TABLE OF CONTENTS I. SHAREHOLDERS MEETING 1 II. MEETING AGENDA 2 III. REPORTED MATTERS 1. 2023 BUSINESS REPORT……………………………………………………………………………………….…………..3 2. FINANCIAL REPORT OF 2023 (ATTACHMENT: INDEPENDENT AUDITORS’ REPORT BY DELOITTE &TOUCHE)………………………….…10 3. AUDIT COMMITTEE’S REVIEW REPORT FOR 2023 BUSINESS REPORT AND FINANCIAL STATEMENTS. 32 4. REPORT OF 2023 EMPLOYEES’ COMPENSATION AND DIRECTORS’ REMUNERATION………....................33 IV. ACKNOWLEDGED MATTERS 1. TO ACCEPT 2023 BUSINESS REPORT AND FINANCIAL STATEMENTS ……………………..……….…….......34 2. TO APPROVE THE PROPOSAL FOR THE DISTRIBUTION OF 2023 PROFIT…………………………………......35 V. ITEMS FOR DISCUSSION AND ELECTION 1. PROPOSAL TO ELECT DIRECTORS(INCLUDING INDEPENDENT DIRECTORS) OF THE COMPANY………..….36 2. PROPOSAL TO RELEASE THE NON-COMPETITION RESTRICTION FOR THE COMPANY’S DIRECTORS.........42 VI. EXTEMPORARY MOTION VII. RULES AND REGULATIONS 1. ARTICLES OF INCORPORATION …………………………………….……………………………………….………....45 2. RULES OF PROCEDURE OF SHAREHOLDERS’ MEEING…………………….………………….……….....……...52 3. ELECTION PROCEDURES OF DIRECTORS…………………………………………………………………………….57 VIII. APPENDICES 1. SHAREHOLDING OF DIRECTORS……………………………………………………………….……………..………..59 2. IMPACT OF THE STOCK DIVIDEND DISTRIBUTION ON OPERATING RESULTS, EPS AND SHAREHOLDERS’ RETURN ON INVESTMENT…….…………………………..……………………………………………………………....60

*The English version is the translation of the Chinese version and if there is any conflict between the meaning of terms in the Chinese version and English translation, the meaning of the Chinese version shall prevail.

Far Eastern Department Stores LTD.

I. Shareholders Meeting

Holding means ：

Hybrid shareholders meeting

Shareholders meeting date ： 2024/06/18 9:00AM
Shareholders meeting location ： Auditorium in The Taipei Hero house,
No. 20, Sec. 1, Changsha St., Zhongzheng District, Taipei City
1. Webinar platform ： TDCC (https://www.stockvote.com.tw)

physical shareholders’ meetings with assistance of video conferencing

Far Eastern Department Stores LTD.

II. Meeting Agenda

Call Meeting to Order

Chairman Remarks

Reported Matters

Acknowledged Matters

Items for Discussion and Election

Extemporary Motion

Adjournment

III. Reported Matters

1. 2023 Business Report

Preface

During the past year, the world economy underwent several challenges, such as high interest rates, oil production cuts, geopolitical conflicts, climate change risk, etc. According to IMF statistics, world economic growth in 2023 was 3.0%, dropped 0.4% as compared to that of the previous year. Despite facing various pressures, global economy shows recovery and maintains growth. In the long run, variables such as unstable geopolitics, inflations, increasing extreme weather conditions, global economic prospective is filled with uncertainties.

Under high inflation, high interest rate, and sluggish global economic growth, Taiwan’s export in 2023 showed contraction, external trade momentum declined, and domestic investments were also below expectation. While the stock market performed well to effectively sustain private consumption, Taiwan’s economic growth still dropped year on year to register 1.3% growth in 2023, marking a new record low within 14 years. Department of Accounting and Statistics of the Executive Yuan predicts that along with revival of global demand, the gradual growth of export and production momentum, coupled with the wealth effect brought by improved domestic job and stock markets to drive economic growth momentum, annual growth is expected to exceed 3% this year.

According to statistics of the Ministry of Economic Affairs, in 2023 Taiwan’s consolidated department stores sales were NT$449.2 billion(US$14.7 billion), which grew 13.8% year on year, marking historical high in sales, also exceeded convenience stores, supermarkets, and hyper markets and became the largest compound merchandise retail channel in scale. Thanks to strong private consumption, added with internal counter modification, introduction of new merchandise, and multiple marketing campaigns, Far Eastern Department Stores (FEDS) again delivered remarkable performances in 2023 reporting growing profit to register sales at NT$60.8 billion(US$2 billion), and operating profit at NT$2.78 billion(US$90.7 million), both marking historical highs.

Given dynamic global environment, resilience is the key capability for the enterprise to respond to pressure and turn crisis into opportunities. FEDS has been agile, adopting technologies to build up excellent resilience, and incorporate ESG policies along with business strategies. During the past year, the Company was recognized by Intercontinental Group of Department Stores (IGDS) as the

top three ‘Most Innovative Department Store’ in the World, and received 28 awards both at home and abroad, including Asia Responsible Enterprise Award, National Enterprise Environmental Protection Award, Taiwan Corporate Sustainability Awards, etc. In future, FEDS will continue to focus on important issues such as “Innovation,” “Digitalization” and “Sustainability” to accomplish a better operating model and create maximum value for its shareholders and the society.

Operating Result of 2023

Thanks to the support of Board of Directors and the management team, the Company delivered outstanding performance and recorded in 2023 consolidated sales of NT$135 billion(US$4.4 billion) in 2023 (according to IFRS, consolidated sales were NT$36.73 billion(US$1.2 billion)). Consolidated net profit was NT$3.96 billion(US$129.2 million). Company alone net profit was NT$2.75 billion(US$89.8 million), and earnings per share were NT$1.95, over 40% of growth year on year. According to the 11[th] Board Meeting of the 19[th] Board of Directors of FEDS, total cash dividend payment was NT$1.6. Operating result of the Far Eastern Retail Group in 2023 is summarized as follows:

(1) Far Eastern Department Stores

Remarkable operating performance, sales were NT$60.8 billion(US$2 billion) in 2023, operating profit was NT$2.78 billion(US$90.7 million), both marking historical highs, and pretax net profit was NT$3.13 billion(US$102.2 million), nearly 40% growth year on year.
Enhance shopping experiences, proceed with cosmetics, boutique, and women’s clothing counter modifications at Top City Taichung and Mega City Banqiao Stores which have been opened for more than 10 years, introduce many unique brands, present brand-new images of the existing counters, and provide refreshing consumption experience for customers.
Continue to sponsor international exhibitions, cooperate with Aomori Ken, Japan for 12 years to hold “Cultural and Produce Festival of Hirosaki-shi” to provide one-stop purchase of authentic local products, popular with consumers and bring foot traffic to stores.
Promote digital management, the management continues to promote various digital projects, already completed 98 digital management systems to elevate retail operating and management efficiency and build up a paperless office environment.
Engage in social outreach, each branch store continues to promote “Connected by Love” philanthropic activities, has totally sponsored 805 CSR campaigns to aid the underprivileged, caring for women and
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children, environmental protection, and local developments, committed to being a good corporate citizen.

ESG endeavors were well recognized, Taiwan’s first department store awarded by the Intercontinental Group of Department Stores (IGDS) as the top three ‘Most Innovative Department Store in the World.’ Continue to build sustainable landmark of department store and make a positive impact.

(2) Far Eastern SOGO Department Stores

2023 performances were outstanding. Sales were NT$49.66 billion(US$1.6 billion), operating profit was NT$3 billion(US$97.9 million), both grew year on year. Pretax net profit was NT$2.91 billion(US$95 million), a surge of nearly 60%.
With lifting of the pandemic restrictions, private consumption momentum continues to extend, and remodeling effect of each store appear to drive double-digit growth in both men’s and women’s apparel as well as food and beverage.
Due to significant increase in overseas travels, revenue growth of international boutique brands dropped relatively in the previous year, but the sales exceeded by 20%, marking a record high.
Actively promote digitalization, through membership economy to connect APP and social media push notification to create consumption momentum, added with elevation of experimental services to enhance revenue growth.
Under the impact of continuous economic slowdown in China, sales continued to decline. Shanghai Xuhui Store closed operations on August 31, 2023, after its lease expiry. Chongqing Far Eastern City is scheduled to open in May 2024 as a new lifestyle shopping mall to contribute to future expansion and growth in China.

(3) Far Eastern Ai-Mai

Strengthen the development of online shopping and create more convenient service model for customers. Sales were NT$12.97 billion(US$423.3 million) in 2023, continue to promote various operating initiatives.
Through advanced data analysis, proceed with the analysis of competitor store sales and hit items, also review inventory, strengthen arrival rate, decrease out of stock rate, expedite delivery speed, and lower service cost.
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With the help of big brand to increase customer base, introduce diversified food and beverage chains to increase service-oriented stores, maintain steady customers, and create service business opportunities.
Continue to use ARS (Automated Reorder System) to replace manual order at branch store to elevate the accuracy of order and save operating time of store ordering.
Increase the usage and adhesion of Ai-Mai APP, distribute individualized message to recommend merchandise, and achieve accuracy marketing.

Business Plan

The current economic outlook is full of uncertainties. Far Eastern Retail Group should be prudent to adapt to changes, adjust strategy flexibly, set up target, and prepared well in advance, focus on key issues, expedite in reform initiatives, lead the Company toward delivering excellent performances. Major operational focus in 2024 is summarized as follows:

(1)Far Eastern Department Stores

Maintain competitive momentum, create unique features, each branch store continues to conduct brand adjustments along with market trend and popularity, elevate merchandise mix, and further boost operating performance.
Keep close contacts with foreign representative offices and city governments to plan and sponsor exotic cultural and indigent specialty exhibitions, bring customers delicacies directly by engaging in local cultural and satisfy consumers’ interests in various local specialties and gourmet cuisines.
Enhance customer stickiness, each branch company continues to create seasonal festivals. With more interactive atmosphere to attract customers and become the primary destination of department store to satisfy their shopping needs.
Strengthening of targeted customers’ shopping momentum, generate the analysis of Happy Go membership database, utilize FEDS APP and each branch store’s social platform, together with Happy Go Pay, to create comprehensive shopping scenarios, and conduct omni-channel communications.
Provide individualized services, present targeted segment merchandise proposals, thus stimulating consumption momentum, but also attracting new customer segment, expand customer base, and satisfy their different needs.
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Renovation of the first generation FEDS Baoqing Store has been launched, inviting world-renowned architect to design and build the state-of-the-art green department store, which is expected to be an outstanding landmark in the landscape of west Taipei City and Ximending area.
Continue to promote digital management, expedite talent cultivation, strengthen risk management, develop sustainable strategy, and fortify operating resilience in response to external shock.

(2)Far Eastern SOGO Department Stores

Focus on major customers, actively engage in renovating sales space, introduce new merchandise, expand digital marketing, elevate operating income, continue cost savings, and aim to increase operating profit.
Launch retail 4.0 generation, comprehensively to promote “transformation” of small stores, “innovation” of mid- and large-size stores, as well as the “development” of Garden City Taipei Dome and Chongqing Far Eastern City new stores.
Adjust merchandise of large stores in each area, enhance competitiveness, and develop green e-commerce merchandise to establish new online shopping image and differentiation.
Expand the “membership of customers” strategy to assist six major SOGO CLUB, promote segment marketing, and elevate the visual image display and experience of shopping space to integrate professional expertise.
Establish merchandise information, analyze brand momentum, carefully select excellent suppliers, and strengthen vendors’ contract management in each store.
Plan and execute renovations of each store, determine target to elevate gross profit for each store, assist in coordinating mutual benefits of each merchandise category.

(3)Far Eastern Ai-Mai

Conduct low-cost operating model:
a. Strengthen energy conservation to lower fixed costs, implement carbon reduction to streamline work process with digitalization.
b. Organize useable space within the store, introduce new counters to enhance existing space efficiency, and continue to increase the service of charging stations to maximize space capacity.
Employ advanced data analysis:
a. Optimize targeted marketing, track consumer behaviors to conduct
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data analysis & individualized recommendations, integrate social media, and establish close customer relationship.

b. Supply chain management of e-commerce, lower service costs and expedite delivery speed.
c. Promote merchandise differentiation via multiple channels, adjust merchandise structure, and elevate profit.
Enhance expedited growth of digital commerce:
a. With AI automatic customer services handling to elevate the energy and efficiency of handling of customer services
b. To utilize inventory data more effectively, to lower delivery delay due to out of stock, and expedite delivery speed to elevate operating efficiency.
c. Increase B2B revenue and new platform collaboration.
Expedite IT processes, fortify information security:
a. Support the surge growth of digital commerce, optimize management efficiency of order delivery.
b. Optimize order and inventory management, launch ARS (Automated Reorder System) online.
Talent development, enhance industry-academic collaboration:
a. Enlarge collaboration between group universities and industries and find the right people.
b. Expedite to promote agile, responsive managers and technical talents in the fresh produce category who are attentive to customers’ needs with strong execution.
c. Focus on customers’ comments, strengthen team consensus, weekly trainings of customer services, to promote sales and revenues.

Future Prospect

According to the analysis of “Economic Intelligence Unit,” in 2024 the world will face several major risks including: continuous monetary tightening may lead to economic recession, large strikes and turmoil may lower productivity, China is expanding economic control due to failed stimulus policies, and extreme climate conditions may seriously disrupt supply chain. Furthermore, the threats of Ukraine-Russia War and Israel-Hamas War may all lead to challenges to global economy. Enterprises should stay vigilant and be in control of economic momentum, respond to various risks, plan growth targets, and seek for continuous growth in the future.

At COP 28, global business leaders call on governments to invest in

renewable energy and power networks, suggest companies to set scientific emission reduction targets, engage suppliers and customers to reduce emissions, and increase investments in energy efficiency, and carbon reduction. They also urge enterprises and governments to collaborate deeper, accelerate Net-Zero actions, to benefit society, public health, and global economy. Energy transition will reshape competitions of future industries. While facing increasing carbon cost, enterprises should reflect on themselves, actively plan for responsive projects to achieve the net-zero emission target by 2050.

Global CEO survey states, 3 out of 4 indicates their companies are facing tremendous external disruptions, and even 98% of CEOs expect to change their business models in next 3 years. Jack Welch, the former Chairman and CEO of GE had previously stated, “Change before you have to,” enterprises must be well prepared, consider all kinds of possible scenarios, respond with flexible strategies, and also strengthen horizontal communications, readjust organization structure, cultivate and retain adequate talents, nourish leadership team for the next generation, embrace science and technology, continue to innovate, so as to lead the corporation to achieve excellence.

Given the fast-changing business environment, despite the future challenges, we should not lose confidence. With the dynamic advancement of Artificial Intelligence, business leaders and the management should think through how to make good use of AI and technology, to not only enhance operating efficiency, but also innovate business model to satisfy customer needs, and elevate competitive edge. Looking into the future, we are convinced to become better! Thanks to the joint efforts of our staff, and the full support of consumers and our shareholders, Far Eastern Retail Group will continue to expand market share by opening new stores, actively exploit development opportunities, adopt technologies to enrich shopping experiences, innovate management to elevate operating efficiency, strengthen the development of online shopping, implement ESG strategies, through these six growth momentum to continue to improve competitiveness, growth, and profitability, thus become the department store retail group with the highest satisfaction, and continue to create maximum value and reward for stockholders.

2. Financial report of 2023.

Explanation:

(1) Consolidated balance sheets (December 31, 2023)
(2) Consolidated statement of comprehensive income (January 1, 2023~ December 31, 2023)
(3) Consolidated statements of changes in equity (January 1, 2023 ~ December 31, 2023)
(4) Consolidated statements of cash flows (January 1, 2023~ December 31, 2023)
(5) Balance sheets (December 31, 2023)
(6) Statement of comprehensive income (January 1, 2023~ December 31, 2023)
(7) Statements of changes in equity (January 1, 2023~ December 31, 2023)
(8) Statements of cash flows (January 1, 2023~ December 31, 2023)

Independent auditor’s reports by Deloitte & Touche are on page 11-14 and page 22-25.

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INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Far Eastern Department Stores, Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Far Eastern Department Stores, Ltd. and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2023 and 2022, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for 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 consolidated financial statements for the year ended December 31, 2023. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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The key audit matter identified in the Group’s consolidated financial statements for the year ended December 31, 2023 is stated as follows:

- - Assessment of Impairment of Property, Plant and Equipment and Right of use Assets

The department store and hypermarket industries in which the Group is engaged in are highly competitive. Due to the rising threat from external competition, some of our cash-generating units have been in the red in recent years. Management estimates and makes judgments about the expected future economic benefits and recoverable amounts of the assets of the cash-generating units in accordance with IAS 36, “Impairment of Assets,” in order to assess whether they are impaired. The assessment of impairment of the Group’s property, plant and equipment and rightof-use assets is considered to be a key audit matter for the current year because of the high percentage of property, plant and equipment and right-of-use assets in the total assets of the cash-generating units, which is material to the consolidated financial statements as a whole. Please refer to Notes 4 (m), 5, 14, and 15 to the consolidated financial statements for the accounting policies and important descriptions of impairment of property, plant and equipment.

The key audit procedures that we performed in respect of the impairment loss of property, plant and equipment and right-of-use assets are as follows:

We obtained an assessment of impairment of assets for each cash-generating unit as assessed by management.
We assessed the reasonableness of the assumptions and methods used in the valuation.

Other Matter

We have also audited the parent company only financial statements of Far Eastern Department Stores, Ltd. as of and for the years ended December 31, 2023 and 2022 on which we have issued an unmodified opinion.

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

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

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

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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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2023 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 audits resulting in this independent auditors’ report are Chih-Ming Shao and Kuo-Ning Huang.

Deloitte & Touche Taipei, Taiwan Republic of China

March 1, 2024

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with 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 consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

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FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents Financial assets at fair value through profit or loss - current Financial assets at fair value through other comprehensive income - current Financial assets at amortized cost - current Notes receivable Trade receivables Trade receivables from related parties Other receivables Current tax assets Inventories Prepayments Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current Financial assets at amortized cost - non-current Investments accounted for using the equity method Property, plant and equipment Right-of-use assets Investment properties Intangible assets Deferred tax assets Net defined benefit assets Other non-current assets Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings Short-term bills payable Contract liabilities Notes payable Trade payables Trade payables to related parties Other payables Current tax liabilities Provisions Lease liabilities Advance receipts Current portion of long-term borrowings Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings Provisions Deferred tax liabilities Lease liabilities Net defined benefit liabilities Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY Share capital Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS Total equity TOTAL		2023 Amount % $ 19,957,709 15 83,054 - 951,448 1 1,817,858 1 649 - 1,220,390 1 118,779 - 650,022 - 2,635 - 2,107,659 2 290,506 - 44,529 - 27,245,238 20 4,688,905 4 73,000 - 8,540,496 6 32,462,952 24 46,536,255 35 9,022,885 7 2,394,245 2 348,451 - 503,364 - 2,015,247 2 106,585,800 80 $133,831,038 100 $ 11,700,188 9 1,686,518 1 9,615,412 7 1,480 - 18,047,911 14 103,222 - 4,063,454 3 932,204 1 3,000 - 2,923,309 2 410,335 - 518,039 1 414,256 - 50,419,328 38 14,562,121 11 25,729 - 2,304,264 2 28,085,073 21 483,823 - 476,892 - 45,937,902 34 96,357,230 72 14,169,406 11 3,343,595 2 3,930,366 3 2,648,051 2 2,086,045 1 8,664,462 6 5,242,133 4 (97,110) - 31,322,486 23 6,151,322 5 37,473,808 28 $133,831,038 100		2022
				Amount % $ 17,254,680 14 284,762 - 840,485 1 2,210,526 2 471 - 1,162,412 1 152,611 - 703,143 - 2,746 - 2,372,926 2 267,762 - 56,533 - 25,309,057 20 4,627,437 4 123,200 - 9,749,294 8 33,279,076 26 39,630,425 31 8,971,146 7 2,413,602 2 584,173 - 285,329 - 1,970,204 2 101,633,866 80 $126,942,943 100 $ 13,722,144 11 1,590,845 1 10,279,939 8 3,500 - 17,050,545 13 116,859 - 4,089,361 3 626,356 1 3,000 - 3,191,599 3 509,317 - 950,000 1 395,209 - 52,528,674 41 9,900,000 8 25,500 - 2,349,887 2 20,489,572 16 581,832 1 520,214 - 33,867,005 27 86,395,679 68 14,169,406 11 3,341,024 3 3,729,018 3 2,657,978 2 2,798,561 2 9,185,557 7 4,940,666 4 (97,110) - 31,539,543 25 9,007,721 7 40,547,264 32 $126,942,943 100

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

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FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE OPERATING COSTS GROSS PROFIT OPERATING EXPENSES Selling and marketing expenses General and administrative expenses Expected credit loss (gain) Total operating expenses OPERATING PROFIT NON-OPERATING INCOME AND EXPENSES Interest income Other income Other losses Finance costs Share of profit (loss) of associates accounted for using the equity method Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Remeasurement of defined benefit plans		2023 Amount % $ 36,725,103 100 16,180,018 44 20,545,085 56 863,321 2 14,160,019 39 21,133 - 15,044,473 41 5,500,612 15 187,036 1 257,872 1 67,178 - (962,332) (3) 123,200 - (327,046) (1) 5,173,566 14 1,211,035 3 3,962,531 11 186,399 1 85,271 -		2022
				Amount % $ 35,863,910 100 16,544,425 46 19,319,485 54 896,918 2 13,977,027 39 (826) - 14,873,119 41 4,446,366 13 92,888 - 357,816 1 (347,821) (1) (869,978) (2) (170,711) (1) (937,806) (3) 3,508,560 10 803,394 3 2,705,166 7 (105,862) - 128,947 -

(Continued)

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FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Share of other comprehensive income of associates accounted for using the equity method Income tax relating to items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Exchange differences on translating the financial statements of foreign operations Share of other comprehensive income (loss) of associates accounted for using the equity method Other comprehensive income (loss) for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR NET PROFIT ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the Company Non-controlling interests EARNINGS PER SHARE Basic Diluted		2023 Amount % $ 43,552 - (17,058) - 298,164 1 26,913 - (18,660) - 8,253 - 306,417 1 $ 4,268,948 12 $ 2,752,303 8 1,210,228 3 $ 3,962,531 11 $ 3,055,547 9 1,213,401 3 $ 4,268,948 12 $1.95 $1.95		2022
				Amount % $ (79,295) - (25,499) - (81,709) - (48,973) - (25,615) - (74,588) - (156,297) - $ 2,548,869 7 $ 1,930,174 5 774,992 2 $ 2,705,166 7 $ 1,766,118 5 782,751 2 $ 2,548,869 7 $1.37 $1.37

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

17 -

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

	Equity Attributable to Owners of the Company	Equity Attributable to Owners of the Company	Equity Attributable to Owners of the Company
Share Capital Capital Surplus $ 14,169,406 $ 3,340,982 - - - - - - - - - - - - - - - - - 42 - - 14,169,406 3,341,024 - - - - - - - - - - - - - - - - - - - 2,571 - - - - - - $ 14,169,406 $ 3,343,595	Retained Earnings Legal Reserve Special Reserve Unappropriate d Earnings $ 3,611,319 $ 2,619,569 $ 2,216,433 117,699 - (117,699 ) - 38,409 (38,409 ) - - (1,275,247 ) - - - 117,699 38,409 (1,431,355) - - 1,930,174 - - 87,848 - - 2,018,022 - - - - - (4,539) 3,729,018 2,657,978 2,798,561 201,348 - (201,348 ) - (9,927 ) 9,927 - - (1,558,635 ) - - - 201,348 (9,927) (1,750,056) - - 2,752,303 - - 75,130 - - - 2,827,433 - - 2,478 - - - - - (1,815,989) - - 23,618 $ 3,930,366 $ 2,648,051 $ 2,086,045	Other Equity		Treasury Shares $ (97,110) - - - - - - - - - - (97,110) - - - - - - - - - - - - $ (97,110)
		Exchange Differences on Translating the Financial Statements of Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Foreign Operations Comprehensiv e Income $ 65,935 $ 2,944,932 - - - - - - - - - - - - (10,169) (241,735) (10,169) (241,735) - - - 4,539 55,766 2,707,736 - - - - - - - - - - - - (2,260) 230,374 (2,260) 230,374 (50) (2,478) - - 44,910 54,589 - (23,618) $ 98,366 $ 2,966,603	Gain on Property Revaluation $ 2,177,164 - - - - - - - - - - 2,177,164 - - - - - - - - - - - - $ 2,177,164
	Legal Reserve $ 3,611,319 117,699 - - - 117,699 - - - - - 3,729,018 201,348 - - - 201,348 - - - - - - - - $ 3,930,366

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

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FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments for: Depreciation expense Amortization expense Expected credit gain recognized on receivables (Gain) loss on financial assets and liabilities at fair value through profit or loss Finance costs Interest income Dividend income Share of (profit) loss of associates accounted for using the equity method Loss on disposal of property, plant and equipment Loss on disposal of intangible assets Gain on lease modifications Loss (gain) on disposal of investments Impairment loss (reversal of impairment loss) on property, plant and equipment Impairment loss recognized on right-of-use assets Unrealized gain on physical and slow-moving inventories (Gain) loss on changes in fair value of investment properties Amortization of prepayments Concession on lease liabilities (Reversal) recognized of unrealized purchase discounts Net changes in operating assets and liabilities Increase in financial assets mandatorily classified as at fair value through profit or loss Notes receivable Trade receivables Trade receivables from related parties Other receivables Inventories Prepayments Other current assets Contract liabilities - current Notes payable Trade payables Trade payables to related parties Other payables Advance receipts Other current liabilities Net defined benefit assets Net defined benefit liabilities Cash generated from operations Dividends received	2023 $ 5,173,566 5,134,806 60,787 3,437 (10,534) 962,332 (187,036) (257,872) (123,200) 50,676 - (1,288) 59,989 4,046 120,343 (22,058) (49,134) 5,579 - (898) 213,219 (178) (70,141) 33,832 (34,326) 288,223 (23,055) 6,791 (664,527) (2,020) 973,941 (13,637) 295,628 65,665 19,047 (97,424) (133,349) 11,781,230 339,924	2022 $ 3,508,560 5,534,369 70,246 212,589 8,510 869,978 (92,888) (357,816) 170,711 14,660 1,090 - (3,266) (64,393) 432,343 (10,271) 8,083 36,100 (149,877) 917 144,644 200 16,261 17,999 (14,790) 77,683 (32,298) 3,952 619,955 (2,330) 243,741 20,462 89,027 167,831 124 (88,560) (18,158) 11,435,388 508,921 (Continued)

19 -

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

Interest paid Interest received Income tax returned Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at fair value through other comprehensive income Proceeds from sale of financial assets at fair value through other comprehensive income Purchase of financial assets amortized at cost Proceeds from sale of financial assets at amortized cost Proceeds from sale of investments accounted for using the equity method Decrease in prepaid long-term investments Net cash outflow on disposal of subsidiary Proceeds from capital reduction of associates Payments for property, plant and equipment and increase in prepayment for equipment Proceeds from disposal of property, plant and equipment Payments for intangible assets Acquisition of right-of-use assets Acquisition of investment properties Increase in other non-current assets Decrease in other non-current assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from short-term borrowings Repayments of short-term borrowings Proceeds from short-term bills payable Repayments of short-term bills payable Proceeds from long-term borrowings Repayments of long-term borrowings Repayment of the principal portion of lease liabilities Decrease in other non-current liabilities Dividends paid to owners of the Company Acquired equity in subsidiaries Dividends paid to non-controlling interests Net cash used in financing activities	2023 $ (890,727) 202,087 165 (709,418) 10,723,261 (8,975) 22,943 (5,169,042) 5,603,574 46,222 123,872 (405,484) 1,064,135 (1,871,284) 1,847 (35,859) (4,450) (2,605) - 27,693 (607,413) 99,972,968 (101,922,033) 12,686,113 (12,590,440) 129,180,160 (124,950,000) (2,864,372) (47,160) (1,556,870) (4,498,463) (797,574) (7,387,671)	2022 $ (772,109) 92,081 214 (585,121) 10,679,374 (539,724) 45,134 (5,580,738) 4,557,744 - - - - (1,480,356) 148 (56,385) (383,089) (1,096) (134,260) - (3,572,622) 115,930,553 (112,170,593) 19,553,794 (21,153,655) 109,760,279 (116,500,000) (2,969,151) (10,364) (1,273,077) - (554,934) (9,387,148) (Continued)

20 -

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	2023 $ (25,148) 2,703,029 17,254,680 $ 19,957,709	2022 $ 2,986 (2,277,410) 19,532,090 $ 17,254,680

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

21 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Far Eastern Department Stores, Ltd.

Opinion

We have audited the accompanying financial statements of Far Eastern Department Stores, Ltd. (the “Company”), which comprise the balance sheets as of December 31, 2023 and 2022, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including material accounting policy information (collectively referred to as the “financial statements”).

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for 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 for the year ended December 31, 2023. 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.

22 -

The key audit matter identified in the Company’s financial statements for the year ended December 31, 2023 is stated as follows:

- - Assessment of impairment of property, plant and equipment and right of use assets

The department store and hypermarket industries in which the Company is engaged in are highly competitive. Due to the rising threat from external competition, some of our cash-generating units have been in the red in recent years. Management estimates and makes judgments about the expected future economic benefits and recoverable amounts of the assets of the cash-generating units in accordance with IAS 36, “Impairment of Assets,” in order to assess whether they are impaired. The assessment of impairment of the Company’s property, plant and equipment and right-of-use assets is considered to be a key audit matter for the current year because of the high percentage of property, plant and equipment and right-of-use assets in the total assets of the cash-generating units, which is material to the financial statements as a whole. Thus, we considered the evaluation of impairment loss of property, plant and equipment and right-of-use assets as a key audit matter. For the accounting policy related to the impairment loss of the property, plant and equipment and right-of-use assets, refer to Notes 4 (k), 5, 12, and 13 to the accompanying financial statements.

The key audit procedures that we performed in respect of the impairment loss of property, plant and equipment and right-of-use assets are as follows:

We obtained an assessment of impairment of assets for each cash-generating unit as assessed by management.
We assessed the reasonableness of the assumptions and methods used in the valuation.

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

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

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

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

23 -

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 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 maintain professional skepticism throughout the audit. We also:

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

24 -

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 for the year ended December 31, 2023 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 audits resulting in this independent auditors’ report are Chih-Ming Shao and Kuo-Ning Huang.

Deloitte & Touche Taipei, Taiwan Republic of China

March 1, 2024

Notice to Readers

The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with 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 applied in the Republic of China.

For the convenience of readers, the independent 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. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

25 -

FAR EASTERN DEPARTMENT STORES, LTD.

BALANCE SHEETS DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents Financial assets at amortized cost - current Trade receivables Trade receivables from related parties Other receivables Inventories Prepayments Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current Financial assets at amortized cost - non-current Investments accounted for using the equity method Property, plant and equipment Right-of-use assets Investment properties Intangible assets Deferred tax assets Net defined benefit assets Other non-current assets Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings Short-term bills payable Contract liabilities Trade payables Trade payables to related parties Other payables Current tax liabilities Lease liabilities Advance receipts Current portion of long-term borrowings Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings Deferred tax liabilities Lease liabilities Other non-current liabilities Total non-current liabilities Total liabilities EQUITY Share capital Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity TOTAL		2023 Amount % $ 2,091,483 3 25,808 - 522,543 1 63,272 - 99,806 - 381,678 - 259,772 - 8,618 - 3,452,980 4 2,804,362 4 - - 25,223,508 31 16,700,292 21 21,802,795 27 9,098,310 11 49,891 - 91,173 - 501,684 1 648,533 1 76,920,548 96 $80,373,528 100 $ 6,650,000 8 859,853 1 3,837,202 5 5,999,059 8 70,403 - 1,622,292 2 297,755 - 870,027 1 252,195 - 480,000 1 184,497 - 21,123,283 26 13,700,000 17 2,180,925 3 11,945,716 15 101,118 - 27,927,759 35 49,051,042 61 14,169,406 18 3,343,595 4 3,930,366 5 2,648,051 3 2,086,045 3 8,664,462 11 5,242,133 6 (97,110) - 31,322,486 39 $80,373,528 100		2022
				Amount % $ 838,566 1 25,600 - 525,632 1 86,973 - 102,064 - 353,112 1 262,890 - 8,134 - 2,202,971 3 2,793,214 4 200 - 22,573,000 29 17,083,127 22 22,963,693 29 9,018,266 12 60,986 - 87,144 - 283,748 - 562,391 1 75,425,769 97 $77,628,740 100 $ 8,500,000 11 599,932 1 4,076,038 5 4,707,626 6 53,419 - 1,703,701 2 180,160 - 950,111 1 265,297 1 950,000 1 166,546 - 22,152,830 28 9,100,000 12 2,155,083 3 12,595,824 16 85,460 - 23,936,367 31 46,089,197 59 14,169,406 18 3,341,024 4 3,729,018 5 2,657,978 3 2,798,561 4 9,185,557 12 4,940,666 7 (97,110) - 31,539,543 41 $77,628,740 100

26 -

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE OPERATING COSTS GROSS PROFIT OPERATING EXPENSES Selling and marketing expenses General and administrative expenses Expected credit loss Total operating expenses OPERATING PROFIT NON-OPERATING INCOME AND EXPENSES Interest income Other income Other gains and losses Finance costs Share of profit of subsidiaries and associates accounted for using the equity method Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income		2023 Amount % $ 11,628,628 100 3,579,943 31 8,048,685 69 360,276 3 4,907,252 42 199 - 5,267,727 45 2,780,958 24 406 - 143,541 1 124,260 1 (546,934) (5) 630,225 6 351,498 3 3,132,456 27 380,153 3 2,752,303 24 120,634 1 9,380 -		2022 Amount % $ 11,287,323 100 3,665,034 32 7,622,289 68 398,555 4 4,794,877 42 - - 5,193,432 46 2,428,857 22 165 - 201,628 2 (181,610) (2) (473,255) (4) 264,276 2 (188,796) (2) 2,240,061 20 309,887 3 1,930,174 17 45,616 - (110,721) (1) (Continued)

27 -

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Share of other comprehensive income (loss) of subsidiaries and associates accounted for using the equity method Income tax relating to items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Share of other comprehensive income (loss) of subsidiaries and associates accounted for using the equity method Other comprehensive income (loss) for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR EARNINGS PER SHARE, NT$ Basic Diluted		2023 Amount % $ 196,522 1 (24,126) - 302,410 2 834 - 834 - 303,244 2 $ 3,055,547 26 $ 1.95 $ 1.95		2022
				Amount % $ (31,751) - (9,123) - (105,979) (1) (58,077) - (58,077) - (164,056) (1) $ 1,766,118 16 $ 1.37 $ 1.37

The accompanying notes are an integral part of the financial statements.

(Concluded)

28 -

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

Share Capital Capital Surplus BALANCE AT JANUARY 1, 2022 $ 14,169,406 $ 3,340,982 Appropriation of 2021 earnings Legal reserve - - Special reserve - - Cash dividends - - - - Net profit for the year ended December 31, 2022 - - Other comprehensive income (loss) for the year ended December 31, 2022, net of income tax - - Total comprehensive income (loss) for the year ended December 31, 2022 - - Changes in capital surplus from investments in subsidiaries and associates accounted for using the equity method - 42 Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates - - BALANCE AT DECEMBER 31, 2022 14,169,406 3,341,024 Appropriation of 2022 earnings Legal reserve - - Special reserve - - Cash dividends - - - - Net profit for the year ended December 31, 2023 - - Other comprehensive income (loss) for the year ended December 31, 2023, net of income tax - - Total comprehensive income (loss) for the year ended December 31, 2023 - - Difference between consideration and carrying amount of subsidiaries acquired - - Changes in capital surplus from investments in subsidiaries and associates accounted for using the equity method - 2,571 Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates - - BALANCE AT DECEMBER 31, 2023 $ 14,169,406 $ 3,343,595 The accompanying notes are an integral part of the financial statements.	Retained Earnings Unappropriated Legal Reserve Special Reserve Earnings $ 3,611,319 $ 2,619,569 $ 2,216,433 117,699 - (117,699) - 38,409 (38,409) - - (1,275,247) 117,699 38,409 (1,431,355) - - 1,930,174 - - 87,848 - - 2,018,022 - - - - - (4,539) 3,729,018 2,657,978 2,798,561 201,348 - (201,348) - (9,927) 9,927 - - (1,558,635) 201,348 (9,927) (1,750,056) - - 2,752,303 - - 75,130 - - 2,827,433 - - (1,815,989) - - 2,478 - - 23,618 $ 3,930,366 $ 2,648,051 $ 2,086,045	Other Equity	Gain on Property Revaluation $ 2,177,164 - - - - - - - - - 2,177,164 - - - - - - - - - - $ 2,177,164	Treasury Shares $ (97,110) - - - - - - - - - (97,110) - - - - - - - - - - $ (97,110)	Total Equity $ 31,048,630 - - (1,275,247) (1,275,247) 1,930,174 (164,056) 1,766,118 42 - 31,539,543 - - (1,558,635) (1,558,635) 2,752,303 303,244 3,055,547 (1,716,490) 2,521 - $ 31,322,486
		Unrealized Gain Exchange Differences on (Loss) on Financial Translating the Assets at Fair Financial Value Through Statements of Other Foreign Comprehensive Operations Income $ 65,935 $ 2,944,932 - - - - - - - - - - (10,169) (241,735) (10,169) (241,735) - - - 4,539 55,766 2,707,736 - - - - - - - - - - (2,260) 230,374 (2,260) 230,374 44,910 54,589 (50) (2,478) - (23,618) $ 98,366 $ 2,966,603
	Legal Reserve $ 3,611,319 117,699 - - 117,699 - - - - - 3,729,018 201,348 - - 201,348 - - - - - - $ 3,930,366

29 -

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss recognized on receivables Amortization of prepayments Finance costs Share of profit of subsidiaries and associates accounted for using the equity method Interest income Dividend income Loss on disposal of property, plant and equipment Loss on disposal of investment properties Profit from lease modification (Gain) Loss on changes in fair value of investment properties Concession on lease liabilities Net changes in operating assets and liabilities Trade receivables Trade receivables from related parties Other receivables Inventories Prepayments Other current assets Contract liabilities Notes payable and trade payables Trade payables from related parties Other payables Advance receipts Other current liabilities Net defined benefit assets Cash generated from operations Interest paid Interest received Dividends received Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at fair value through other comprehensive income Purchase of financial assets at amortized cost Proceeds from sale of financial assets at amortized cost Acquisition of investments accounted for using the equity method	2023 $ 3,132,456 1,830,345 26,351 199 1,963 546,934 (630,225) (406) (143,541) 38,111 94 (2,277) (77,022) - 2,890 23,701 19,112 (28,566) 3,118 (484) (238,836) 1,291,433 16,984 24,982 73,477 17,951 (97,302) 5,831,442 (530,162) 406 517,800 (264,871) 5,554,615 (1,768) (25,808) 25,800 (4,500,000)	2022 $ 2,240,061 1,907,923 30,298 190,000 525 473,255 (264,276) (165) (201,628) 10,486 538 - 50,970 (54,625) 30,471 5,013 (11,919) 53,481 (26,086) 552 137,178 470,202 2,790 176,744 159,053 6,533 (41,431) 5,345,943 (438,350) 163 689,340 (224,474) 5,372,622 - (25,800) 25,508 (1,800,000)

(Continued)

30 -

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

Proceeds from disposal of investments accounted for using the equity method Proceeds from capital reduction of investments accounted for using equity method Payments for property, plant and equipment Proceeds from disposal of property, plant and equipment Payments for intangible assets Acquisition of right-of-use assets Payments for investment properties Increase in other non-current assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from short-term borrowings Repayments of short-term borrowings Proceeds from short-term bills payable Repayments of short-term bills payable Proceeds from long-term borrowings Repayments of long-term borrowings Repayment of the principal portion of lease liabilities (Decrease) increase in other non-current liabilities Dividends paid Net cash generated from (used in) financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS, END OF THE YEAR	2023 $ 17,206 589,717 (653,948) 251 (11,497) (419) (3,116) (9,465) (4,573,047) 39,200,000 (41,050,000) 2,349,114 (2,089,193) 128,680,000 (124,550,000) (704,436) (7,092) (1,557,044) 271,349 1,252,917 838,566 $ 2,091,483	2022 $ - - (502,424) 60 (23,813) (41,681) (2,194) (37,932) (2,408,276) 63,370,000 (59,670,000) 7,546,731 (8,496,314) 111,000,280 (114,900,000) (670,801) 2,040 (1,273,077) (3,091,141) (126,795) 965,361 $ 838,566

The accompanying notes are an integral part of the financial statements. (Concluded)

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3. Audit Committee’s review report for 2023 business report and financial statements.

Audit Committee’s Review Report

To the 2023 General Shareholders Meeting of Far Eastern Department Stores Ltd., In accordance with Article 14-4 of Securities and Exchange Act and Article 219 of the Company Law, we have examined the Business Report, the Resolution for Distribution of Profit, and Financial Statements which had been certified by Deloitte & Touche, submitted by the Board of Directors for the year ending 2023 and found them in order.

The Convener of the Audit Committee : Edward Yung Do Way

May 8, 2024

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4. Report of 2023 employees’ compensation and Directors’ remuneration

Pursuant to the Article 27 of the Company’s “Articles of Incorporation”, if the Company profits for the year, the Company shall allocate from 2% to 3.5% of it for the employees’ compensation, and the maximum of 2.5% of it for Directors’ compensation. However, the company’s accumulated losses shall reserve the amount of covering in advance. A company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, have the profit distributable as employees’ compensation in the form of shares or in cash. The ratio and amount of actual distribution shall be approved by the board of directors, and in addition thereto a report of such distribution shall be submitted to the shareholders meeting.
2023 employees’ compensation and Directors’ remuneration were calculated as NT$106,184,934 and NT$79,638,701 respectively. The aforesaid items will be paid in cash.
The proposal of compensation had been approved by the 11[rd] meeting of the 19[th ] term Board of Directors.
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IV. Acknowledge Matters

1. To accept 2023 business report and financial statements.

The Board of Directors proposes and recommends that each shareholder votes for the acceptance of 2023 business report and financial statements.

Explanatory Notes:

1. FEDS’s 2023 business report and financial statements (including consolidated balance sheets, consolidated statements of comprehensive income, consolidated statements of changes in equity, consolidated statements of cash flows, and balance sheets, statements of comprehensive income, statements of changes in equity, statements of cash flows) have been audited by independent auditors, Eddie Shao and Leon Huang of Deloitte & Touche (please refer to Page 3-31) , and have been examined by and determined to be correct and accurate by the Audit Committee of FEDS. We thereby submit this report.

2. Please approve the above-mentioned business report and financial statements.

Resolution:

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2. To approve the proposal for the distribution of 2023 profit.

The Board of Directors proposes and recommends that each shareholder votes for the distribution of 2023 profit.

Explanatory Notes:

1. All the closing transactions as of December 31, 2023 have been completely closed,

and have been audited by the accounting firm, Deloitte and Touche. We thereby submit the proposal for distribution of 2023 profits:

1.	Unappropriated earnings of January 1, 2023	NT$ 1,048,504,537
2.	Net Income for theyear ended December 31, 2023	2,752,302,797
3.	The adjustments of retained earnings for by using equity method	(1,789,891,978)
4.	Recognizing the re-measurements of defined benefit plans in retained earnings	75,128,917
5.	The amount of the sum of the current after-tax net income and other item accounted to undistributed earnings (=2-3+4)	1,037,539,736
6.	10% legal reserve (=5*10%)	(103,753,974)
7.	Legalspecial reserve appropriated	(34,177,136)
8.	Reversal special reserve	1,000,564,312
9.	Distributablenet profit(=1+5-6-7+8)	2,948,677,475,
10.	Earnings distribution(NT$1.6per share)	(2,267,104,942)
11.	Un-appropriated earnings after distribution(=9-10)	681,572,533

2. The distribution of 2023 dividends composes of 2023 surplus earning in priority, and the undistributed profit from 1998 to 2022 in case 2023 surplus earning are insufficient to cover 2023 dividends, and so on.

3. After being approved at the annual General Shareholders’ meeting (2023), the cash dividends to holders of common share will be distributed on the record date to be determined by Chairman authorized by the Board of Directors. Cash dividends allocated to each shareholder should be calculated to round down to full NT dollar (decimal places should be ignored). The sum of the amount lower than NT$1 paid to each shareholder should be reclassified to other income. According to Article 282 of the ROC Securities and Exchange Law and other relevant regulations, the total numbers of common shares outstanding may change, and the ultimate cash to be distributed to each common share may need to be adjusted accordingly. It is proposed that the Board of Directors of FEDS be authorized to adjust the cash to be distributed to each common share based on the total amount of profits resolved to be distributed, the amount of earnings resolved to be capitalized, and the number of actual common shares outstanding on the record date for distribution.

4. Please approve the above-mentioned proposal for the distribution of 2023 profits.

Resolution

V. Items for Discussion and Election

1. Proposal to elect Directors (including Independent Directors) of the Company

The Board of Directors proposes and recommends that each shareholder to elect Directors (including three Independent Directors).

Proposed by Board of Directors

Explanatory Notes:

1. As stated in Article 17 of the Company's Articles of Incorporation, the directors' election adopts a nomination system, and the directors shall be selected from among the list of director candidates by the shareholders.

2. The term of the 1 9 th Board of Directors of the Company expired on July 26, (2024). According to Article 18 of the Company's Articles of Incorporation, the directors shall be re-elected in the 2024 general shareholders meeting. Nine directors (of which three are independent directors) shall be elected in the election, and the term of the new directors after the re-election is from June 18, 2024 to June 17, 2027, totaling 3 years. The current Directors shall serve until 2024 shareholders' meeting is completed.

3. In accordance with Article 192-1 of the Company Act and related laws and regulations, the list of candidates for directors (including independent directors) approved by the Company's 12th meeting of the 19th Board of Directors on May 8, 2024 is as follows.

4. Please elect.

Resolution:

List of Candidates and Summary Table of Related Information

Title	Name	Education	Experience	Current Position	Legal Entity Represent
Director	Douglas Tong Hsu	Honor Ph.D. in Management, National Chiao Tung University, Taiwan	1. Chairman, Far Eastern Department Stores Ltd. Far Eastern New Century Co. Ltd. Asia Cement Corporation Far EasTone Telecommunications Co. Ltd. Oriental Union Chemical Corporation U-Ming Marine Transport Corp. 2. Vice-Chairman, Far Eastern International Bank	1. Chairman, Far Eastern Department Stores Ltd. Far Eastern New Century Co. Ltd. Asia Cement Corporation Far EasTone Telecommunications Co. Ltd. Oriental Union Chemical Corporation U-Ming Marine Transport Corp. 2. Vice-Chairman, Far Eastern International Bank	-
Director	Nancy Hsu	Department of Fashion Design, Shih Chien University, Taiwan	1. Director & President, Far Eastern Department Stores Ltd. 2. Chairman, YuMing Advertising Agency Co., Ltd. Ya Tung Department Stores Ltd. Bai Yang Investment Co., Ltd. Bai Ding Investment Co., Ltd. Far Eastern Hon Li Do Co., Ltd. Far Eastern City Super Co. Ltd. Bai Fa China Holding (HK) Limited, Pacific (China) Investment Co., Ltd.	1. Director & President, Far Eastern Department Stores Ltd. 2. Chairman, YuMing Advertising Agency Co., Ltd. Ya Tung Department Stores Ltd. Bai Yang Investment Co., Ltd. Bai Ding Investment Co., Ltd. Far Eastern Hon Li Do Co., Ltd. Far Eastern City Super Co. Ltd. Bai Fa China Holding (HK) Limited,	Ding Ding Management Consultant Corporation
Director	Nicole Hsu	Bachelor, major in Fine Arts in Interior Design, New York School of Interior Design, USA	1. Director, Far Eastern Department Stores Ltd., 2. Senior Designer, Saladino Group, Inc., New York	1. Director, Far Eastern Department Stores Ltd.	Far Eastern New Century Co., Ltd.

Title	Name	Education	Experience	Current Position	Legal Entity Represent
Director	Philby Lee	Bachelor, Department of Accounting, North Arizona State University, USA	1. Director, Far Eastern Department Stores Ltd. 2. Chairman, Far Eastern Big City Shopping Malls Co., Ltd. Zhubei New Century Shopping Mall Co., Ltd 3. CEO, Far Eastern Retail Business Development HQ.	1. Director, Far Eastern Department Stores Ltd. Far Eastern Amart Company Ltd. Yuanshi digital technology Co.,Ltd. Zhubei New Century Shopping Mall Co., Ltd 2. Chairman, Far Eastern Big City Shopping Malls Co., Ltd. 3. CEO, Far Eastern Retail Business Development HQ.	Far Eastern New Century Co., Ltd.

Title	Name	Education	Experience	Current Position	Legal Entity Represent
Director	Chee Ching	Ph. D., Management Information System, Purdue University, USA	1. Vice President, Technology Development, AT&T	1. President, Far EasTone Telecommunications Co., Ltd. 2. Chairman & President, Far Eastern Info Service (Holding) Ltd. 3. Chairman, Arcoa Enterprise Co., Ltd. Yuan Cing Co.,Ltd. Prime EcoPower Co., Ltd Yuanshi Digital Technology Co., Ltd IDEAWORKS Entertainment Co., Ltd. FHNET 4. Director & President, New Century InfoComm Tech Co., Ltd. 5. Director, Pacific Sogo Department Stores Co., Ltd Far Eastern Electronic Toll Collection Co., Ltd. Ding Ding Integrated Marketing Service Co., Ltd. FETC International Co, Ltd.	Asia Cement Corporation
Director	Jin-Lin Liang	M.A. in Mass Communication, University of Illinois, ISA	1. Director, Far Eastern Department Stores Ltd. Far Eastern Electronic Commerce Co., Ltd. Yuan Ding Integrated Information Service (Shanghai) Inc 2. President, Ding Ding Integrated Marketing Services Ltd. 3. Chairman, Yuan Hsin Digital Payment Co., Ltd.	1. President, Ding Ding Integrated Marketing Services Ltd. 2. Director, Yuan Ding Integrated Information Service (Shanghai) Inc	Yuli Investments Corporation

Title	Name	Education	Experience	Current Position	Legal Entity Represent
Independent Director	Edward Yung Do Way	MBA, University of Georgia, USA	1. Independent Director, Far Eastern Department Stores Ltd. 2. CEO, Deloitte Taiwan 3. Director, The Child Welfare League Foundation Deloitte Greater China Board Deloitte Global Board 4. Chairman, United Way of Taiwan, R.O.C. 5. CPA, University of Georgia, USA	1. Chairman, Yong Qin Xing Ye Limited Co. 2. Independent Director, Far Eastern Department Stores Ltd. Cathay Financial Holdings Co., Ltd. Cathay United Commercial Bank Co., Ltd. Cathay Securities Corp. Taita Chemical Company, Ltd. 3. Director, Vanguard International Semiconductor Corp. MiTAC Holdings Corp. Iron force industrial Co., Ltd	-
Independent Director	Dong, Ding Yu	Ph.D. in Engineering Stanford University, USA	1. Independent Director, Far Eastern Department Stores Ltd. 2. Assistant Professor, San Jose State University, USA 3. Chairman and President, Elite Material Co., Ltd.	1. Independent Director, Far Eastern Department Stores Ltd 2. Chairman, Elite Material Co., Ltd. 3. Director, Newaisa Construction	-

Title	Name	Education	Experience	Current Position	Legal Entity Represent
Independent Director	Susan S. Chang	Master. Dept. of Economics, National Taiwan University	1. Chairman, Bank of Taiwan Taiwan Financial Holdings 2. Vice Chairperson, Financial Supervisory Commission 3. Administrative Deputy Minister, Ministry of Finance 4. Director General, National Treasury Administration, Ministry of Finance 5. Vice Commissioner, Bureau of Monetary Affairs 6. Deputy Chief, Dept. of Monetary Affairs 7. Deputy Director, Economic Research Dept., Council for Economic Planning And Development, Executive Yuan	1. Independent Director, Far Eastern Int’l Bank 2. Director, Jinniujin Business Co., Ltd. Grace Technology Co., Ltd. 3. Supervisor, Entie Tech- engineering Co., Ltd	-
Note 1：Independent Director Edward Way is currently serving as an independent director for the third consecutive term. He has the necessary knowledge, skills and literacy to execute the duties, as well as various professional abilities. Independent Director Edward Way also served as the convener of the Audit Committee and the Remuneration Committee. He was once the president of Deloitte Taiwan. He has outstanding expertise in accounting, auditing, strategy and management, and has a high degree of professional governance and operational management capabilities. He is able to provide guidance and benefit the Company.

2. Proposal to release the non-competition restriction for directors in Article 209 of the Company Act

The Board of Directors proposes and recommends that each shareholder votes for releasing the restriction on non-competition of directors in Article 209 of the Company Act. Proposed by Board of Directors

Explanatory Notes:

According to Paragraph 1 of Article 209 of the Company Act, which states “a director who performs any act for himself or on behalf of another person that is within the scope of the company's business shall explain to the shareholders meeting of the essential contents of such an act and secure its approval.
As a newly appointed director of the Company might have invested or engaged in other business that are the same or similar to the scope of the Company's business, we hereby ask the shareholders meeting to approve the relief of the Company’s restrictions on the non-competition of new directors and their representatives in accordance with Article 209 of the Company Act.

Resolution:

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To release the non-competition restriction of the Company’s directors

Title	Name	Title and Competition Company	Major Business Scope
Director	Douglas Tong Hsu	Chairman Far Eastern Ai Mai Co., Ltd. FEDS Asia Pacific Development Co., Ltd. FEDS New Century Development Co., Ltd. Director Pacific Sogo Department Stores Co., Ltd. Ya Tung Department Stores Ltd. Far Eastern City Super Co. Ltd. Far Eastern Hon Li Do Co. Ltd.	Retail and wholesale
Director	Nancy Hsu, Representative of Ding Ding Management Consultant Corporation	Chairman Ya Tung Department Stores Ltd. Far Eastern City Super Co. Ltd. Far Eastern Hon Li Do Co. Ltd. Director Far Eastern Ai Mai Co., Ltd. FEDS Asia Pacific Development Co., Ltd. FEDS New Century Development Co., Ltd. Zhubei New Century Shopping mall Co., Ltd.	Retail and wholesale
Director	Philby Lee, Representative of Far Eastern New Century Co., Ltd.	Chairman Far Eastern Big City Shopping Malls Co., Ltd. Director Far Eastern Ai Mai Co., Ltd. Yuanshi digital technology Co.,Ltd. Zhubei New Century Shopping mall Co., Ltd	Retail and wholesale
Director	Chee Ching, Representative of Asia Cement Corporation	Chairman Yuanshi digital technology Co.,Ltd. Director Pacific Sogo Department Stores Co., Ltd.	Retail and wholesale

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VI. Extemporary Motion

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VII. Rules and Regulations

1. Articles of Incorporation of Far Eastern Department Stores Ltd.(the “Company”)

The latest amendment on June 24, 2022

Chapter 1 General Provisions

Article 1 The Company is duly incorporated under the provisions of the Company Law of the Republic of China, and shall be called: Far Eastern Department Stores Ltd.

Article 2

The Company's businesses are as follows ：

General merchandise, silk nylon, cotton cloth, candies cookies, cans, entertainment appliances, hardware, furniture, decorations, hand-made local products, stationery, library appliances, CD/DVD, camera appliances, children toys (excluding gambling, porn game and air-soft gun) , shoe/ hat/ raining garment, medicine/medical equipment, cigarette /wine, rice/corn, salt, the import and export of beverage, clocks/watches/glasses/camera’s business & maintenances, electronic business & maintenances, Children’s entertainment playground/facility business (excluding gambling, porn game and play gun), restaurants, food courts, beverage stores, film developer shop, and advertisement business(permitted business);
To operate gourmet grocery market, fresh food business, frozen vegetable, frozen meat/fish, dry food, and all kinds of flavoring sources;
To operate all kinds of product distribution, product classification and storage business;
The import and sales of vendor machines and measurement devices;
Authorizing a construction companies to build , commercial buildings and residential buildings for leasing and selling;
The business of gold and jewelry;
The business of tape recorder, radar CD player, and lets and sales of film tape, and CD/DVD;
The sales, import and export business, and dealer business of vehicles and vehicles parts ( for example, seats, vehicles refresher, wax, car accessories and etc.);
Vehicles repair and the operation and management of parking lot;
To operate gas station to supply gasoline, diesel fuel, the food and beverages in automatic vendor machine;
The business of art gallery and the deal of its works and antiques;
The business, repair, bidding and import and export business of all kind of wire and wireless telecom appliances;
The business of hair salon and various kinds of beauty services;
The entrusted management business of department stores and the stores in international and general tourist hotels;
The business of computer & telecom instrument/services;
JZ99030 photo shooting industry;
JZ99090 various kind services of festivities;
J701040 Leisure and entertaining activities;
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F401161 the import of tobacco;
F401171 the import of liquor;
Except where permits are required, to run operations not forbidden or limited by laws and regulations.

Article 3 The Corporation may provide guarantee in accordance to the regulations set out in the “Procedure for Endorsements and Guarantees”

Article 4 Where the Company invests in other companies and becomes a shareholder with limited liability, its total investment may exceed 40% of its paid-up capital as stipulated under Article 13 of the Company Law, subject to approval of the Board of Directors.
Article 5 The Company is incorporated in New Taipei City, the Republic of China; the Board of Directors may by resolution approve the establishment of domestic and international branches where it deems necessary.
Article 6 The Company’s Organization Chart should be adopted separately.

Chapter 2 Share Capital

Article 7 The Company's total capital shall be Seventeen Billion and Five hundred Million New Taiwan Dollar (NT$17,500,000,000) divided into 1,750,000,000 shares of NT$10 each. The Board of Directors is authorized to issue the un-issued shares in separate trenches. Out of the above total capital amount, One Hundred Million New Taiwan Dollar (NT$100,000,000) shall be divided into 10,000,000 shares of NT$10 each, to be issued as warrants for employees to subscribe.
Article 8 Shares issued by the Company are not required to be evidenced by share certificates, provided that they shall be recorded at the Securities Central Depository Enterprises.

The Company can issue special shares.

In the event of the Company merging with another company, matters relating to the merger need not be approved by way of a resolution of the special shareholders meeting.

Article 9 Matters relating to the Company's shares shall be dealt with according to the provisions of "Regulations Governing Handling of Stock Affairs by Public Companies" and the relevant laws and regulations.
Article 10 Registration of share transfer shall be closed within 60 days prior to General Shareholders’ Meeting, or with 30 days prior to Extraordinary Shareholders’ Meeting or within 5 days prior to the record date on which Company distributes the dividends or bonuses.
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Chapter 3 Shareholders’ Meeting

Article 11 The Shareholders’ Meetings shall be General or Extraordinary Shareholders’ Meetings. ：

General Shareholders’ Meeting shall be held once a year within 6 months of the end of the Company's financial year.
A Special Shareholders’ meeting shall be convened in accordance with laws and regulations.
Article 12 Notices of General Shareholders’ Meeting shall be in writing and delivered to the shareholders along with a public notice 30 days before the General Shareholders’ Meeting and 15 days before the Extraordinary Shareholders’ Meeting. The said notices shall specify the date, place and reasons for calling the shareholders’ meeting.
The shareholders' meeting shall be held by video conference or other methods announced by the authority.
Article 13 Unless otherwise stipulated by the Company Law, a quorum shall be present at the shareholders’ meeting if shareholders representing more than half of the shares issued by the Company are in attendance and resolutions at the said assembly shall be passed if approved by a majority of the shareholders in attendance.
Article 14 Shareholders may by way of power of attorney appoint proxies to attend the said shareholders’ meeting. Except for trust enterprises or share registration agencies approved by the securities management authorities, when one shareholder is entrusted by two or more shareholders, the voting right represented by the said shareholder shall not exceed 3% of the voting rights of total shares issued. Where it has so exceeded, the voting right in excess shall not be included.
Unless otherwise stipulated by the Company Law, attendance of shareholder's proxies shall be in accordance with the provisions of "Regulation Governing the Use of Proxies For Attendance of Shareholders’ Meeting of Public Companies".
Article 15 Unless otherwise stipulated by the Company Law and the Articles of Incorporation, shareholders’ meeting shall be conducted in accordance with the Company's regulations for shareholders’ meeting.
Article 16 Minutes and resolutions of shareholders’ meeting shall be recorded and signed by or affixed with the seal of the chairman of the meeting. The said minutes and resolutions shall specify the date and place of the shareholders’ meeting, number of shares represented by the shareholders (or proxies) present at the meeting; number of voting rights represented; name of the chairman of the shareholders’ meeting; resolutions and the manner in which they are passed. The said minutes and resolutions shall be kept, together with the register of shareholders' attendance and the proxies' powers of attorney, in compliance with the law.
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Chapter 4 Directors and Managers

Article 17 There shall be 5 to 9 Directors of the Company, who are elected and appointed from the persons with legal capacity at the shareholders’ meeting. The total shares number of the registered shares of the Company held by all of the Directors shall be determined according to the provisions of "Rules and Review Procedures for Director and Supervisor Ownership Ratios at Public Companies".

Among the directors in the preceding paragraph have three independent directors.

In accordance with Article 192-1 of the Company Act, the Company shall adopt a candidate nomination system for election of the directors, and the shareholders shall elect the directors from among the nominees listed in the roster of candidates. Independent and non-independent directors shall be elected at the same time but on separate ballots.

Article 17-1 Pursuant to Article 14-4 of the Securities and Exchange Act, the Company will establish an Audit Committee. The Audit Committee shall make up of the entire number of independent directors, is responsible of executing powers relegated to supervisors by the Company Act, Securities and Exchange Act and other laws and regulations.

The organizing members, exercise of powers and other matters to be abided by the Audit Committee shall follow related laws, regulations or rules or regulation of the Company. The organization regulations of the Audit Committee shall be adopted by the Board of Director.

Article 18 The respective appointments of Directors are for a period of 3 years. They may be reappointed following their re-election.
Article 19 The Board of Directors of the Company shall comprise the directors. A Chairman shall be elected from among the Director to represent the company. Where the Chairman has taken leave or is unable to perform his duties for any reasons, the Chairman shall appoint a Director to act on his behalf, failing which the Board of Directors shall nominate from among them a person to act on behalf of the Chairman of the Company.
Article 20 Meetings of the Board of Directors, which shall be held quarterly, shall be convened by the Chairman. Unless otherwise stipulated by the Company Law, a quorum shall be present at the Board of Directors if it is attended by more than half of the Directors, and a resolution passed if approved by a majority of the Directors in attendance. The Chairman may, in case of emergency, convene meetings of the Board at any time.

When a Director is unable to personally attend the meeting of the Board of Directors, he may entrust another Director to represent him in accordance with law.

The notice of meeting of board of directors could be served by way of writing document, e-mail or fax.

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Article 21 (Deleted.) The compensation of Directors shall be decided by the Shareholders’ Article 22 Meeting. Article 23 The Company shall have a General Manager and a number of Vice Presidents, Junior Vice Presidents and Managers. The appointment and dismissal of the above staff shall be by way of a majority at the meetings of the Board of Directors, subject to more than half of the Directors are in attendance of the said meetings. Article 24 The Chairman and the General Manager shall handle the daily affairs of the Company in compliance with the resolution of the Board of the Directors.

Chapter 5 Accounting

Article 25 The Company's fiscal year shall commence on the First of January of each year, and ends on the Thirty-first of December of the same year. The final accounts are settled at the end of the Company's fiscal year. Article 26 The Board of Directors shall in accordance with law furnish various documents and statements and their reports shall be submitted for approval at the General Shareholders’ Meeting. Article 27 If the Company profits for the year, the Company shall allocate from 2% to 3.5% of it for the employees’ compensation, and the maximum of 2.5% of it for Directors’ compensation. However, the company’s accumulated losses shall reserve the amount of covering in advance. A company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, have the profit distributable as employees’ compensation distributed in the form of shares or in cash, and the ratio, amount method and shares of actual distribution; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

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Article 28

Apart from paying all its income taxes in the case where there are profits at the end of the year, the Company shall make up for accumulated losses in past years. Where there is still balance, 10% of the amount of the sum of the current after-tax net income and other item accounted to undistributed earnings shall be set aside by the Company as legal reserve. Subject to certain business conditions under which the Company may retain a portion, the Company may distribute to the shareholders the bonus which is the remainder based on shareholdings after deducting special reserve as required by law together with undistributed profits from previous years.

The distribution of dividends shall take into consideration the changes in the outlook for the Company's businesses, the lifespan of the various products or services that have an impact on future capital needs and taxation. Dividends shall be paid aimed at maintaining the stability of dividend distributions. Save for the purposes of improving the financial structure, reinvestments, production expansion or other capital expenditures in which capital is required, when distributing shareholders’ dividend, the dividend payout ratio each fiscal year shall be no less than fifty percent （50%）of the final surplus which is the sum of after-tax profit of the fiscal year to withhold previous loss, if any, legal reserve and special reserve as required by law; the cash dividends shall not be less than 10% of bonus to the shareholders distributed in the same year.

Article 29 All matters not covered herein shall be undertaken in accordance with the Company Law of the Republic of China and the other relevant law and regulations.

Chapter 6 Supplementary Provisions

Article 30 These Articles of Incorporation were drafted on August 2, 1967, and came into effect following its approval by a resolution of the General Shareholders’ Meeting and the competent authorities. Amendments shall take effect following their approval at the Shareholders’ Meetings

First amendment on December 20, 1967; Second amendment on October 2, 1968; Third amendment on July 29, 1969; Fourth amendment on August 26, 1969; Fifth amendment on February 19, 1970; Sixth amendment on June 26, 1970; Seventh amendment on August 21, 1972; Eighth amendment on March 30, 1973; Ninth amendment on May 2, 1974;

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Tenth amendment on May 30, 1975; Eleventh amendment on April 19, 1976; Twelfth amendment on March 25, 1977; Thirteenth amendment on March 6, 1978; Fourteenth amendment on April 6, 1979; Fifteenth amendment on April 18, 1980; Sixteenth amendment on April 9, 1981; Seventeenth amendment on April 15, 1982; Eighteenth amendment on November 29, 1982; Nineteenth amendment on May 12, 1983; Twentieth amendment on May 12, 1984; Twenty-first amendment on May 6, 1985; Twenty-second amendment on May 7, 1986; Twenty-third amendment on April 30, 1987; Twenty-fourth amendment on April 28, 1988; Twenty-fifth amendment on April 29, 1989; Twenty-sixth amendment on April 30, 1990; Twenty-seventh amendment on May 2, 1991; Twenty-eighth amendment on April 24, 1992; Twenty-ninth amendment on April 30, 1993; Thirtieth amendment on April 7, 1994; Thirty-first amendment on April 15, 1995; Thirty-second amendment on May 10, 1996; Thirty-third amendment on May 9, 1997; Thirty-fourth amendment on May 18, 1998; Thirty-fifth amendment on May 12, 1999; Thirty-sixth amendment on May 10, 2000; Thirty-seventh amendment on May 9, 2001; Thirty-eighth amendment on May 31, 2002; Thirty-ninth amendment on June 10, 2003; Fortieth amendment on June 2, 2006; Forty-first amendment of June 9, 2010 Forty-Second amendment of June 23, 2011 Forty-third amendment of June 20, 2013 Forty-fourth amendment of June 20, 2014 Forty-fifth amendment of June 22, 2015 Forty-sixth amendment of June 17, 2016 Forty-seventh amendment of June 21, 2018 Forty-eighth amendment of June 24, 2020 Forty-ninth amendment of June 24, 2022

*In case of any discrepancy between this English translation and the Chinese text of this document, the Chinese text shall prevail.

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2. Rules of Procedure of Shareholders’ Meeting for Far Eastern Department Stores Ltd (the “Company”).

The latest amendment on June 24, 2022

Article 1 The stockholders’ meeting of the Company shall be held according to the rules herein.

Article 2 The location for stockholders’ meeting shall be the Company’s place of business or a place convenient for attendance by stockholders (or by proxies) that is suitable to holding of this meeting. The meeting shall be held between 9:00AM and 3:00PM.

Changes to how this Corporation convenes its shareholders meeting shall be resolved by the board of directors, and shall be made no later than mailing of the shareholders meeting notice.

This Corporation shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. The time during which shareholder attendance registrations will be accepted shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. For virtual shareholders meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders meeting in person.

The Company at a stockholders’ meeting shall adopt the electronic transmission as one of the methods for exercising the voting power. The method for exercising the voting power shall be described in the shareholders' meeting notice to be given to the shareholders. A shareholder who exercises his/her/its voting power at a shareholders meeting by way of electronic transmission shall be deemed to have attended the said shareholders' meeting in person . When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders meeting on-site or online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the original proposal.

Shareholders (or by proxies) shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification. The stockholders (or proxies) when attending the meeting shall wear admission badge and hand in signed attendance form.

Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus

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the number of shares whose voting rights are exercised by correspondence or electronically.

The Company may appoint lawyers, accountants or related personnel +to attend the stockholders’ meeting.

The personnel in charge of handling the affairs of the meeting shall wear identification badge or armband.

For a stockholders’ meeting convened by the board of directors, the chairman of the board of directors shall preside at the meeting. If the chairman of the board of directors is on leave or unable to exert the rights, the vice-chairman of the board of directors shall preside instead. If the position of vice-chairman is vacant or the vice-chairman is on leave or unable to exert the rights the chairman of the board of directors shall designate a director to preside at the meeting. If no director is so designated, the chairman of the meeting shall be elected by the board of directors from among themselves. When a director serves as chair, the director shall be one who has held that position for six months or more and who understands the financial and business conditions of the company. The same shall be true for a representative of a juristic person director that serves as chair. For a stockholders’ meeting convened by any other person having the convening right, he/she shall act as the chairman of that meeting; if there are two or more persons having the convening right, the chairman of the meeting shall be elected from among themselves.

The complete processes of the meeting shall be recorded by voice and video recorders and all the records shall be kept by the Company for a minimum period of at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation. Where a shareholders meeting is held online, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by the Company, and continuously audio and video record, without interruption, the proceedings of the virtual meeting from beginning to end.

Article 3 The chairperson shall announce starting of the meeting when the attending stockholders (or proxies) represent more than half of the total shares issued in public. The chairperson may announce postponement of meeting if the legal quorum is not present after the designated meeting time. Such postponement is limited to two times and the aggregated postponed time shall not exceed one hour. If quorum is still not present after two postponements but the attending stockholders (or proxies) represent more than one third of the total shares issued in public, tentative resolution/s may be passed with respect to ordinary resolution/s by a majority of those present. After proceeding with the aforesaid tentative resolutions, the chairperson may put the tentative resolutions for re-voting over the meeting if and when the shares represented by the attending stockholders (or proxies) reached the legal quorum.

Article 4 If the stockholders’ meeting is convened by the board of directors, the agenda shall be designated by the board of directors. The meeting shall

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proceed in accordance with the designated agenda and shall not be amended without resolutions. If the meeting is convened by person, other than the board of directors, having the convening right, the provision set out in the preceding paragraph shall apply mutatis mutandis. Except with stockholders’ resolution, the chairperson shall not declare adjournment of the meeting before the first two matters set out in the agendas (including extemporary motions) are concluded. During the meeting, if the chairperson declares adjournment of the meeting in violation of the preceding rule, a new chairperson may be elected by a resolution passed by majority of the attending stockholders to continue the meeting. When the meeting is adjourned by resolution, the stockholders shall not elect another chairperson to continue the meeting at the same location or another venue.

Article 5 The stockholders (or proxies) shall complete statement slip setting out the number of his/her attendance card, name and statement brief before speaking, and the chairperson will designate the order in which each person is to speak during the session. No statement will be considered to have been made if the stockholders (or proxies) merely complete the statement slip without speaking at the meeting. If there are any discrepancies between the content of the statement slip and the speech made, the statement to be adopted shall be the statement confirmed.
Article 6 Any proposal for the agendas shall be submitted in written form. Except for the proposals set out in the agenda, any proposal by the stockholders (or proxies) to amend, substitute or to initiate extemporary motions with respect to the original proposal shall be seconded by other stockholders (or proxies). The same rule shall apply to any proposal to amend the agenda and motion to adjourn the meeting. The shares represented by the proponents and the seconders shall reach 100,000.
Article 7 The explanation of proposal shall be limited to 5 minutes. The statement of inquiry and reply shall be limited to 3 minutes per person. The time may be extended for 3 minutes with the chairperson’s permission. The chairperson may restrain stockholders (or proxies) from speaking if that stockholders (or proxies) speak overtime, speak beyond the allowed frequency or content of the speech is beyond the scope of the proposal. When a stockholder (or proxy) is speaking, other stockholder (or proxy) shall not interrupt without consent of the chairperson and the speaking stockholder (or proxy). Any disobedient of the preceding rule shall be prohibited by the chairperson.

Article 15 of this meeting rule shall apply if the disobedient do not follow the chairperson’s instructions.

Article 8 For the same proposal, each person shall not speak more than 2 times. When a juristic person is a stockholder, only one representative shall be appointed to attend the meeting, if more than two representatives were appointed to attend the meeting, only one representative is allowed to speak.
Article 8-1 Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The
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regulations in article 5, 7 and 8 do not apply.

Article 9 After speaking by the attending stockholder (or proxy), the chairperson may reply in person or assign relevant officer to reply. Over the proposal discussion, the chairperson may conclude the discussion in a timely manner and where necessary announce discussion is closed.
Article 10 For proposal in which discussion has been concluded or closed, the chairperson shall submit it for voting.

No discussion or voting shall proceed for matters unrelated to the proposals.

The personnel responsible for overseeing and counting of the votes for resolutions shall be appointed by the chairperson. The person responsible for vote overseeing shall be of the stockholder status.

Article 11 When the Company convenes a virtual shareholders meeting, after the chair declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

In regards to the resolution of proposals, unless otherwise provided for in the relevant law and regulation or Company’s articles of incorporation, resolution shall be passed by a majority of the voting rights represented by the stockholders (or proxies) attending the meeting.

All ballots on proposals and elections shall be voted at once, and shall be counted at once after the chairman announces the voting session ends.

If there are amendments or substitute proposals for the same proposal, the sequence of which to be put to vote shall be decided by the chairperson. If one of the two proposals has been approved, the other proposal shall be deemed rejected without requirement to put it to vote.

The results of voting and election shall be announced on the spot after the vote counting and be kept for records.

In the event of a virtual shareholders meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chairman has announced the meeting adjourned.

Article 12 During the meeting, the chairperson may at his/her discretion declare time for break.

Article 13 In the event of a virtual shareholders meeting, when declaring the meeting open, the chairman shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction

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continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date.

When encountering force majeure during the meeting, the chairman may decide to suspend the meeting and announce the time for the continuation of the meeting as appropriate.

Article 14 The chairperson may maintain the meeting order by instructing the security guards. The security guards shall wear the armband for identification when helping maintaining the venue order.
Article 15 The stockholders (or proxies) shall obey the instructions of the chairperson and security guards in terms of maintaining the order. The chairperson or security guards may exclude the persons disturbing the stockholders’ meeting from the meeting.
Article 16 For matters not governed by the rules specified herein, shall be governed according to Company Law, Stock Exchange Law and the other related laws and regulations.
Article 17 The rules herein take effect after approval at the stockholders’ meeting; the same apply for any amendments.
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3. Election Procedures of Directors for Far Eastern Department Stores Ltd. (the “Company”)

Last Updated: Jun. 24, 2022

Article 1 The election of directors shall be pursued in accordance with the procedures herein.

Article 2 The election of directors adopts the method of accumulated votecounts. The attendance card number of the voters shall be used on the ballot instead of the name of the voters. The ballots shall be prepared by the board of directors, numbered according to the attendance card numbers and noted with share number represented for voting.
Article 3 The election of Board of Directors shall be pursued according to the number of position required. The independent directors and nonindependent directors shall be elected with the number of selectees calculated separately; those candidates receiving more voting rights shall be elected as Directors. If there are more than two candidates obtaining the same number of vote but the number of position offered is limited, a draw shall be made amongst the two candidates to determine. The chairperson shall conduct the drawing for the candidate who is absent.
The Company, in accordance with Article 192-1 of the Company Act, shall adopt a candidate nomination system for election of the directors. Besides, the qualifications of independent directors, independent condition, and other conditions should adhere to the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and other regulation.
Article 4 In the beginning of the election, the chairperson shall assign two personnel for vote overseeing and vote counting respectively. The personnel for vote overseeing shall be of the stockholder status.
Article 5 The responsibility of the vote-overseeing personnel’s responsibility shall be as follows:
1. Check and seal the ballot box in public before ballot casting.
2. Maintain the order and check for any negligence and illegality for voting. ˙
3. Unseal the ballot box and check the ballot number after ballot casting.
4. Check for any invalid ballots and hand in the valid ballots to the vote-counting personnel.
5. Oversee the vote-counting personnel recording the ballot numbers received by each candidate.

Article 6 If the candidate is a natural person, the voters shall fill out the ballot with the name of the candidate. If the candidate is the government or institutional stockholder, the ballot shall be filled out with the name of government or institution. If the candidate is the representative of the

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government or institutional stockholder, the names of the government or institutional stockholder and its representative both shall be filled out on the ballot.

Article 7 The ballot shall be considered invalid in any of the following situations:

Not the ballot provided under the rules herein
One ballot with more than two candidate names listed
Blank ballot
Ballot with not only candidate’s number of voting rights allocated but also with other writing
Written characters blurred and not legible
Incorrect candidate’s name on the ballot
The total number of voting rights allocated by voters on the ballots exceeds the number of voting rights they hold.
Article 8 The ballot boxes shall be prepared by the Company and publicly checked by the vote monitoring personnel before voting commences.
Article 9 When all the ballots are cast in the box, the personnel of vote overseeing and counting shall simultaneously unseal the ballot boxes.

Article 10 The vote-overseeing personnel shall be present for vote counting.

Article 11 If there is any question about the ballot, the vote-overseeing personnel shall check whether it is invalid. The invalid ballots shall be collected and kept separately. The vote-overseeing personnel shall designate them as the invalid with signature and seal after ballot counting
Article 12 For the results of ballot counting, the vote-overseeing personnel shall make sure of correctness of the total ballot number after combining the numbers of the valid and invalid ballots. The numbers of the valid and invalid ballots shall be recorded separately and the chairperson shall announce the elected.

Article 13 The rules herein take effect after approval at the stockholders’ meeting. The same apply for any amendments.

*In case of any discrepancy between this English translation and the Chinese text of this document, the Chinese text shall prevail

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VIII. Appendices

1. Shareholding of Directors.

			Book closure date	(April 20th,2024)
Title	Name	Representative	Shareholdings	Ratio of Shareholding (%)
Chairman	Douglas Tong Hsu	-	1,779,835	0.13
Directors	Ding Ding Management Consultant	Nancy Hsu	73,009	0.01
	Far Eastern New Century Corporation	Nicole Hsu	241,769,702	17.06
	U-Li Investment Company	Philby Lee	1,769,001	0.12
Independent Directors	Edward Yung Do Way		-	-
	Chien You Hsin		-	-
	Dong, Ding Yu		-	-
Total shares owned by all Directors			245,391,547	17.32
The total legal registered shares owned by all Directors			34,006,574	2.40

Note 1: The total issued and outstanding shares on the book closure date: 1,416,940,589 shares. Note 2: The shareholding of all directors meet the minimum required combined shareholding.

Note 3: The shares held by each individual representative appointed are not counted in the calculation of the combined shareholding of all directors .

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2. Impact of the stock dividend distribution on operating results, EPS and shareholders’ return on investment.

Not applicable

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AI assistant

FEDS — AGM Information 2024

52225_rns_2024-07-05_6521a416-eb62-4575-a8be-1aaaa63f0bc7.pdf

Far Eastern Department Stores LTD.

I. Shareholders Meeting

Far Eastern Department Stores LTD.

II. Meeting Agenda

Chairman Remarks

Reported Matters

Acknowledged Matters

Items for Discussion and Election

Extemporary Motion

Adjournment

III. Reported Matters

1. 2023 Business Report

Preface

Operating Result of 2023

(1) Far Eastern Department Stores

(2) Far Eastern SOGO Department Stores

(3) Far Eastern Ai-Mai

Business Plan

(1)Far Eastern Department Stores

(2)Far Eastern SOGO Department Stores

(3)Far Eastern Ai-Mai

Future Prospect

2. Financial report of 2023.

Explanation:

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

- - Assessment of Impairment of Property, Plant and Equipment and Right of use Assets

Other Matter

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

- - Assessment of impairment of property, plant and equipment and right of use assets

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

Auditors’ Responsibilities for the Audit of the Financial Statements

Notice to Readers

FAR EASTERN DEPARTMENT STORES, LTD.

BALANCE SHEETS DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

FAR EASTERN DEPARTMENT STORES, LTD.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

3. Audit Committee’s review report for 2023 business report and financial statements.

Audit Committee’s Review Report

4. Report of 2023 employees’ compensation and Directors’ remuneration

IV. Acknowledge Matters

1. To accept 2023 business report and financial statements.

Explanatory Notes:

Resolution:

2. To approve the proposal for the distribution of 2023 profit.

Explanatory Notes:

Resolution

V. Items for Discussion and Election

1. Proposal to elect Directors (including Independent Directors) of the Company

FEDS AGM Information 2024