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EGAT AGM Information 2023

Jul 11, 2023

52179_rns_2023-07-11_95a4aadc-0703-41a5-998e-89ed26f9da6a.pdf

AGM Information

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Stock Code2645

Evergreen Aviation Technologies Corporation

2023 Annual General Shareholders’ Meeting

Meeting Handbook

June 21, 2023

THIS IS A TRANSLATION OF THE HANDBOOK FOR THE 2023 ANNUAL SHAREHOLDERS’ MEETING (THE “HANDBOOK”) OF EVERGREEN AVIATION TECHNOLOGIES CORPORATION (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.

Table of Contents

AGENDA FOR THE MEETING

I. Report the total number of shares represented at this AGM ............. 1 II. Announce commencement of the meeting and Chairman’s address ........ 1 III. Report Items ...................................................................................... 1 IV. Ratification Items .............................................................................. 2 V. Extraordinary Motion ........................................................................ 2 VI. Meeting Adjournment ....................................................................... 2

APPENDICES

․ Articles of Incorporation ................................................................... 16 ․ Rules and Procedures of Shareholders’ Meeting .............................. 25 ․ Shareholdings of Directors ................................................................ 30

Evergreen Aviation Technologies Corporation

2023 Annual General Shareholders’ Meeting

Type of Meeting: Physical Meeting

Meeting Time: 11:00 AM on June 21 (Wednesday), 2023

Meeting Location: Meeting Room 1001 on the 10[th] floor, International Convention Center of Chang Yung-Fa Foundation

No.11, Zhongshan S. Rd., Taipei City, Taiwan

Attendance: There are ___ shares represented by attending shareholders, reaching % of entire 374,570,962 shares issued by the Company.

Chairman: Mr. Huang, Nan-Horang

I. Report the total number of shares represented at this AGM.

II. Announce commencement of the meeting and Chairman’s address.

III. Report Items:

  • A. Business Report of the year 2022 (Handbook pages 3-6).

  • B. Audit Committee’s Review Report of the year 2022 (Handbook page 15).

  • C. 2022 Employees’ Compensation and Remuneration of Directors and Supervisors Report:

The Board of Directors appropriated NT$72,118,728 as Employees’ Compensation in cash and NT$7,030,136 as Remuneration of Directors and Supervisors pursuant to the Articles of Incorporation.

  • D. 2022 Cash Dividend Distribution Report: (Handbook page 14)

  • The Board of Directors had resolved to distribute cash dividend NT$4 per share pursuant to the Company’s Articles of Incorporation. The total

1

amount of cash dividends shall be NT$1,498,283,848, calculated based on a total of 374,570,962 shares in circulation after IPO.

  1. The ex-dividend date and payment date for the cash dividends would be decided by the Chairman of the Board.

IV. Ratification Items:

Proposed by the Board of Directors

Proposal 1: Ratification of the 2022 Business Report and Audited Financial Report (Handbook pages 3-13). Please ratify.

  • Description: The 2022 Financial Report of the Company has been audited by Mr. Tang, Chia-Chien and Mr. Huang, Ming-Hung, the CPA of KPMG Taiwan.

Resolution:

Proposed by the Board of Directors

Proposal 2: Ratification of 2022 Earnings Distribution. (Handbook page 14) Please ratify.

  • Description: The 2022 earnings distribution (including cash dividends and distribution of net earnings) of the Company has been resolved by Audit Committee and the Board of Directors.

Resolution:

V. Extraordinary Motion.

VI. Meeting Adjournment.

2

Evergreen Aviation Technologies Corporation

Business Report of the year 2022

I. 2022 Business Review

In 2022, the operating revenue was NT$11.847 billion, an increase of NT$2.230 billion or 23.19% from the previous year. The main differences are explained as follows:

Maintenance business:

The operating revenue in 2022 was NT$9.238 billion, an increase of NT$1.368 billion, or 17.38% from the previous year, mainly due to the new cargo aircraft customers who introduced MD11 and B747 maintenance, and the gradual increase in demand for aircraft maintenance by passenger aircraft customers.

The newly added maintenance contracts in 2022 are as follows:

  1. Western Global Airlines from the U.S. signed a maintenance contract in 2022.

  2. All Nippon Airways from Japan renewed its contract to 2027.

  3. Austrian Airlines from Europe signed a maintenance contract in 2022.

  4. The UPS (United Parcel Service) signed a contract for 2023.

  5. Peach Aviation from Japan signed an aircraft maintenance contract.

Manufacturing business:

In 2022, the operating revenue was NT$2.609 billion, an increase of NT$862 million, or 49.34% from the previous year. The main factors driving growth are the market demand increased after the epidemic and the recovery of customer production line.

The newly added contracts in 2022 are as follows:

  1. GE AVIO signed a trial manufacturing contract for the Rich Burn Support ASSY, COWL - Combustor Chamber, Forward (2780M16G03), and scheduled to deliver the first article in 2023.

  2. Orders for more sets of main deck cargo door (MDCD) of Boeing 737 were added.

3

  1. Orders for more sets of Boeing B767 rigid cargo barrier (RCB) were added.

  2. The Ministry of Economic Affairs approved and signed the “A+ Industrial Innovation R&D Program,” the theme of which is “Advanced Manufacturing Technology Development for Aviation Engine Combustion Components,” with the scheduled timeframe from 2022 to 2023.

  3. The Company is selected as the “Lead Integrator of Military / Commercial-grade Land Surveillance Unmanned Aerial Vehicle (UAV) Systems,” announced by the Ministry of Economic Affairs.

II. Maintenance Capability Approved in 2022

  1. In March 2022, the repair station certificate of the Civil Aviation Authority of the United Kingdom (UKCAA) was obtained, including:

  2. A. Airframe Rating: A330/B737-600/700/800/900/B747-400/B747-8/B767-200/300 /400/777-200/300/787-8/9/10

  3. B. Component Rating: C1/C3/C4/C5/C6/C8/C9/C12/C13/C14/C15/C17/C18/C20

  4. C. NDT Rating:

    • a. Eddy Current Inspection

    • b. Liquid Penetrant Inspection

    • c. Ultrasonic Inspection

    • d. Magnetic Particle Inspection

    • e. Radiography Inspection

    • f. Thermography Inspection

  5. In March 2022, the Line Maintenance Capability was approved by Japan Civil Aviation Bureau (JCAB):

  6. A. B767 with CF6-80C2 Line Maintenance Capability for Songshan Airport.

  7. B. B787 with Trent 1000 Line Maintenance Capability for Songshan Airport.

4

  1. In April 2022, the airframe maintenance capability for Taoyuan TPE B787-10 with GEnx-1B Base Maintenance was approved by the Civil Aeronautics Administration Ministry of Transportation and Communications Republic of China (CAA).

  2. In September 2022, the airframe maintenance capability for Taoyuan TPE A318/A319/A320/A321 with CFM56 & V2500 Base Maintenance was approved by the European Union Aviation Safety Agency (EASA).

III. System Upgrades and Improved Efficiency in 2022

  1. The development project of “Job Qualification System” completed: due to the old system, the Company redeveloped the system to provide a single and efficient operation platform, enabling maintenance personnel to perform higher-level maintenance work after passing the assessment of specific work items.

  2. Introduce E-invoice system for AVIATION MANUFACTORING ENTERPRISE: reduce accounting costs, enhance enterprise e-efficiency, and fulfill corporate social responsibility of energy conservation and paper reduction.

  3. The improvement of the remote auditing of Bonded Warehouse System: In order to strengthen the web security provided to the customs for remote auditing of bonded warehouse, and improve the user experience at the same time. EGAT’s IT redeveloped the system and integrate the inventory information of the AMOS system, optimize the system functions and user interface, and strengthen the web security of the system architecture.

  4. With the implement of Managed Detection and Response (MDR) security service, a proactive endpoints threat detection, analyze and remediation solution, EGAT is able to identify suspicious activities, potential intrusion of malware, and rapid incident countermeasures response to eradicate the cybersecurity attacks, improving overall security posture and situation awareness.

  5. Completed revising of the Company’s official website in Chinese and English, and added 22 new webpages developments such as “Corporate Governance, Investor Services, and Corporate Social Responsibility” to meet the requirements of IPO. The official website management is strengthened and information security is improved, to enhance the corporate image and assist in the smooth evaluation of related businesses for being qualified.

5

  1. The migration and construction of the e-Learning system are completed. To cope with the terminated operation and maintenance service of the old version of the online course system, the introduction and construction of the new system, data transfer (including 150 courses, and the database with more than 15,000 questions), and reassignment of personnel to new and old course personnel has been completed. The new and old systems providing the continuous re-trainings of important maintenance business for training units are seamlessly integrated. Various maintenance training courses of each department are successfully completed through the new system, allowing maintenance personnel to connect their qualification.

IV. 2022 Achievement Rate of Budgeted Operating Revenue

  1. The estimated operating revenue in 2022 was NT$11.726 billion, the actual operating revenue was NT$11.847 billion, and the achievement rate was 101.03%.

  2. The expected gross operating profit margin in 2022 was 14.89%, the actual gross operating profit margin was 16.01%, and the achievement rate is 107.05%.

V. 2022 Financial Income and Profitability Analysis

The actual operating revenue in 2022 was NT$11.847 billion, an increase of 23.19% over 2021; the operating cost was NT$9.95 billion, an increase of 23.98% over 2021 .

Gross margin: 16.01%

Operating margin: 11.81%

Profit margin before tax: 16.62%

Return on equity: 15.32%

Return on assets: 7.63%

Chairman: Huang, Nan-Horang

President: Kuo, Sheng-Yih

President: Lee, Wei-Chang

Accounting Officer: Chen, Chi-Ming

6

(English Translation of Financial Statements and Report Originally Issued in Chinese) EVERGREEN AVIATION TECHNOLOGIES CORPORATION

Balance Sheets

December 31, 2022 and 2021

(expressed in thousands of New Taiwan dollars)

Assets
Current assets:
1100
Cash and cash equivalents
1140
Contract assets-current
1170
Notes and accounts receivable, net
1180
Accounts receivable from related parties, net
1200
Other receivables
1210
Other receivables from related parties
130X
Inventories
1470
Other current assets
Total current assets
Non-current assets:
1550
Investments accounted for using equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1760
Investment property
1780
Intangible assets
1840
Deferred income tax assets
1975
Net defined benefit assets
1900
Other non-current assets
Total non-current assets
Total assets
December 31, 2022
Amount
%
$ 4,241,715
19
544,841
3
1,668,978
8
859,961
4
14,667
-
16,775
-
2,217,192
10
84,402
-
9,648,531
44
1,954,959
9
6,574,868
30
2,061,885
10
1,075,420
5
22,362
-
242,058
1
167,701
1
26,919
-
12,126,172
56
$
21,774,703
100
December 31, 2021
Amount
%
6,009,054
27
476,803
2
1,024,756
5
610,425
3
3,164
-
8,585
-
1,861,747
8
80,329
-
10,074,863
45
1,582,449
7
7,147,455
32
2,179,974
10
1,065,850
5
39,253
-
348,010
1
-
-
12,038
-
12,375,029
55
22,449,892
100
Liabilities and Equity
Current liabilities:
2130
Contract liabilities-current
2280
Current lease liabilities
2170
Accounts payable
2180
Accounts payable to related parties
2200
Other payables
2220
Other payables to related parties
2230
Current tax liabilities
2320
Long-term borrowings, current portion
2399
Other current liabilities
Total current liabilities
Non-Current liabilities:
2540
Long-term borrowings
2580
Non-current lease liabilities
2640
Net defined benefit liabilities
2645
Guarantee deposits received
Total non-Current liabilities
Total liabilities
Equity:
3100
Ordinary shares
3200
Capital surplus
3300
Retained earnings
3400
Other equity
Total equity
Total liabilities and equity
December 31, 2022 December 31, 2021
Amount
%
Amount
%
$ 9,167
-
96,818
-
700,522
3
33,740
-
365,564
2
16,943
-
397,291
2
1,619,341
8
42,533
-
3,281,919
15
5,564,475
26
2,015,299
9
-
-
824
-
7,580,598
35
10,862,517
50
3,528,069
16
565,262
3
6,835,571
31
(16,716)
-
10,912,186
50
$
21,774,703
100
46,707
-
81,873
-
404,469
2
33,784
-
501,246
3
13,941
-
238,246
1
2,174,987
10
26,927
-
3,522,180
16
6,906,307
31
2,112,117
9
179,127
1
824
-
9,198,375
41
12,720,555
57
3,528,069
16
565,262
2
5,708,775
25
(72,769)
-
9,729,337
43
22,449,892
100

7

(English Translation of Financial Statements and Report Originally Issued in Chinese) EVERGREEN AVIATION TECHNOLOGIES CORPORATION

Statements of Comprehensive Income

For the years ended December 31, 2022 and 2021

(expressed in thousands of New Taiwan dollars, except earnings per share)

4000
Operating revenue
5000
Operating costs
Gross profit from operations
Operating expenses:
6200
Selling and administrative expenses
6300
Research and development expenses
6450
Expected credit loss (gain)
Total operating expenses
Net operating income
Non-operating income and expenses :
7010
Other income
7100
Interest income
7020
Other gains and losses
7050
Finance costs
7060
Share of profit of associates accounted for using equity method
Total non-operating income and expenses
7900
Profit before tax
7951
Income tax expenses
Profit
8300
Other comprehensive income :
8310
Components of other comprehensive income that will not be reclassified to profit or loss:
8311
Remeasurements of defined benefit plans
8320
Share of other comprehensive income of associates and joint ventures accounted for using equity method,
components of other comprehensive income that will not be reclassified to profit or loss
8349
Income tax related to components of other comprehensive income that will not be reclassified to profit or
loss
Total components of other comprehensive income that will not be reclassified to profit or loss
8360
Components of other comprehensive income that will be reclassified to profit or loss
8370
Share of other comprehensive income of associates accounted for using equity method, components of
other comprehensive income that will be reclassified to profit or loss
8399
Income tax related to components of other comprehensive income that will be reclassified to profit or loss
Total components of other comprehensive income that will be reclassified to profit or loss
8300
Other comprehensive income, net of tax
Total comprehensive income
Earnings per share (note 6(r))
9750
Basic earnings per share (in New Taiwan dollars)
9850
Diluted earnings per share (in New Taiwan dollars)
2022
Amount
%
$ 11,847,386
100
(9,950,367)
(84)
1,897,019
16
569,405
5
18,967
-
(90,621)
(1)
497,751
4
1,399,268
12
9,610
-
45,024
-
477,384
4
(133,599)
(1)
171,316
1
569,735
4
1,969,003
16
(387,779)
(3)
1,581,224
13
298,409
3
12,459
-
(59,682)
-
251,186
3
56,053
-
-
-
56,053
-
307,239
3
$
1,888,463
16
$
4.48
$
4.45
2021
Amount
%
9,616,931
100
(8,025,570)
(83)
1,591,361
17
467,014
5
2,340
-
(30,000)
-
439,354
5
1,152,007
12
1,384
-
21,905
-
(5,669)
-
(124,324)
(1)
35,734
-
(70,970)
(1)
1,081,037
11
(200,252)
(2)
880,785
9
(17,857)
-
(7,759)
-
3,571
-
(22,045)
-
(23,076)
-
-
-
(23,076)
-
(45,121)
-
835,664
9
2.50
2.49

8

(English Translation of Financial Statements and Report Originally Issued in Chinese) EVERGREEN AVIATION TECHNOLOGIES CORPORATION

Statements of Changes in Equity

For the years ended December 31, 2022 and 2021

(Expressed in thousands of New Taiwan dollars)

Balance on January 1, 2021
Appropriation and distribution of retained earnings:
Legal reserve
Cash dividends of ordinary shares
Profit
Other comprehensive income
Total comprehensive income
Balance on December 31, 2021
Appropriation and distribution of retained earnings:
Legal reserve
Special reserve
Cash dividends of ordinary shares
Profit
Other comprehensive income
Total comprehensive income
Balance on December 31, 2022
Ordinary
shares
Capital surplus
565,262
-
-
-
-
-
-
565,262
-
-
-
-
-
-
-
565,262
Retained earnings Retained earnings Total retained
earnings
5,908,456
-
(1,058,421)
(1,058,421)
880,785
(22,045)
858,740
5,708,775
-
-
(705,614)
(705,614)
1,581,224
251,186
1,832,410
6,835,571
Other equity
Exchange differences on
translation of foreign
financial statements
(49,693)
-
-
-
-
(23,076)
(23,076)
(72,769)
-
-
-
-
-
56,053
56,053
(16,716)
Total equity
Legal reserve Special reserve
-
-
-
-
-
-
-
-
-
72,769
-
72,769
-
-
-
72,769
Unappropriated
retained earnings
4,394,845
(113,931)
(1,058,421)
(1,172,352)
880,785
(22,045)
858,740
4,081,233
(85,874)
(72,769)
(705,614)
(864,257)
1,581,224
251,186
1,832,410
5,049,386
$ 3,528,069
-
-
-
-
-
-
3,528,069
-
-
-
-
-
-
-
$
3,528,069
1,513,611 9,952,094
113,931
-
-
(1,058,421)
113,931 (1,058,421)
-
-
880,785
(45,121)
- 835,664
1,627,542
85,874
-
-
9,729,337
-
-
(705,614)
85,874 (705,614)
-
-
1,581,224
307,239
- 1,888,463
1,713,416 10,912,186

9

(English Translation of Financial Statements and Report Originally Issued in Chinese) EVERGREEN AVIATION TECHNOLOGIES CORPORATION

Statements of Cash Flows

For the years ended December 31, 2022 and 2021

(expressed in thousands of New Taiwan dollars)

Cash flows from operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit:
Depreciation expense
Amortization expense
Expected credit loss (gain)
Interest expense
Interest income
Shares of profits of associates accounted for using equity method
Gains on disposal of property, plant and equipment
Property, plant and equipment transferred to expenses
Others
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Changes in operating assets:
Contract assets
Notes and accounts receivable, including related parties
Other receivables, including related parties
Inventories
Other current assets
Total changes in operating assets
Changes in operating liabilities:
Contract liabilities
Accounts payable, including related parties
Other payables, including related parties
Other current liabilities
Net defined benefit liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow generated from operations
Income taxes paid
Net cash flows from operating activities
Cash flows generated from (used in) investing activities:
Acquisition of investments accounted for using equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Proceeds from disposal of intangible assets
Acquisition of investment property
Increase in other non-current assets
Increase in prepayments for business facilities
Interest received
Dividends received
Net cash flows used in investing activities
Cash flows generated from (used in) financing activities:
Proceeds from long-term borrowings
Repayments of long-term borrowings
Increase in guarantee deposits received
Payment of lease liabilities
Cash dividends paid
Interest paid
Net cash flows used in financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
2022
$ 1,969,003
850,852
23,064
(90,621)
133,599
(45,024)
(171,316)
(26,582)
-
(66,285)
607,687
(68,038)
(803,137)
(17,777)
(355,195)
(4,073)
(1,248,220)
(37,540)
296,009
(134,090)
15,606
(48,419)
91,566
(1,156,654)
(548,967)
1,420,036
(182,464)
1,237,572
(97,857)
(114,512)
54,944
(6,456)
320
(54,393)
(6,445)
(37,623)
43,108
31,550
(187,364)
1,125,000
(3,022,478)
-
(81,873)
(705,614)
(132,582)
(2,817,547)
(1,767,339)
6,009,054
$
4,241,715
2021
1,081,037
856,360
32,197
(30,000)
124,324
(21,905)
(35,734)
(2,168)
7,202
(144,214)
786,062
39,603
(114,536)
13,650
(159,956)
74,790
(146,449)
(76,225)
104,977
(115,987)
5,334
(21,036)
(102,937)
(249,386)
536,676
1,617,713
(67,462)
1,550,251
(76,695)
(216,144)
7,869
(9,526)
-
(109,134)
(3,444)
(14,909)
21,891
102,008
(298,084)
2,737,500
(3,845,678)
624
(21,217)
(1,058,421)
(126,879)
(2,314,071)
(1,061,904)
7,070,958
6,009,054

10

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KPMG

台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web kpmg.com/tw

Independent Auditors’ Report

To the Board of Directors of Evergreen Aviation Technologies Corporation:

Opinion

We have audited the financial statements of Evergreen Aviation Technologies Corporation (“the Company”), which comprise the balance sheets as of December 31, 2022 and 2021, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers, and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“ IASs” ), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matters

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

●Revenue Recognition

Please refer to note 4(n) “Revenue”, note 5 “ Significant accounting assumptions and judgements, and major soureces of estimation uncertainty ”, and note 6(q) “Revenue from contracts with customers” to the financial statements.

Description of key audit matter:

The Company engaged in repairing aircrafts and recognizing revenue over time on the basis of the completion of work performed. Since the evaluation for completion is based on the managements’judgement, consequently, the revenue recognition has been identified as a key audit matter.

11

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

How the matter was addressed in our audit:

Our principal audit procedures included testing the design and implement of controls over revenues recognition, selecting samples from the list of contracts cost, testing the accuracy of repairing material and hours engaged as well as recalculating the amount recognized as revenue, reviewing the historical accuracy for evaluating operating income percentage in order to assess if the measurement was appropriate over the period, evaluating the adequacy of disclosure for revenues recognition made by management.

Responsibilities of Management for the Financial Statements

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

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

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

Auditor’s Responsibilities for the Audit of the Financial Statements

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

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

  1. Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  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 Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. 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 auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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  1. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  2. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

The engagement partners on the audit resulting in this independent auditors’ report are Chia-Chien Tang and Ming-Hung Huang.

KPMG

Taipei, Taiwan (Republic of China) March 8, 2023

Notes to Readers

The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and financial statements, the Chinese version shall prevail.

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Evergreen Aviation Technologies Corporation 2022 Profit Allocation Proposal

Unit: NT$ Unit: NT$ Unit: NT$
Item Amount
Unappropriated Retained Earnings at
the Beginning of the Year
Add: Remeasurements of defined
benefit plans (Note 1)
Add: Net profit of 2022
Add: Special Reserve (Note 2)
Subtract: Legal Reserve (Note 3)
Retained Earnings Available for
Distribution as of December 31,2022
Distribution item
Cash dividends of Ordinary shares
(NT$4per share) (Note 4)
Unappropriated Retained Earnings at
the End of the year
251,186,430
1,581,223,970
56,052,619
(183,241,040)
3,216,975,144
1,705,221,979
4,922,197,123
1,498,283,848
$3,423,913,275

Description:

  • Note 1:Remeasurements of defined benefit plans for the current period is the net remeasured of the defined benefit assets recognized in accordance with International Accounting Standards No. 19, 2013 version, which is an item that is not reclassified to profit or loss, so it is added to the amount of undistributed earnings for the year. The special reserve is appropriated pursuant to the order Jin-Guan-Zheng-Fa-Zi No.1090150022.

  • Note 2:The special reserve is appropriated pursuant to the order Jin-Guan-ZhengFa-Zi No.1090150022.

  • Note 3:The legal reserve is appropriated pursuant to Article 237 of the Company Act. The Company's legal reserve is appropriated based on the “net profit of 2022”. Pursuant to the Interpretation Letter Jing-Shang-Zi No.10802432410, the appropriation basis of legal reserves shall be the “net profit of 2022 plus the items other than the net profit of 2022 included in the amount of undistributed earnings of the year”.

  • Note 4:The 2022 profit will be allocated first for the profit allocation of this year.

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Audit Committee’s Review Report

TO:2023 Annual General Shareholders’ Meeting

Evergreen Aviation Technologies Corporation (EGAT)

The Board of Directors has prepared the Company’s 2022 business report, financial report, and proposal for distribution of earnings. The CPA firm of KPMG, Taiwan has audited the financial report and issued the audit report.

The above business report, financial report, and proposal for distribution of earnings have been reviewed and determined to be correct and accurate by the Audit Committee members of EGAT. In accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

Evergreen Aviation Technologies Corporation

Convener of the Audit Committee: Hsu, Miao-Chiu

March 8, 2023

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EVERGREEN AVIATION TECHNOLOGIES CORPORATION ARTICLES OF INCORPORATION

CHAPTER 1 GENERAL PROVISIONS

Article 1

This Company is incorporated pursuant to the provisions governing a company limited by Shares of the Company Act of Republic of China with the name of 長 榮航太科技股份有限公司 in Chinese and EVERGREEN AVIATION TECHNOLOGIES CORPORATION in English.

Article 2

The Company may engage in the following activities:

  1. CD01060 Aircraft and Parts Manufacturing

  2. F114070 Wholesale of Aircraft and Component Parts Thereof

  3. F214070 Retail Sale of Aircraft and Component Parts Thereof

  4. F401010 International Trade

  5. I103060 Management Consulting

  6. JA02990 Other Repair

  7. J201051 Approved Training Organizations

  8. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3

The office of the Company is located at Taoyuan city, Taiwan, where necessary, the Company may have branches or offices established within or outside the Republic of China as decided by resolution adopted by the Board of Directors.

Article 4

The total amount of investment by the Company shall not be subject to the restriction of 40 percent of the paid-up capital of the Company pursuant to Article 13 of the Company Act.

The Company may render external guarantees.

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CHAPTER 2 SHARES

Article 5

The total authorized capital of the Company shall be NT$8,500,000,000 divided into 850,000,000 shares at NT$10 each. The Board of Directors is hereby authorized to issue the unissued shares in installments.

Article 5-1

When the Company transfers treasury stock to employees, issues share subscription warrants, issues restricted share for employees, or issues new shares reserved for subscription by employees, the employees of the parent and the subsidiaries of the Company may be included. Qualification requirements of the employees who are entitled to receive it shall be determined by the Board of Directors.

Article 6

Shares issued by the Company may be exempted from printing of share certificates. However, it shall be registered in the Securities Central Depositary Business Institution.

Article 7

Registration of share transfer, within sixty (60) days before the date of Annual General Meeting of the Shareholders, thirty (30) days before the date of Extraordinary Meeting of Shareholders, or five (5) days before the date fixed by the Company for distribution of dividends, bonus or other benefits, shall not be conducted.

CHAPTER 3 SHAREHOLDERS’ MEETING

Article 8

The Shareholders’ Meeting of the Company consists of two categories: the Annual General and Extraordinary Meetings;

  1. The Annual General Meeting shall be duly held within six (6) months after the end of each fiscal year of the Company;

  2. The Extraordinary Meeting of the Company may be duly held if necessary.

The Company’s shareholders’ meetings can be held by means of video conferencing network or other methods as promulgated by the central competent authority.

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In the case where a shareholders’ meeting is convened via video conferencing network, the shareholders taking part in such a video conference meeting shall be deemed to have attended the meeting in person.

Article 9

Notices to convene the Annual General Meeting shall be given to each shareholder thirty (30) days in advance, and the one to convene the Extraordinary Meeting shall be given fifteen (15) days in advance. Notices of the Shareholders’ Meeting shall specify the time and place of the meeting and the particulars of the business to be transacted, and shall be given to all the Shareholders.

Article 10

The shareholders of the Company shall have one voting right for each share, except the shares which set forth in Article 179 of the Company Act are no voting right.

Article 11

A shareholder who is unable to attend a Shareholders’ Meeting may duly authorize another person as his proxy to attend and vote on his behalf pursuant to a power of attorney printed and distributed by the Company duly issued by the Shareholder stating the ambit of the proxy’s authority.

The shareholders’ meeting shall adopt the electronic voting system as one of the methods for exercising the voting rights, and the relevant matters shall be conducted in accordance with the Company Act and the relevant regulations.

Article 12

Unless otherwise provided under the Company Act and related regulations, the quorum for a Shareholders’ Meeting shall be duly adopted by a majority in the meeting attended by Shareholders who represent a majority of the total issued shares.

Article 13

When Shareholders’ Meeting is convened by the Board of Directors, its chairman shall be processed in accordance with the provision in Article 208 of the Company Act. When the meeting is convened by other party with right of summons other than the Board of Directors, the Chairman shall be undertaken by that party with right of summons. When there are two and more parties with right of summons, one party will be elected among these parties.

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Article 14

The resolutions adopted by the Shareholders’ Meeting shall be reported in the minutes. The content, distribution and other essentials of the minutes shall be made in accordance with the provision of Article 183 of the Company Act.

CHAPTER 4 DIRECTORS AND MANAGERS

Article 15

The Company shall have seven to nine (7~9) Directors.

The election of the Directors shall adopt the candidate nomination system provided in the Article 192-1 of the Company Act. The shareholders shall elect the Directors from the list of candidates announced by the Company. The following matters shall be processed according to the relevant regulations.

The total number of shares that should be held by all preceding Directors shall be subject to the provision established by the Securities Management Institution.

Article 16

The number of the Directors set forth in the preceding article shall include three(3) Independent Directors.

The Independent Directors and non-Independent Directors shall be elected at the same time, but the number of votes shall be calculated separately.

The professional qualifications, restrictions on shareholdings and concurrent positions held, assessment of independence, method of nomination and election, and other matters for compliance with respect to Independent Directors shall be subject to the Securities and Exchange Act and other relevant regulations.

Article 17

The Directors shall have a three-year term of office and are eligible for re-election. However, the Directors may, according to Article 199 of the Company Act, be discharged at any time by a resolution passed at a Shareholders’ Meeting.

Article 18

When the number of vacancies of Directors reaches one-third of the total number of Directors, the Board of Directors shall convene a Shareholders’ Meeting for supplementary election within 60 days from the date on which the situation arose. Its term of office shall only be limited to full replenishment of the original term of office.

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When the dismissal of Independent Director(s) result in the number of Independent Directors less than the number providing in the paragraph 1 of the Article 16, the Company shall hold supplementary election for Independent Director(s) at the next following Shareholders’ Meeting. When all Independent Directors have been dismissed, the Board of Directors shall convene a Shareholders’ Meeting for electing Independent Directors within 60 days from the date on which the situation arose.

Article 19

The Directors shall constitute the Board. The Chairman shall be elected at a meeting attended by at least two-thirds (2/3) of the Directors and by a simple majority vote of the Directors present at the meeting and may also elect a Vice Chairman in the same manner. The Chairman of the Board of Directors shall internally preside at the Meetings of Shareholders and Board Meetings, and shall externally represent the Company. When the Chairman is on leave of absence or cannot exercise its job for any cause, agency of his/her job shall be handled in accordance with Article 208 of the Company Act.

Article 20

For execution of business of the Company, apart from items that are separately specified in related laws or the Articles of Incorporation to be resolved at the Shareholders’ Meeting, all items shall be resolved by the Board of Directors.

Article 21

Notices of the Board Meeting shall be dispatched to each of the Directors seven (7) days prior to convening such meeting. Nevertheless, in case of emergency, the said meeting may be convened anytime.

The notice set forth in the preceding paragraph may be conducted in the form of writing or by way of e-mail or fax.

In case a meeting of the board of directors is proceeded via video conferencing network, the directors taking part in such a video conference meeting shall be deemed to have attended the meeting in person.

Where a Director is unable to attend a Board Meeting, he may authorize another Director to attend on his behalf by issuing a power of attorney in the latter’s favor specifying the business to be conducted thereat and the scope of the authority to be granted.

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Article 22

Unless otherwise provided under related regulations or the Articles of Incorporation, resolutions of the Board Meeting shall be adopted by a majority of the Directors at a meeting attended by a majority of the Directors.

Article 23

The Company shall establish the Audit Committee in accordance with Article 144 of the Securities and Exchange Act. The exercise of power and others of the Audit Committee and its members shall be in accordance with the Securities and Exchange Act and the relevant laws and regulations.

The Board of Directors may establish various functional committees as required by law or as necessary, and their articles of organization shall be further determined by the Board of Directors.

Article 24

The compensation of the Directors (the “compensation”) to be resolved by the Board of the Directors authorized herein will be based on the level of each one’s participation in and the value of individual’s contribution to the Company’s operation as well as the ordinary standard of the competitors’ Compensation.

In order to cover the loss causing from liabilities of the Directors and to raise awareness of corporate governance, the Company should take out liability insurance for all Directors and the representatives who are designated by the Company to its investing companies to act as Director or Supervisor during their terms of offices.

Article 25

The company may have managers. Its appointment, discharge and remuneration shall be handled in accordance with the provision of Article 29 of the Company Act.

CHAPTER 5 ACCOUNTING

Article 26

After the end of each fiscal year of the Company, the Board of Directors shall prepare and submit the following reports to the Annual General Meeting of the Shareholders for approval according to legal procedures:

  1. Business report.

  2. Financial statements.

  3. Proposal for allocation of surplus profit or making up loss.

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Article 27

If the Company makes profit in a fiscal year, employees’ compensation, no less than 1% of the profit, and directors’ remuneration, no more than 2% of the profit, shall be set aside. However, in case the Company has accumulated losses, the Company shall reserve an amount to offset accumulated losses beforehand. The employees’ compensation and directors’ remuneration shall be set aside afterwards according to the principles mentioned above.

The profit in preceding paragraph refers to profit before tax without deducting employees’ compensation and directors’ remuneration.

The employees’ compensation shall be distributed in the form of stock or cash; while the directors’ remuneration shall be distributed only in the form of cash.

The amount of employees’ compensation and directors’ remuneration as well as the payment method of employees’ compensation shall be determined by a resolution adopted by a majority vote at a board of directors’ meeting attended by two-thirds or more of the directors and be reported at a shareholders’ meeting.

The employees’ compensation may be distributed to the employees of the parent or the subsidiaries of the Company. Qualification requirements of the employees who are entitled to receive the employees’ compensation shall be determined by the Board of Directors.

Article 27-1

If the Company reports a surplus at the year end, after clearing taxes, the Company shall first offset losses from previous years (if any), then set aside 10% of the balance as the statutory surplus reserve, and set aside or reverse special surplus reserve per the provisions. After that, the Board of Directors shall propose a surplus distribution plan of the balance plus the retained earnings accrued from prior years, submit the distribution plan to the shareholders’ meeting for approval, and then distribute it. The dividends can be distributed wholly or partly in cash only after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

Where the special surplus reserve set aside in the preceding paragraph belongs to a part not fully set aside accrued from prior years, the same amount thereof shall be set aside for the special surplus reserve from the retained earnings accrued from prior years. If the special surplus reserve is still insufficient, the amount from the net income after taxes for the current period plus the items other than the net income after taxes for the current period shall be included in the amount of the retained earnings for the current period to be set aside for such a purpose.

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The Company is in the steady growth period. To match up with the Company’s operation plan and consider the shareholders’ right and interest, the Board of Directors shall propose a surplus distribution plan according to the following principles:

  1. The Company shall set aside an amount of no less than 50% of the profit after tax as the shareholder dividends every year.

  2. The dividends may be distributed either in full in cash, or in the combination of cash and stocks, however the cash dividends shall not be less than 50% of the total amount of dividends.

Article 27-2

As per Article 241 of Company Act, the Company may distribute its legal reserve and capital reserve, in whole or in part, by issuing new shares which shall be distributable as dividend shares or by cash to shareholders in proportion to the number of shares being held by each of them. The distribution can be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

CHAPTER 6 MISCELLANEOUS

Article 28

The rules and regulations of the Company and various operation procedures shall be separately stipulated by the Board of Directors.

Article 29

Any matter not provided for by these Articles shall be subject to the Company Act and related regulations.

Article 30

These Articles where originally established on November 3, 1997; The 1st amendment was made on January 20, 1998; The 2nd amendment was made on December 18, 1998; The 3rd amendment was made on April 27, 1999; The 4th amendment was made on June 21, 2002; The 5th amendment was made on May 20, 2004; The 6th amendment was made on May 18, 2005; The 7th amendment was made on June 16, 2008;

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The 8th amendment was made on June 26, 2009; The 9th amendment was made on June 8, 2012; The 10th amendment was made on June 7, 2013; The 11th amendment was made on May 14, 2015; The 12th amendment was made on July 7, 2015; The 13th amendment was made on May 12, 2016; The 14th amendment was made on May 26, 2017; The 15th amendment was made on April 24, 2020;

The 16th amendment was made on April 29, 2021; but the article 12 will not effective until the Company’ shares is publicly issued;

The 17th amendment was made on October 13, 2021; The 18th amendment was made on January 12, 2022; The 19th amendment was made on June 10, 2022.

EVERGREEN AVIATION TECHNOLOGIES CORPORATION

Chairman Huang, Nan-Horang

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EVERGREEN AVIATION TECHNOLOGIES CORPORATION

RULES AND PROCEDURES OF SHAREHOLDERS’ MEETING

Article 1

Shareholders’ Meeting of the Company (the “Meeting”) shall be conducted in accordance with these Rules and Procedures. Any matter not provided in these Rules and Procedures shall be handled in accordance with the Company Act and other relevant laws and regulations.

Article 2

Shareholders in these Rules refer to shareholders themselves or their designated proxies attending the Meeting.

The number of representatives appointed by any juristic person shareholders attending the shareholders’ meeting shall not exceed the total number of the Company’s Directors of the current term.

Any juristic person designated as proxy by shareholders to be present at the Meeting may appoint only one representative to attend the Meeting.

Article 3

Shareholders attending the Meeting shall bring an attendance card and identification document. The number of shares represented by shareholders attending the Meeting shall be calculated in accordance with the attendance cards submitted by the shareholders.

The attendance of the Meeting shall be calculated based on shares.

The Company shall announce the number of non-voting shares, the number of shares in attendance and other relevant information.

Article 4

The Meeting shall be held at the head office of the Company or at any other appropriate place that is convenient for the shareholders to attend. The time to start the Meeting shall not be earlier than 9:00 a.m. or later than 3:00 p.m..

Article 5

Chairman shall call the Meeting to order at the time scheduled for the Meeting. If the number of shares represented by the shareholders present at the Meeting has not yet constituted the majority at the time scheduled for the Meeting, the chairman may postpone the Meeting. The postponements shall be limited to two times at the

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most and Meeting shall not be postponed for longer than one hour in the aggregate. If after two postponements no quorum can yet be constituted but the shareholders present at the Meeting represent more than one - third of the total outstanding shares, tentative resolutions may be made in accordance with Section 1 of Article 175 of the Company Act.

If before the end of the Meeting the number of outstanding shares represented by the shareholders present becomes sufficient to constitute the quorum, the chairman shall submit the tentative resolutions to the Meeting for approval in accordance with Article 174 of the Company Act.

Article 6

The Chairman of the Board of Directors shall be the chairman presiding at the Meeting in the case that the Meeting is convened by the Board of Directors.

If the Meeting is convened by any other person entitled to convene the Meeting, such person shall be the chairman to preside at the Meeting. If there are more than two persons convening the Meeting, they should select one person to be the chairman.

Article 7

The agenda of the Meeting shall be set by the Board of Directors if the Meeting is convened by the Board of Directors. Unless otherwise resolved at the Meeting, the Meeting shall proceed in accordance with the agenda.

The above provision applies mutatis mutandis to cases where the Meeting is convened by any person, other than the Board of Directors, entitled to convene such Meeting.

Unless otherwise resolved at the Meeting, the chairman cannot announce adjournment of the Meeting before all the items (including special motions) listed in the agenda are resolved. In the event that the Chairman adjourns the Meeting in violation of these Rules and Procedures, the shareholders may designate, by a majority of votes represented by shareholders attending the Meeting, one person as chairman to continue the Meeting.

The shareholders cannot designate any other person as chairman and continue the Meeting in the same or other place after the Meeting is adjourned.

Article 7-1

In accordance with Article 172-1 of the Company Act, the shareholders who hold one percent (1%) or more of the total number of outstanding shares of the Company

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may submit proposal in written form for discussion at the annual general meeting of shareholders.

The proposals submitted by shareholders violating Article 172-1 of the Company Act shall not be included in the agenda of the Meeting and the minute of the Meeting, but the cause of exclusion of such proposals shall be listed in the appendix of the handbook for shareholders’ meeting proceedings of the Company.

The shareholders’ proposals complying with the Article 172-1 of the Company Act, which are classified into the same category of the proposal submitted by the Board of Directors, shall be deemed as the amendment of the proposal submitted by the Board of Directors, and the Chairman may combine them into one proposal to deal with.

Article 8

When a shareholder attending the Meeting wishes to speak, a Speech Note should be filled out with summary of the speech, the shareholder’s number (or the number of the Attendance Card) and the name of the shareholder. The sequence of speeches by shareholders should be decided by the chairman.

If any shareholder presenting at the Meeting submits a Speech Note but does not speak, no speech should be deemed to have been made by such shareholder. In case the contents of the speech of a shareholder are inconsistent with the contents of the Speech Note, the contents of actual speech shall prevail.

Unless otherwise permitted by the chairman and the shareholder in speaking, no shareholder shall interrupt the speeches of the other shareholders; otherwise the chairman shall stop such interruption.

Article 9

If a juristic person shareholder designates two or more representatives to attend the Meeting, only one representative is entitled to speak for each discussion item.

When reporting the topic, speech for each shareholder is limited to once, and the speech shall not exceed five minutes for all reporting items.

Unless otherwise permitted by the chairman, each shareholder shall not speak more than two times concerning each motion and each preposition shall not exceed 5 minutes with regard to each proposal listed in ratification and discussion items listed on the agenda, proposals collected during special motion procedure.

When a shareholder speaks with regard to non-proposal matters and expresses other opinions during the special motion session, the provisions in the preceding paragraph regarding speaking time and number of speaking times shall be applied.

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In case the speech of any shareholder violates the proceeding four provisions, exceeds the scope of the discussion item, or disturbs the order of the meeting, the chairman is entitled to stop the speech of such shareholder.

Article 10

The Company may ask its lawyer, certified public accountant or related person to attend the Meeting.

After a shareholder speaks, chairman may answer the question personally or designate the related person to answer the question.

Article 11

Unless otherwise required by the Company Act or the Articles of Incorporation, a resolution of a shareholders’ meeting shall be adopted by a majority of the votes represented by the Shareholders present at the Meeting.

Article 12

A proposal may be passed by applause if the Chairman finds there is no any objection, its effect shall be the same as the voting resolution. If any shareholder expresses objection, the resolution shall be voted by casting ballots.

Article 13

If there is an amendment to or a substitute for a proposal of a discussion topic, the chairman shall decide the sequence of voting for the amendment or the substitute, together with the original proposal. If any one of them has been adopted, the others shall be deemed vetoed and no further voting is necessary.

Article 14

Where the chairman believes that the proposal discussed may be resolved, he/she may announce the ending of the discussion, propose that votes be made. On the resolution is voted by casting ballots, the Chairman shall arrange adequate voting time.

Article 15

During the Meeting, the chairman may, at his/her discretion, set time for intermission.

Article 16

The election of directors at a shareholders’ meeting shall be held in accordance with “Regulations for Electing Directors” of the Company.

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Article 17

The personnel supervising and calculating the votes for the proposals shall be designated by the chairman, but the supervising personnel shall be a shareholder.

The result of the votes shall be announced on the spot and recorded.

Article 18

The process of the meeting shall be fully recorded via audio or video recording, and retained for at least one (1) year. However, if any shareholder files a lawsuit pursuant to Article 189 of the Company Act, the audio or video recording shall be retained until the final conclusion of the lawsuit.

Article 19

Logistics staff and disciplinary personnel (including security guards) assisting the Meeting shall wear badge or armband for identification purpose.

The chairman may command the disciplinary personnel (or security guards) to help safeguard the order of the meeting site.

Shareholders who violate these Rules and Procedures and defy the chairman’s correction, or obstruct the proceeding of the meeting and refuse to stop, the chairman may direct the disciplinary personnel (including security guards) to escort the shareholder off the meeting.

Article 20

These Rules and Procedures shall be effective from the date it is approved by the Shareholders’ Meeting. The same applies in case of revision.

The History of “RULES AND PROCEDURES OF SHAREHOLDERS’ MEETING”

These Regulations were enacted on June 21, 2002. The 1st amendment was made on May 12, 2006. The 2nd amendment was made on June 8, 2012. The 3rd amendment was made on April 29, 2021.

The 4th amendment was made on January 12, 2022.

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EVERGREEN AVIATION TECHNOLOGIES CORPORATION

Shareholdings of Directors

Shareholdings of Directors
Title Name Shares held
Chairman EVA Airways Corp.
Representative: Huang, Nan-Horang
206,189,241
Director EVA Airways Corp.
Representative: Lin, Bou-Shiu
Director EVA Airways Corp.
Representative: Sun, Chia-Ming
Director UNI Airways Corp.
Representative: Cheng, Ching-Fen
50,847,721
Director UNI Airways Corp.
Representative: Yeh, Jia-Chyuan
Director Shun An Enterprise Corp.
Representative: Chen, Cheng-Pang
50,000
Independent
Director
Hsu, Miao-Chiu 0
Independent
Director
Teng, Yean-Sen
Independent
Director
Chou, Yon-Chun
Total 257,086,962

Notes:

  1. As of April 23, 2023, the book closure date for the Company’s shareholders’ meeting, the total number of shares already issued is 374,570,962 shares.

  2. The minimum shareholding required to be held by all directors is 14,982,839 shares.

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