principles for the handling of equity-based securities previously issued or treasury stock previously bought back by any company that is extinguished in a merger or is divided.
1. The quantity of treasury stock the participating companies are permitted by law to buy back after the record date of calculation of the share exchange ratio, and the principles for handling thereof.
1. The method for handling changes in the number of participating entities or companies.
1. The preliminary timetable for plan execution and the expected completion date.
1. If the plan can not be completed as scheduled, the expected date

for convening the legally mandated shareholders meeting and relevant procedures.

Article 26 After public disclosure of the information, if any company participating in the merger, division, acquisition or share exchange intends to carry out another merger, division, acquisition or share exchange with another company, unless the number of participating companies is decreased and the companies' shareholders' meetings have passed resolutions to authorize the board of directors to alter the limits of authority so that the participating companies may be exempted from convening another shareholders meeting to resolve on the matter anew, all of the participating companies shall carry out anew the procedures or legal actions that have originally been completed for the merger, division, acquisition or share exchange.
Article 27 Where any of the companies participating in a merger, demerger, acquisition, or transfer of shares is not a public company, the Company shall sign an agreement with the non-public company and carries out in accordance with the provisions of Paragraphs 22, 23 and 26.

Chapter III Information Disclosure

Article 28 If any of the following circumstances occurs in the Company's acquisition or disposal of assets, the relevant information shall be declared on the FSC's designated website based on its nature within two days from the date of occurrence of the fact: 1. Acquisition or disposal of real estate or right-of-use assets thereof

from or to a related party, or acquisition or disposal of assets other than real estate or right-of-use assets thereof from or to a related party where the transaction amount reaches NTD 300 million or more; provided that this shall not apply to trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

The Company's merger, division, acquisition or share exchange
The loss of derivative transactions reaches the total or individual contract loss limit specified in Article 18.1(5)(B).
Where equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount reaches NTD 500 million or more. And if the Company has its paid-in capital reaches NTD 10 billion or more, the transaction amount reaches NTD 1 billion or more.
(5) Where land is acquired under an arrangement on engaging others to build on the Company's own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and furthermore the transaction counterparty is not a related party, and the amount the company expects to invest in the transaction reaches NTD 500 million or more.
In case of asset transaction other than any of those referred to in the preceding five sections, or an investment in Mainland China reaches NTD 300 million or more, however not applicable to the following circumstances:

(1) Trading of domestic government bonds.

(2) Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

The amount of transactions stipulated in the preceding sub-paragraph shall be calculated as follows, provided that excluding the part which has been regulated and announced in these Guidelines:

The amount of each transaction.
The total amount of all transactions with the same counterparty in

one year for assets of the same nature.

The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real estate or right-of-use assets thereof within the same development project within the preceding year.
The total amount of transactions of the same securities (with acquisition and disposal accrued separately) in one year.

The Company shall enter into the FSC's designated website by the 10th of each month the information about the derivative transactions of the Company and its non-public domestic subsidiaries as of the end of the previous month in accordance with the FSC's prescribed format.

If there is any error or omission in the Company's announcement in accordance with the regulations, then it shall make another announcement of all such information again within two days from the day of awareness of the fact.

The Company shall obtain and keep at its premises the relevant contracts, the meeting minutes, the reference books, the appraisal reports, and the opinions of the accountant, the lawyer and the securities underwriter. Unless otherwise required by law, such documents shall be retained for at least five years.

Article 29 Where any of the following circumstances occurs with respect to a transaction that the Company has already publicly announced and reported in accordance with the preceding article, a public report of relevant information shall be made on the information reporting website designated by the FSC within 2 days from the date of occurrence of the event:
1. The contract originally signed for the transaction is changed, terminated or rescinded.
1. The merger, division, acquisition, or share exchange is not completed on the scheduled completion date set forth in the

contract.

There is a change to the contents of the public announcement already made.

Chapter IV Supplementary Provisions

Article 30 Subsidiaries that are domestic public companies shall establish their own Guidelines for Handling the Acquisition and Disposal of Assets based on the Regulations; subsidiaries that are not public companies in the Republic of China, shall established their own Guidelines for Handling the Acquisition and Disposal of Assets based on these Guidelines.
Article 31 For an asset acquisition or disposal by a subsidiary which is not a domestic public company, if a public announcement and reporting need to be made in accordance with the provisions of Chapter III for the asset acquisition or disposal, the matters shall be handled by the Company on behalf of the subsidiary.
Article 32 The directors and supervisors dispatched by the Company to its subsidiaries shall supervise the execution of asset acquisition or disposal according to the Key Points.

Regarding the adequacy of a subsidiary's asset acquisition or disposal, in the case the subsidiary is a domestic public company, the audit report of the subsidiary's internal auditors shall be sent to the Company for review. If the subsidiary is not a domestic public company, the Company may appoint its own internal auditor or instructs the subsidiary to appoint an external auditor to conduct an ad hoc audit.

Article 33 The managers and other employees of the Company who violate the provisions of the Key Points, depending on the circumstances, shall be subject to disciplinary action according to the provisions of the Company's personnel management system.
Article 34 Matters not provided in these Guidelines shall be governed by the relevant laws and regulations.
Article 35 Of all guidelines of the Company, in the event of any discrepancy of provisions concerning acquisition and disposal of assets with these Guidelines, these Guidelines shall prevail.
Article 36 These Guidelines and any amendments hereto shall come into force after that approval by the audit committee, submission to the board of directors for a resolution and approval by the shareholders meeting.

Appendix 5:The Impact of Stock Dividend Issuance on Business

The Impact of Stock Dividend Issuance on Business Performance, EPS, and Shareholder Return Rate

The Company has no right of distribution and does not apply.

Appendix 6:Shareholding of Directors

Shareholding of Directors

(Shareholding number of all directors, date as of April 24 2022)

Title	Name	Shareholder no.	Number of	Shareholding
	or	or Identification	shares held	ratio
	Legal person name	number
Chairman	Ministry of Economic Affairs Representative:	1	105,070,366	11.27%
	CHENG, WEN-LON
Director	Ministry of Economic	1	105,070,366	11.27%
	Affairs Representative:
	WEI, CHENG-TZU
Director	Ministry of Economic	1	105,070,366	11.27%
	Affairs Representative:
	HUANG, JIH-CHIN
Director	Ministry of National	174964	136,032,305	14.59%
	Development Fund,
	Executive Yuan:
	WU,WEN-KUEI
Director	Ministry of Economic	174963	64,603,733	6.93%
	Affairs Representative:
	LU,WEN-TSAN
Director	Ministry of National	188464	53,571,428	5.74%
	Defense Industrial
	Developmengt Fundation: FANG,MAO-HUNG
Director	CPC (Corporation, Taiwan	2
	Representative):
	YIN,LING-YING		23,777,487	2.55%
Director	China Steel Representative:	47200
	Hwang Chien-Chih		7,751,346	0.83%
Director	Yue-Li Investment	47215
	Corporation		4,670,922	0.50%
Director	Kaohsiung City	47213	801,259	0.08%
	Representative of Industrial
	Labor Union of CSBC:
	HOU, DE-LONG
	Kaohsiung City	47213	801,259	0.08%
Director	Representative of Industrial
	Labor Union of CSBC:
	HSIEH, KUO-JUNG
Independent Director	LIN, HUI-JENG	X100**	0	0.00%
Independen
t Director	LIEU, DER-MING	R102**	0	0.00%
Independen
t Director	CHEN, CHIH-YANG	C120**	0	0.00%
Total number of shares held			396,278,846	42.53%

Note:1.The Company's paid-up capital of NT \$9,,317,872,960 and issued shares of 931.787.296.
2.In accordance with the provisions of Article 26 of the Securities Exchange Act, all directors of the Company shall have a minimum of 29,817,193 shares

Appendix 7:Other explanations

Other explanations:

The shareholders meeting, shareholder proposal processing instructions:

1.According to Article 172-1 of the Company Act, shareholders holding 1% or more of the total number of outstanding shares of the company may propose to the company a proposal for discussion at a regular shareholders' meeting in writing or by the way of electronic transmission, provided that only one matter shall be allowed in each single proposal, however, a shareholder proposal proposed for urging the company to promote public interests or fulfill its social responsibilities may still be included in the list of proposals to be discussed at a regular meeting of shareholders by the board of directors, and the number of words of a proposal to be submitted by a shareholder shall be limited to not more than 300 words.
2.The Company shareholders' meeting will accept the application for shareholders, the period is 2022/4/15 to 2022/4/25, and has been published in accordance with the law at the Public information observatory.
3.No shareholder's proposal was received before the proposal deadline.

Articles after amendment	Original Articles	Explanation
Article 4	Article 4	Cooperate with the
Professional appraisers and their	Professional appraisers and their	Financial Supervisory
officers, certified public accounts,	officers, certified public accounts,	Commission to revise the
attorneys, and securities underwriters	attorneys, and securities underwriters	provisions of the
that provide the Company with appraisal	that provide the Company with appraisal	"Regulations Governing
reports or opinions, shall meet the	reports or opinions, shall meet the	the Acquisition and
following requirements:	following requirements:	Disposal of Assets by
1. May not have previously received a	1. May not have previously received a	Public Companies", and
final and unappealable sentence to	final and unappealable sentence to	amend this item to make
imprisonment for 1 year or longer for a	imprisonment for 1 year or longer for a	the provisions consistent.
violation of the Securities and Exchange	violation of the Securities and Exchange
Act, the Company Act, the Banking Act,	Act, the Company Act, the Banking Act,
the Insurance Act, the Financial Holding	the Insurance Act, the Financial Holding
Company Act, the Business Entity	Company Act, the Business Entity
Accounting Act, or for fraud, breach of trust, embezzlement, forgery of	Accounting Act, or for fraud, breach of trust, embezzlement, forgery of
documents, or occupational crime.	documents, or occupational crime.
However, this provision does not apply	However, this provision does not apply
if 3 years have already passed since	if 3 years have already passed since
completion of service of the sentence,	completion of service of the sentence,
since expiration of the period of a	since expiration of the period of a
suspended sentence, or since a pardon	suspended sentence, or since a pardon
was received.	was received.
2. May not be a related party or de facto	2. May not be a related party or de facto
related party of party to the transaction.	related party of party to the transaction.
3. If the company is required to obtain	3. If the company is required to obtain
appraisal reports from two or more	appraisal reports from two or more
professional appraisers, the different	professional appraisers, the different
professional appraisers or appraisal	professional appraisers or appraisal
officers may not be related parties or de	officers may not be related parties or de
facto related parties of each other.	facto related parties of each other.
When issuing an appraisal report or
opinion, the personnel referred to in
the preceding paragraph shall
comply with the self-regulatory rules
of the industry associations to which
they belong and with the following provisions:
1. Prior to accepting a case, they shall

AI assistant

CSBC — AGM Information 2022

51982_rns_2022-07-12_b03d2099-0a97-45b2-b3c6-ce18a70d34f2.pdf

CSBC CORPORATION,TAIWAN Handbook for the 2022 Annual Meeting of Shareholders

MEETING TIME: JUNE 22, 2022

Table of Contents

CSBC CORPORATION,TAIWAN

Procedure for the 2022 Annual Meeting of Shareholders

CSBC CORPORATION,TAIWAN Year 2022 Agenda of Annual Meeting of Shareholders

Chairperson Remarks

Management Presentations

Proposals

Discussion

Elections

Others

Adjournment

Management Presentations

Report No. 1

Explanation:

Report No. 3

Report No. 4

Explanation:

Proposals

Proposed by the Board

1. Proposal:

Explanation:

Proposed by the Board

2. Proposal:

Explanation:

Discussion

Proposed by the Board

1.Proposal:

Proposed by the Board 2.Proposal:

Explanation:

Proposed by the Board 3.Proposal:

Explanation:

Elections

Proposed by the Board

Proposal:

Explanation:

Others

Proposed by the Board

Proposal:

Explanation:

Questions and Motions

ANNEX

Annex 1:2021 Business Report

2021 Business Report

Dear Shareholders,

1. The status of the global shipbuilding industry in 2020

3. Business Plan for 2022

Annex 2:Audit Committee's Review report

Audit Committee's Review report

CSBC CORPORATION,TAIWAN

March 4, 2022

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

PWCR21000365

Opinion

Basis for opinion

Key audit matters

Accounting estimates and assumptions for total cost of construction contracts

Description

How our audit addressed the matter

Responsibilities of management and those charged with governance for the parent company only financial statements

Auditors' responsibilities for the audit of the parent company only financial statements

CSBC CORPORATION , TAIWANPARENT COMPANY ONLY BALANCE SHEETSDECEMBER 31, 2021 AND 2020(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION , TAIWANPARENT COMPANY ONLY BALANCE SHEETSDECEMBER 31, 2021 AND 2020(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION, TAIWANPARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOMEYEARS ENDED DECEMBER 31, 2021 AND 2020(Expressed in thousands of New Taiwan dollars, except for earnings (losses) per share amount)

CSBC CORPORATION, TAIWANPARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITYYEARS ENDED DECEMBER 31, 2021 AND 2020(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION , TAIWANPARENT COMPANY ONLY STATEMENTS OF CASH FLOWSYEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION, TAIWAN PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REPORT DECEMBER 31, 2021 AND 2020

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES Declaration of Consolidated Financial Statements of Affiliated Enterprises

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

PWCR21000439

Opinion

Basis for opinion

Key audit matters

Accounting estimates and assumptions for total cost of construction contracts

Description

CSBC AGM Information 2022

CSBC CORPORATION , TAIWAN
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION , TAIWAN
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION, TAIWAN
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars, except for earnings (losses) per share amount)

CSBC CORPORATION, TAIWAN
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION , TAIWAN
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION, TAIWAN AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)

CSBC CORPORATION , TAIWAN AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)