FPC - AGM Information 2015 | FinancialReports.eu

FORMOSA PLASTICS CORPORATION

2015 ANNUAL SHAREHOLDERS’ MEETING

MEETING HANDBOOK

(SUMMARY)

(This English translation is prepared in accordance with the Chinese version and is for reference purposes only. If there are any inconsistency between the Chinese original and this translation, the Chinese version shall prevail.)

JUNE 25, 2015

Meeting Procedure……………..………………………………. page 2 Meeting Agenda……………….……………..………………… page 3 Report Items………………….………………………………… page 5 Ratification Items…………….………………………………… page 18 Discussion Items (I)………….………………………………… page 20 Election Items…..……………………………………………… page 29 Discussion Items (II).…………..……………………………… page 32 Appendices………………………..…………………………… page 42

FORMOSA PLASTICS CORPORATION

2015 ANNUAL SHAREHOLDERS’ MEETING PROCEDURE

Call Meeting to Order
Chairman’s Address
Report Items
Ratification Items
Discussion Items (I)
Election Items
Discussion Items (II)
Extraordinary Motions
Meeting Adjourned

FORMOSA PLASTICS CORPORATION

2015 ANNUAL SHAREHOLDERS’ MEETING AGENDA

Time : 2:00 p.m., Thursday, June 25, 2015
Venue : 2F, International Ballroom, Sunworld Dynasty Hotel, Taipei (Located at 100, Dun Hua North Road, Taipei, Taiwan)

1. Report Items

(1) Business Report of 2014
(2) Supervisors’ Review Report for 2014
(3) Status Report of NT$6 Billion Domestic Unsecured Straight Corporate Bonds Issuance by the Company in 2014
(4) The Amendment of the Company’s “Code of Ethical Conduct for Directors, Supervisors and Managers”

2. Ratification Items

(1) Please approve the 2014 Business Report and Financial Statements as required by the Company Act.
(2) Please approve the Proposal for Distribution of 2014 Profits as required by the Company Act.

3. Discussion Items (I)

(1) To refer to the revisions of “Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings” announced by the Letter of the Taiwan Stock Exchange Corporation dated January 28, 2015 (Reference No. Tai-Cheng-Chih-Li-Tzu-1040001716), the Company’s “Rules of Procedure for Shareholders’ Meeting” shall be amended accordingly. The corresponding comparison table for the current and amended articles is attached. Please discuss and resolve.
(2) To refer to the revisions of “Sample Template for XXX Co., Ltd. Procedures for Election of Directors and Supervisors” announced by

the Letter of the Taiwan Stock Exchange Corporation dated January 28, 2015 (Reference No. Tai-Cheng-Chih-Li-Tzu-1040001716), the Company’s “Rules for Election of Directors” shall be amended accordingly. The corresponding comparison table for the current and amended articles is attached. Please discuss and resolve.

4. Election Items

The term of office of the Company’s Directors has expired. Please elect the new Directors pursuant to the applicable laws.

5. Discussion Items (II)

Appropriateness of releasing the newly elected Directors and the juristic person shareholder whose authorized representatives are elected as Directors, from non-competition restrictions. Please discuss and resolve.

Report Items

About the Company’s business operation condition of 2014, please refer to Business Report for further details (on page 7 of the Handbook.)
The Company’s Supervisors reviewed the 2014 Business Report and Financial Statements and issued their Review Report according to the applicable laws. Please refer to Supervisors’ Review Report (on page 14 of the Handbook.)
Status Report of NT$6 Billion Domestic Unsecured Straight Corporate Bonds Issuance by the Company in 2014. To raise long-term funds to build, expand, or acquire factory and equipment, to pay off debts, to strengthen working capital, and to invest in domestic or foreign company, the Board of Directors approved the issuance of NT$6 billion Domestic Unsecured Straight Corporate Bonds at the March 24, 2014 meeting. The above-mentioned corporate bonds were successfully issued on May 21, 2014 and were divided into Tranche A and Tranche B with different terms and conditions.
(1)Terms and conditions of Tranche A are as follows: Amount of Issuance: NT$1 billion
- Interest Rate: Fixed interest rate at 1.83% per annum Tenor: 10 years
- Interest Payment: Once a year (simple interest) Principal Repayment: 50% at the end of the ninth year and 50% at the end of the tenth year.
(2)Terms and conditions of Tranche B are as follows: Amount of Issuance: NT$5 billion
- Interest Rate: Fixed interest rate at 1.92% per annum
- Tenor: 12 years
- Interest Payment: Once a year (simple interest)
- Principal Repayment: 50% at the end of the eleventh year and 50% at the end of the twelfth year

Amendment of the Company’s “Code of Ethical Conduct for Directors, Supervisors and Managers”
To refer to the revisions of the “Guidelines for the Adoption of Codes of Ethical Conduct for TWSE/TPEx Listed Companies” announced by the Letter of the Taiwan Stock Exchange Corporation dated January 28, 2015 (Reference No. Tai-Cheng-Chih-Li-Tzu-1040001716), the Board of Directors approved the amendment of the “Code of Ethical Conduct for Directors, Supervisors and Managers” of the Company on March 24, 2015. Please refer to page 15 through page 17 of the Handbook for the amended “Code of Ethical Conduct for Directors, Supervisors and Managers.”

FORMOSA PLASTICS CORPORATION

2014 Business Report

In 2014, Formosa Plastics Corporation (FPC) reported consolidated sales revenue of US$6.83bn, reaching 92% of our target of US$7.46bn, and 0.5% YoY higher than 2013 consolidated sales revenue of US$6.79bn. Consolidated pre-tax profit came in at US$0.65bn, reaching 75% of our target of US$0.86bn, and 11% YoY lower than 2013 consolidated pre-tax profit of US$0.73bn.

Global economy recovered in 2014 and ethylene price was higher. Further, FPC focused on differentiated products (PVC, PE, PP) while AN did not see new capacity with key suppliers operated with lower utilization by avg. 15%-20%. Hence, PVC, PE, PP, AN prices were higher in 2014. However, the decline in oil prices, economic slowdown from China and EU since 2H14 led to price declines of raw materials (ethylene, propylene, etc.) and lower downstream demand. As a result, sales only slightly increased YoY in 2014. Despite of the lower sales, FPC’s consolidated EBIT was able to grow 20% YoY as China still replied heavily on import for selective products (AN, MMA, PE and PP) due to capacity constrain; furthermore, the products ASP also declined less than raw material prices dropped which led to margin expansion. Nevertheless, the sharply decline in oil price also affected FPCC’s earnings (FPC’s subsidiary), and Fujian Fuxin Special Steel Corporation incurred losses on oversupply, therefore investment income declined (- US$0.23bn vs 2013). Overall, company’s pretax income declined 11% YoY in 2014.

Looking back to 2014, global economy was recovering and performance of Taiwan’s economy was better than previous two years with GDP growth above global average. However, Taiwan’s competitiveness in the world market is worrying. In particular, China-Korea FTA is expected to be effective in 2016, which may impact Taiwan’s competitiveness in China. ASEAN+6 and Regional Comprehensive Economic Partnership (RCEP) may also be concluded by end-15 and could impact Taiwan.

For Taiwan’s petrochemical industry, due to government support, China companies are catching up and now compete directly against Taiwan peers. On the other hand, the investment environment in Taiwan remains poor due to the lack of government/policy support.

Facing the global economic slowdown and the ever-increasing competitive pressure brought by the integration of regional economics, FPC still focused on its core spirit of “Pursue Excellence and Strive for Perfection” to review raw material and product market changes regularly to form strategies of integrating production, sales and R&D and expand markets for new products, which will maximize company interest. Further, inventory level will be controlled to prevent inventory loss. With the above–mentioned efforts comprehensive, production costs will be minimized and overall company performance will be strengthened, and thus FPC was able to overcome the impacts of economy reversion and limit the impact of economy slowdown. Additionally, we are in the process of merging our six subsidiaries in Ningbo, China with Formosa Industries (Ningbo) as the consolidating entity. This could eliminate tax burden relating to intra-group trades and the merging is expected to complete by 2015 year-end.

FPC and our Ningbo subsidiaries mainly produce plastic and fiber materials. In 2014, PVC sales were affected by oversupply, sales volume was only 1,392,000 MT, -7% YoY. For Caustic soda, annual sales was only 1,350,000 MT, +4% YoY, on better demand. For high density polyethylene (HDPE), annual sales volume decreased 6% YoY to 431,000 MT due to competition from Middle East’s low cost supply. For ethylene-vinyl acetate (EVA), annual sales volume decreased 5% YoY to 156,000 MT due to competition from Korea’s new capacity and lower China demand. For linear low density polyethylene (LLDPE), annual sales volume dropped 10% YoY to 185,000 MT due to the impact from new capacities of 1.5mn MT of coal chemical project. For acrylic fiber, Iran (its major market) was impacted by US and Europe sanctions which affected cash and inventory flows, annual sales volume was 35,000 MT, down 12% YoY. Acrylic esters (AE) was affected by new capacities which resulted in over-supply in

China market, sales volume was down 10% YoY to 319,000 MT. For Carbon Fiber, the annual sales volume was 3,000 MT, down 3% YoY. N-Butanol (NBA) is mainly for our own use in Taiwan and Ningbo AE plant, the annual sales volume was down 22% YoY to 171,000 MT mainly on production capacity adjustment. Sales volume of super absorbent polymer (SAP) down to 84,000 MT, down 29% YoY, due to oversupply in China market. For polypropylene (PP), the annual sales volume was 791,000 MT, up 6% YoY, driven by better China and domestic demand, as well as efforts on high-end products. Acrylonitrile (AN) sales was 266,000 MT, down 1% YoY, while downstream product acrylonitrile-butadienestyrene (ABS) and Acrylic Fiber were also weak. The annual sales volume for methyl methacrylate (MMA) declined 4% YoY to 79,000 MT on poorer downstream demand. Epichlorohydrin (ECH) impacted by lower demand of downstream product Epoxy; annual sales volume was 88,000 MT, down 2% YoY. For the remainder of FPC’s products such as MTBE and 1-butene, sales volume also declined YoY.

In terms of capacity expansion, FPC has been actively involved in capacity ramp-up and debottlenecking projects to increase the company’s competitiveness. This year FPC completed the expansion project of paste PVC in Ningbo (70,000 MT/year), PVC capacity in China reached 470,000 MT/year. Other expansions including AA/AE phase II of 160,000/200,000 MT/year, EVA of 72,000 MT/year and SAP of 45,000 MT/year are expected to complete in 1H15. The Kaohsiung plant (PVC of 40,000 MT/year) had stopped operation on 2014-04-25 due to end of land lease contract. The company had applied on 2013-12-31 to reconstruct the site to the “Wang Yung-ching and Wang Yung-tsai brothers historical park”.

As for the performance of FPC’s investments, our 22.59%-owned FPC-USA had pretax income of US$1.14bn, down 14% YoY. FPC-USA was affected by maintenance of its ethylene plant in 4Q (once every 6 years). FPC-USA will invest in a propane dehyrogenation plant (540,000 MT/year of propylene), and a LDPE plant (400,000 MT/year), which will commence production by the end of 2018, in order to benefit from the low

cost shale gas. Further, FPC decided to set up its US subsidiary “Formosa Industries Corporation”, and build a HDPE plant (400,000 MT/year). Also FIC plans to joint venture with FPC-USA and other company to build an ethylene cracker (1,200,000 MT/year, FIC will hold 33%). For our 25%-owned Fujian Fuxin Special Steel Corporation, which has a capacity of 720,000 MT/year stainless steel, a further US$600 mn will be invested for a 550,000 MT/year Cold Rolled Coil plant to enhance its competitiveness and complement its product portfolio. Moreover, our 14.75%-owned Formosa Ha Tinh Steel Corporation (FHS) with 7.10 million MT/year of crude steel in Ha Tinh Province, Vietnam is an integrated steel plant that is capable of billet, Hot Rolled Coil and Bar in Coil/Wire Rod mainly supplied to the local market as well as other Asian markets. The first blast furnace will be delayed to 1Q16 (due to Vietnam’s anti-Chinese protest in 2014); second one may start in 1Q17.

Our research and development (R&D) expenses in 2014 amounted to US$50.76mn, 0.87% of total sales revenue, with a focus on formula development, manufacturing process optimization, quality improvement, reducing energy consumption and training talents in order to raise production efficiency and reduce costs. Through collaboration with peers, FPC was able to enhance its technology and develop new formulas including low fogging paste resin used for automotive interior decoration, lower odor suspension PVC resin used for automotive interior decoration, special PVC resin used for CPVC manufacture, high MI EVA resin for hot melt, UV stabilized LLDPE resin for rotational molding, HDPE resin for cap & closure, high absorption capacity against pressure SAP, high strength and hydrolysis-inhibited SAP, heating and humidity-regulating fiber, flat flame retardant fiber, stress whiteness resistant PP grade for extrusion molding suitcase, and high melt flow high impact PP copolymer. Some of the products and technologies mentioned above have commenced or been applied in production, which not only helped to explore new markets but also provided more high value-added downstream products. With support from the Executive Yuan and Ministry of Economic Affairs, FPC is also working with Industrial Technology Research Institute and

academics on solar cell development. For sustainable development and to enhance the company’s competitiveness, FPC will continue to monitor the latest developments in shale gas, coal chemical and new energy, analyze vertical and horizontal integration in the industry, organize seminars and promote professional technology platform.

FPC is dedicated to industrial safety and environmental protection, holding these principles in equal regard with business development. The total expenditure for industrial safety, environmental protection and fire protection improvement reached US$532.86mn as of the end of 2014, which was mainly used for pollution prevention, energy savings, greenhouse gas reduction and fire protection. Presently, the disposal of each pollutant surpasses national control standards. FPC was rated by the Environmental Protection Administration as an “Excellent Green Purchasing Unit” for the 4th consecutive year. The Linyuan PP plant, Mailiao PVC plant, Jenwu VCM plant was also recognized by the authorities. FPC accomplished 117 improvement projects in 2014 in an effort to save water and energy consumed as well as to reduce greenhouse gas emissions. Total water saved amounted to 3,632 MT/day while greenhouse gas emissions reduction reached 105,251 MT/year. Another 56 improvement projects will be accomplished in 2015, which would further conserve water by 166 MT/day and reduce greenhouse gas emissions by 16,770 MT/year. In response to the explosion accident in Kaohsiung, the company has fully inspected its underground pipelines to ensure safety. FPC expects to ingrain the emphasis on workplace safety and environmental protection and to manage to reach the goal of “Zero damage, Zero pollution and Zero accidents”.

Looking into 2015, US could continue to recover, while China demand could be strengthened by its RMB 7 trillion infrastructure investment and lowering of RRR (reserve requirement ratio) and interest rate. Lower oil price could also stimulate consumption and growth.

According to IHS forecasts, the global incremental ethylene capacity is estimated to be 6.4mn MT in 2015 and would be concentrated in China, Middle East, and India; while demand would also increase by 6.3mn MT,

based on the calculation that the growth rate of global ethylene demand is 1.2 times of global GDP growth, which means global ethylene supply demand will be rather balanced. US benefits from the breakthroughs in shale gas extraction technology which results in low cost natural gas, 7 new ethane crackers (expected to be completed in 2018-2019) are under planning; however, there had been no major petrochemical expansion project in US for nearly 30 years, the US expansion projects may face delays due to the lack of labor. China has been developing the coal chemical industry as it has the largest coal reserve in the world, and an estimated 5mn MT of ethylene capacities will be added in 2015-2019; however, as the coal-rich provinces are mostly in inland area where there is a lack of water supply, and coal chemical industry faces environmental problems from greenhouse gas emission and waste treatment, the new coal chemical capacities may be questionable when China government tightens control on over-capacity and environment protection. In addition, coal chemical does not have cost advantage when oil price is below US$80 per barrel. While in the Middle East, there is no more low cost natural gas except for Iran; but Iran still faces sanctions from US and Europe, therefore low cost petrochemical products from the Middle East will not increase in the coming several years.

We expect the global petrochemical industry will be better in 2015 on lower oil price and US beginning to export light oils. However, there are uncertainties on China’s industry upgrade, US interest rate hike, USD strength, Middle East/Africa polical issues, which we will react carefully.

In 2015, as the petrochemical market is improving while raw materials from FPCC and CPC may be higher (on their maintenance plans); therefore the utilization rate of each plant should be higher compared to 2014. Further, in view of low oil prices, ethylene-based PVC, PE and PP will have cost advantage over carbide-based PVC and coal chemicals, which could support the company’s earnings. FPC will continue to develop differentiated products to enhance its competitiveness, and monitor the raw material and product markets closely, regularly examine the long-term and short-term goals and strategies. The investments in Ningbo Complex,

Fujian Fuxin Special Steel, Formosa Ha Tinh Steel in Vietnam, and FPC-USA will continue as planned. With the above-mentioned measures, we expect to maintain stable sales growth.

Chairman: C.T. Lee President: Jason Lin In-charge Accountant: W.H. Huang

FORMOSA PLASTICS CORPORATION Supervisors’ Review Report

The Board of Directors has prepared the Company’s 2014 Business Report, Proposal for Profits Distribution, and Financial Statements audited by the CPA. We as the Supervisors of the Company have examined the aforementioned documents and found no unconformities. According to Article 219 of Company Act, we hereby submit this report. Please be advised accordingly.

Submitted to:

The Company’s 2015 Annual Shareholders’ Meeting

Ralph Ho Supervisors: K.H. Wu C.F. Ho

March 27, 2015

Formosa Plastics Corporation Code of Ethical Conduct for Directors, Supervisors and Managers

Approved by Board of Directors on March 3, 2005 Amended by Board of Directors on March 24, 2015

Chapter 1 General Principles
Article 1: The Code of Ethical Conduct (the “Code”) of Formosa Plastics Corporation (the “Company”) is established to stipulate rules for Directors, Supervisors, and managers (including President, Executive Vice Presidents, Senior Vice Presidents, Vice Presidents, Chief Financial Officer, Chief Accounting Officer, and other persons authorized to manage affairs and sign documents on behalf of the Company) to abide by in terms of ethical conduct when engaging in business activities within the scope of their authority, to prevent unethical conduct or any conduct that may damage the interest of the Company and its shareholders.
Chapter 2 Content of the Code
Article 2: Directors, Supervisors, and managers shall conduct corporate affairs on the basis of integrity, faithfulness, compliance with laws, fairness and righteousness and with an ethical, self-disciplined attitude.
Article 3: Directors, Supervisors, and managers shall avoid any conflicts of interest arising when their personal interest intervenes, or is likely to intervene in the overall interest of the Company, including but not limited to unable to perform their duties in an objective and efficient manner, or taking advantage of their position in the Company to obtain improper benefits for either themselves or their spouse, parents, children, or relatives within the second degree of kinship. To prevent conflicts of interest, any matters pertaining to lending funds, providing guarantees, and major asset transactions between the Company and the above-mentioned persons or their affiliated enterprise thereof shall be submitted to the Board of Directors for its approval in advance. The corresponding purchase (or sale) of goods shall be dealt with the best interest of the Company.
Article 4: When the Company has an opportunity for profit, the Directors, Supervisors, and managers have the responsibility

to conserve the reasonable and lawful benefits that can be obtained by the Company.

The Directors, Supervisors, and managers shall not obtain personal gain by using the Company property or information or taking advantage of their positions. Unless otherwise stipulated in the Company Act or Articles of Incorporation, they shall not engage in activities that compete with the business of the Company.
Article 5: The Directors, Supervisors, and managers shall be bound by the obligation to maintain the confidentiality of any information regarding the Company itself or its suppliers and customers, except when authorized or required by law to disclose such information. Confidential information includes any undisclosed information that, if exploited by a competitor or disclosed, could result in damage to the Company or the suppliers and customers.
Article 6: The Directors, Supervisors, and managers shall treat all suppliers and customers, competitors, and employees fairly, and may not obtain improper benefits through manipulation, nondisclosure, or misuse of the information learned by virtue of their positions, or through misrepresentation of important matters, or through other unfair trading practices.
Article 7: The Directors, Supervisors, and managers shall have the responsibility to safeguard the Company’s assets, to use the assets for official business purpose properly, and to avoid any impact on the Company’s profitability resulting from theft, negligence in care or waste of the assets.
Article 8: The Directors, Supervisors, and managers shall comply with applicable laws and the Company’s regulations.
Article 9: When a director, supervisor, or manager is found by employee to have committed a violation of a law, regulation or the Code, the employee shall report to the Supervisors, their direct managers, president office personnel, chief internal auditor, or other appropriate personnel with sufficient evidence. Once the misconduct is confirmed, the Company will reward the above-mentioned employee in accordance with the Company's rules for employment management. The Company shall handle the above-mentioned report properly and confidentially. The Company also shall use its best efforts to ensure the safety of the conscientious reporter

and protect him/her from all kinds of reprisals.

Article 10: Where a director, supervisor, or manager is verified to have violated the Code, in addition to being subject to punishment under the Company's rules for employment management, the Company shall report the violation to the Board of Directors. The person involved in the violation shall be liable for civil, criminal or administrative responsibilities required by law and the Company shall disclose the violation on the Market Observation Post System (“MOPS”) immediately, including: the date of the violation, description of the violation, the provisions of the Code violated, and the disciplinary actions taken.
Chapter 3 Procedures for Exemption
Article 11: Where a Director, Supervisor, or manager is to be exempted from the Code due to special circumstances, such exemption shall be approved by an majority vote at a meeting of the Board of Directors attended by over two-third of the Directors in person or through representation. The Company shall immediately disclose on the MOPS, including: date of exemption granted by the Board of Directors, any opposing or qualified opinion expressed by the independent directors, and the period of, reasons for, and the provisions of the Code behind the application of the exemption for shareholders to evaluate the appropriateness and to safeguard the interests of the Company.
Chapter 4 Method of information disclosure
Article 12: The Company shall disclose the Code on the Company’s website, annual reports, prospectuses, and the MOPS. Any amendment is subject to the same procedure.
Chapter 5 Additional Provision
Article 13: The Code shall be implemented after approval by the Board of Directors and shall be reported to each supervisor and to a shareholders meeting. Any amendment is subject to the same procedure.

Ratification Items Proposal 1

Proposal: For approval of the 2014 Business Report and Financial Statements as required by the Company Act.

Proposed by the Board of Directors

Explanation:

The preparation of the Company’s 2014 Consolidated and Individual Financial Statements were completed and the same were approved at the 1st meeting of the Board in 2015 and audited by independent auditors, Mr. Eric Wu and Mr. Astor Kuo, of KPMG. The aforesaid Financial Statements together with the Business Report were reviewed by the supervisors, which the Supervisors’ Review Report is presented.
For the aforementioned Business Report, please refer to page 7 of the Meeting Handbook. As for the Financial Statements, please refer to page 33 through page 40 of the Handbook. Please approve the Business Report and the Financial Statements.

Resolution:

Ratification Items Proposal 2

Proposal: For Approval of the Proposal for Distribution of 2014 Profits as required by the Company Act.

Proposed by the Board of Directors

Attachment:

Please refer to page 41 of the Handbook for the Statement of Profits Distribution.

Resolution:

Discussion Items (I) Proposal 1

Proposal: To refer to the revisions of “Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings” announced by the Letter of the Taiwan Stock Exchange Corporation dated January 28, 2015 (Reference No. Tai-Cheng-Chih-Li-Tzu-1040001716), the Company’s “Rules of Procedure for Shareholders’ Meeting” shall be amended accordingly. The corresponding comparison table for the articles before and after the amendment is attached. Please discuss and resolve.

Pr the Board of Directors oposed by

Article	Article before Amendment	Article after Amendment
Article 3	(above omitted) To convene a shareholders’ meeting, the Company shall prepare a meeting handbook. The Company shall prepare electronic versions of a shareholders’ meeting notice and proxy forms, and causes of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the MOPS no later than 30 days prior to the Scheduled Annual Shareholders’ Meeting date or no later than 15 days prior to the Scheduled Special	(above omitted) To convene a shareholders’ meeting, the Company shall prepare a meeting handbook. The Company shall prepare electronic versions of a shareholders’ meeting notice and proxy forms, and causes of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the MOPS no later than 30 days prior to the Scheduled Annual Shareholders’ Meeting date or no later than 15 days prior to the Scheduled Special

	Shareholders’ Meeting date. The Company shall prepare electronic versions of a shareholders’ meeting handbook and supplemental meeting materials and upload them to the MOPS no later than 21 days prior to the Scheduled Annual Shareholders’Meeting date or no later than 15 days prior to the Scheduled Special Shareholders’Meeting date. In addition, the Company shall also have prepared a shareholders’ meeting handbook and supplemental meeting materials and made them available for review by shareholders at any time no later than 15 days prior to the scheduled shareholders’ meeting date. The meeting agenda and supplemental materials shall also be displayed at company andits shareholder services agent as well as being distributed on-site at the meeting place. The reasons for convening a shareholders’ meeting shall be specified in the meeting		Shareholders’ Meeting date. The Company shall prepare electronic versions of a shareholders’ meeting handbook and supplemental meeting materials and upload them to the MOPS no later than 21 days prior to the Scheduled Annual Shareholders’Meeting date or no later than 15 days prior to the Scheduled Special Shareholders’Meeting date. In addition, the Company shall also have prepared a shareholders’ meeting handbook and supplemental meeting materials and made them available for review by shareholders at any time no later than 15 days prior to the scheduled shareholders’ meeting date. The meeting agenda and supplemental materials shall also be displayed atthe Company and at the professional shareholder services agent engaged by the Companyas well as being distributed on-site at the meeting place. The reasons for conveninga

	notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form. Election or dismissal of directors or supervisors, amendments to the Articles of Incorporation, the dissolution, merger, or demerger of the corporation, or any matter under paragraph 1 of Article 185 of the Company Act or Articles 26-1 and 43-6 of the Securities and Exchange Act shall be set out in the causes in the notice to convene the shareholders’ meeting. None of the above matters may be raised by an extraordinary motion. (below omitted)		shareholders’ meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form. Election or dismissal of directors or supervisors, amendments to the Articles of Incorporation, the dissolution, merger, or demerger of the corporation, or any matter under paragraph 1 of Article 185 of the Company Act or Articles 26-1 and 43-6 of the Securities and Exchange Act, Articles 56-1 and 60-2 of Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out in the causes in the notice to convene the shareholders’ meeting. None of the above matters may be raised by an extraordinary motion. (below omitted)
Article 6	(above omitted) Shareholders and their proxies (collectively, "shareholders") shall attend shareholders’ meetings based		(above omitted) Shareholders and their proxies (collectively, "shareholders") 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. (below omitted)		on attendance cards, sign-in cards, or other certificates of attendance.The Company shall not impose arbitrary requirements on shareholders to provide additional evidentiary documents beyond those showing eligibility to attend. Solicitors soliciting proxy forms shall also bring identification documents for verification. (below omitted)	on attendance cards, sign-in cards, or other certificates of attendance.The Company shall not impose arbitrary requirements on shareholders to provide additional evidentiary documents beyond those showing eligibility to attend. Solicitors soliciting proxy forms shall also bring identification documents for verification. (below omitted)
Article 7	(above omitted) It is advisable that shareholders’ meetings convened by the Board of Directors beattendedby a majority of the Directors. If a shareholders’ meeting is convened by a party having the convening right but other than the Board of Directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves. (below omitted)			(above omitted) It is advisable that shareholders’ meetings convened by the Board of Directors be chaired bythe Chairman, thata majority of the Directorsattend in person, and that at least one member of each functional committeeattendas representative. Attendance details should be recorded in the Shareholders Meeting minutes.If a shareholders’ meeting is convened by a party having the convening right but other than the Board of Directors, the convening party shall chair the meeting. When there are

				two or more such convening parties, they shall mutually select a chair from among themselves. (below omitted)
Article 13		(above omitted) Except as otherwise provided in the Company Act and in the Company's Articles of Incorporation, the adoption of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the Chair or a person designated by the Chair shall announce the total number of voting rights represented by the attending shareholders. Resolution shall be deemed adopted and shall have the same effect as if it was voted by casting ballots if no objection is voiced by any of the attending shareholders after solicitation by the Chair. If objection is voiced after solicitation by the Chair, such resolution shall be voted in accordance with the provisions of the preceding		(above omitted) Except as otherwise provided in the Company Act and in the Company's Articles of Incorporation, the adoption of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the Chair or a person designated by the Chair shall announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS. When there is an amendment or an alternative to a proposal,the Chair shall

		paragraph. Except for the proposals enumerated on the Meeting Agenda, other motions or amendments/alternatives to original proposals posed by shareholders shall be seconded by other shareholders. Total number of shares represented by the proposing shareholders and the seconding shareholders shall be one percent or more of the issued voting shares of the Company. When there is an amendment or an alternative to a proposal, the Chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required. (below omitted)	present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required. (below omitted)
Article 15		(above omitted) The meeting minutes shall accurately record the year, month,day,andplace of the	(above omitted) The meeting minutes shall accurately record the year, month,day,andplace of the

	meeting, the Chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their results, and shall be retained for the duration of the existence of the Company. If the resolution of the meeting has been adopted in the manner that no objection is voiced by any of the attending shareholders after solicitation by the Chair, the meeting minutes shall describe that“Upon solicitation of comments by the Chair, this Proposal was adopted unanimously without objections by the shareholders present.” However, if objection is voiced after solicitation by the Chair, the resolution has been adopted by casting ballots and its voting rights adopted as well as the percentage of voting rights shall be record clearly.	meeting, the Chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their results, and shall be retained for the duration of the existence of the Company.

Resolution:

Discussion Items (I) Proposal 2

Proposal: To refer to the revisions of “Sample Template for XXX Co., Ltd. Procedures for Election of Directors and Supervisors” announced by the Letter of the Taiwan Stock Exchange Corporation dated January 28, 2015 (Reference No. Tai-Cheng-Chih-Li-Tzu-1040001716), the Company’s “Rules for Election of Directors” shall be amended accordingly. The corresponding comparison table for the articles before and after the amendment is attached. Please discuss and resolve.

Pro osed b the Board of Directors p y

Article	Article before Amendment		Article after Amendment
Article 2	The single open-ballot, cumulative election method will be used for election of the directors at the Company. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates. Attendance card numbers printed on the ballots may be used instead of recording the names of votingshareholders.		The cumulative voting system shall be used for election of the directors at the Company. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders.
Article 9	The voting rights shall be calculatedon site immediatelyafter the end of the poll and the Chair shall announce the voting results on site immediately.		The voting rights shall be calculatedon site immediately after the end of the poll and the Chair shall announce the voting results on site immediately,including the names of those elected as directors and the numbers of

votes with which they were elected. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Resolution:

Election Items

Proposal: The term of office of the Company’s Directors has expired. Please elect the new Directors pursuant to the applicable laws.

Proposed by the Board of Directors

Explanation:

The Company’s current directors and supervisors have their term of office expired on June 18, 2015. To conform to the provision promulgated by the securities competent authority, which requires the Company shall establish an Audit Committee to substitute the supervisors, it is proposed to elect 15 directors (including 3 independent directors). The term of office of the new Directors (including independent directors) shall be three years, starting from June 25, 2015 to June 24, 2018.
The election of Directors (including independent directors) shall adopt the candidate nomination system in accordance with Article 192-1 of the Company Act and Article 20 of the Company's Articles of Incorporation. The Company has examined and approved the qualification of 12 candidates in the Board of Directors Meeting on May 8, 2015. The names of the 12 Director Candidates are listed below:

Name	Education	Major Experience	Shareholding (Share)
C. T. Lee	BA of Chemical Engineering, National Cheng KungUniversity	Chairman of FPC and Formosa Sumco Technology Corp. Former President of FPC	1,262,541
William Wong Representative of Formosa Chemicals & Fibre Corporation	Master of Industrial Engineering, University of Houston	Chairman of FPG Executive Board Chairman of FCFC, Formosa Taffeta Corp., Formosa Advanced Technology Corp. and Mailiao Power Corp. Former President of FCFC	486,978,692

Susan Wang Representative of Nanya Plastics Corporation	Barnard College, U.S.	Vice Chairman of FPG Executive Board Managing Director of FPC, FPCC, FPC-USA Director of Formosa Sumco Technology Corp. Chairman of Formosa Environmental TechnologyCorp.	294,793,105
Wilfred Wang Representative of Formosa Petrochemical Corporation	BA of Mechanical Engineering, University of London	Chairman of Formosa Plastics Marine Corp. and Nan Ya Photonics Inc. Former Chairman and President of FPCC	131,460,365
Fu Chan Wei Representative of Chang Gung Medical Foundation	Kaohsiung Medical University, College of Medicine	Professor of the college of Medicine, Chang Gung University Former dean of the college of Medicine,ChangGungUniversity	601,011,035
Cher Wang	BA of Economics, University of California, Berkeley	Chairman of HTC Corporation and VIA Technologies, Inc. Former president of PC division, First International Computer,Inc.	7,369,380
Ralph Ho	BA of Industrial Administration, University of San Francisco	President of Y F Chemical Corp. Former Chairman of Y F Baxter International Inc.	27,824,363
Jason Lin	Master of Science in Environmental Sciences, Wageningen Agricultural University	President of FPC and FPC-USA Former Vice president of FPC	0
K. H. Wu	BA of Mechanical Engineering, Chung Yuan Christian University	President of Formosa Heavy Industries Corporation, Former Vice president of Formosa HeavyIndustries Corporation	134,537
Cheng-Jung Lin	BA of Chemical Engineering, Chung Yuan Christian University	Executive Vice president of FPC Former Senior vice president of FPC	17,957

Cheng-Chung Cheng	BA of Chemistry, National Chung HsingUniversity	Senior Vice president of FPC Former Vvice president of FPC	0
Wen-Chin Hsiao	BA of Chemistry, Chung Yuan Christian University	Senior Vice president of FPC Former Vvice president of FPC	6,685

The names of the 3 Independent Director Candidates are listed below:

below:
Name	Education	Major Experience	Shareholding (Share)
C. L. Wei	Ph.D. of Economic, Paris of University	Chairman of Waterland Financial Holdings Co., Ltd. Former Chairman of Land Bank of Taiwan	0
C. J. Wu	Ph.D. of Education, National Taiwan Normal University	President of Taiwan University of Education Former Minister of Ministry of Education	0
T. S. Wang	Master of Public Finance, National Chengchi University	Independent Director of FPC Former Chairman of Taiwan Future Exchange	0

Resolution:

Discussion Items (II) Proposal 1

Proposal: Appropriateness of releasing the newly elected Directors and the juristic person shareholder whose authorized representatives are elected as Directors, from non-competition restrictions. Please discuss and resolve.

Proposed by the Board of Directors

Explanation:

According to Article 209 of the Company Act, any Director conducting business for himself/herself or on another’s behalf, and the scope of which coincides with the Company’s business scope, shall explain at the Shareholders’ Meeting the essential contents of such conduct and obtain approval from shareholders in the Meeting.
Meanwhile, according to Explanation Letter No.89206938 on Article 209 of the Company Act, announced by the Ministry of Economic Affairs dated April 24, 2000, where the juristic person shareholder's authorized representatives are elected as directors according to Article 27-2 of the Company Act, both the shareholder and the authorized juristic person

representatives shall be subject to the non-competition restrictions under Article 209 of the Company Act.

If the newly-elected Directors and the juristic person shareholder whose authorized representatives are elected as directors in this Annual Shareholders’ Meeting conduct competitive businesses that are subject to the non-competition restrictions under Article 209 of the Company Act and the interest of the Company is not impaired, it is proposed to release the Directors and juristic person shareholders whose authorized representatives are elected as directors from such non-competition restrictions after having assumed office.

(Proclaim the information of engaging in competitive businesses conducted by the Directors and the juristic person shareholders)

Resolution:

				December 31,	2014			13,767,560	-	5,454,975	7,358,639	1,270,407	937,159	7,993,512	1,515,645	9,625,843	47,923,740		51,913,453	26,944,995	9,412,161 8,526,717 473,906 97,271,232 145,194,972	63,657,408	11,277,988		43,339,205	39,078,218	46,807,749	129,225,172	81,731,150	285,891,718	431,086,690
				December 31,	2013			17,521,603	3,099,844	4,478,098	12,853,759	995,821	882,463	5,996,474	4,995,310	8,854,481	59,677,853		53,893,227	16,215,982	7,165,065 8,934,115 423,770 86,632,159 146,310,012	63,657,408	11,275,671		41,267,621	33,508,131	48,550,893	123,326,645	64,176,629	262,436,353	408,746,365
								$																							$
FORMOSA PLASTICS CORPORATION AND SUBSIDIARIES	CONSOLIDATED STATEMENT OF FINANCIAL POSITION	DECEMBER 31, 2013 and 2014	(Expressed in thousands of New Taiwan Dollars)	December 31, December 31,	2013 2014	Liabilities and Equity	Current liabilities:	7,672,877 5,392,825 Short-term borrowings (notes 6(8) and 8)	71,546,858 83,956,324 Short-term notes and bills payable (note 6(7))	1,059,554 1,026,818 Accounts payable	8,699,422 7,350,138 Accounts payable－related parties (note 7)	4,631,945 4,225,994 Other payables	1,591,915 1,052,161 Other payables－related parties (note 7)	21,069,672 29,179,344 Current portion of bonds payable (notes 6(10))	21,669,071 22,872,390 Current portion of long-term debts (notes 6(9) and 8)	4,926,183 5,082,721 Other current liabilities (note 7)	142,867,497 160,138,715 Total current liabilities	Non-current liabilities：	13,993,274 10,729,587 Bonds payable (note 6(10))	2,416,168 2,437,768 Long-term debts (notes 6(9) and 8)	152,358,544 160,602,440 81,456,398 83,997,627 638,075 601,282 1,670,569 1,599,335 13,345,840 10,979,936 265,878,868 270,947,975 Deferred tax liabilities (note 6(12)) Accrued pension liabilities (note 6(11)) Other liabilities Total non-current liabilities Total liabilities Equity attributable to owners of the parent (notes 6(12) (13)): Common stock		Capital surplus	Retained earnings	Legal reserve	Special reserve	Unappropriated retained earnings	Total retained earnings	Other components of equity	Total equity	408,746,365 431,086,690 Total liabilities and equity
								$																							$
						Assets	Current assets：	Cash and cash equivalents (note 6(1))	Available-for-sale financial assets－current(notes 6(2) and 8)	Notes receivable (note 6(3))	Accounts receivable, net (note 6(3))	Accounts receivable－related parties (notes 6(3) and 7)	Other receivables (note 6(3))	Other receivables－related parties (notes 6(3) and 7)	Inventories (note 6(4))	Other current assets	Total current assets	Non-current assets：	Available-for-sale financial assets－non-current (note 6(2))	Financial assets carried at cost－non-current	Investments accounted for using equity method (notes 6(5) and 8) Property, plant and equipment (notes 6(6), 7 and 8) Intangible assets Deferred tax assets (note 6(12)) Other assets (notes 6(3), 7 and 8)	Total non-current assets									Total assets

FORMOSA PLASTICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars, except for earnings per share)

Operating revenues (notes 6(15) and 7): Operating costs (notes 6(4)(11)(13), and 7) Gross profit Operating expenses (notes 6(11)(13), and 7): Selling expenses Administrative expenses Research and development expenses Total operating expenses Operating income Non-operating income and expenses (notes 6(16),and 7) : Other income Other gains and losses (note 6(5)) Finance costs Recognized share of profit of associates and joint ventures accounted for using equity method, net (note 6(5)) Total non-operating income and expenses Income before income tax Less: income tax expense (note 6(12)) Net income Other comprehensive income : Exchange differences on translation of foreign operations Unrealized gains on available-for-sale financial assets Share of other comprehensive income of associates and joint ventures accounted for using equity method Less: Income tax expense related to components of other comprehensive income (note 6(12)) Total other comprehensive income, net of tax Total comprehensive income Basic earnings per share (note 6(14)) -before income tax -after income tax		For the years ended December 31, 2013 2014 215,424,768 216,589,040 199,760,375 200,036,215 15,664,393 16,552,825 5,548,405 5,173,862 4,643,380 4,946,069 892,277 918,041 11,084,062 11,037,972 4,580,331 5,514,853 1,392,257 2,960,516 2,034,874 4,408,900 (1,482,832) (1,565,536) 16,639,868 9,232,820 18,584,167 15,036,700 23,164,498 20,551,553 2,448,657 2,558,119 20,715,841 17,993,434 2,792,876 5,503,175 18,364,002 9,144,815 2,934,708 3,551,838 226,081 645,307 23,865,505 17,554,521 44,581,346 35,547,955 3.64 3.23 3.25 2.83	For the years ended December 31, 2013 2014 215,424,768 216,589,040 199,760,375 200,036,215 15,664,393 16,552,825 5,548,405 5,173,862 4,643,380 4,946,069 892,277 918,041 11,084,062 11,037,972 4,580,331 5,514,853 1,392,257 2,960,516 2,034,874 4,408,900 (1,482,832) (1,565,536) 16,639,868 9,232,820 18,584,167 15,036,700 23,164,498 20,551,553 2,448,657 2,558,119 20,715,841 17,993,434 2,792,876 5,503,175 18,364,002 9,144,815 2,934,708 3,551,838 226,081 645,307 23,865,505 17,554,521 44,581,346 35,547,955 3.64 3.23 3.25 2.83
		2013 215,424,768 199,760,375 15,664,393 5,548,405 4,643,380 892,277 11,084,062 4,580,331 1,392,257 2,034,874 (1,482,832) 16,639,868 18,584,167 23,164,498 2,448,657 20,715,841 2,792,876 18,364,002 2,934,708 226,081 23,865,505 44,581,346 3.64 3.25
	$ $ $ $

See accompanying notes to consolidated financial statements.

									Total Equity	225,151,938		-	-		(7,345,085)	-			48,296	(142 )	20,715,841	23,865,505	44,581,346	262,436,353		-	-	(12,094,907)			2,546	(229 )	17,993,434	17,554,521	35,547,955	285,891,718
						Gains (losses)	on effective	portion of	cash flow hedges	(15,055)		-	-		-	-			-	-	-	17,164	17,164	2,109		-	-	-			-	-	-	(5,205 )	(5,205 )	(3,096 )
					Others	Unrealized	gains on	available-for-sale	financial assets	42,334,058		-	-		-	-			-	-	-	21,281,546	21,281,546	63,615,604		-	-	-			-	-	-	12,701,858	12,701,858	76,317,462
FORMOSA PLASTICS CORPORATION AND SUBSIDIARIES	CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY	FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014	(Expressed in thousands of New Taiwan Dollars)	Equity Attributable to Owners of the Parent	Retained Earnings	Exchange	difference on	Unappropriated translation of	Common stock Capital surplus Legal reserve Special reserve retained earnings foreign operations	$ 61,209,046 11,227,689 39,801,369 30,717,624 41,885,258 (2,007,879)		- - 1,466,252 - (1,466,252) -	- - - 2,790,507 (2,790,507) -		- - - - (7,345,085) -	2,448,362 - - - (2,448,362) -			- 48,296 - - - -	- (142 ) - - - -	- - - - 20,715,841 -	- - - - - 2,566,795	- - - - 20,715,841 2,566,795	63,657,408 11,275,671 41,267,621 33,508,131 48,550,893 558,916		- - 2,071,584 - (2,071,584) -	- - - 5,570,087 (5,570,087) -	- - - - (12,094,907) -			- 2,546 - - - -	- (229 ) - - - -	- - - - 17,993,434 -	- - - - - 4,857,868	- - - - 17,993,434 4,857,868	$ 63,657,408 11,277,988 43,339,205 39,078,218 46,807,749 5,416,784
										Balance as of December 31, 2012	Appropriation and distribution of retained earnings:	Legal reserve	Special reserve required under Regulatory Permit No.10100125865 issued by	FSC	Cash dividends	Stock dividends	Changes in capital surplus	Changes in equity of associates and joint ventures accounted for using equity	method	Other	Net income for the year	Other comprehensive income for the year, net of income tax	Total comprehensive income for the year	Balance as of December 31,2013	Appropriation and distribution of retained earnings:	Legal reserve	Special reserve	Cash dividends	Changes in capital surplus	Changes in equity of associates and joint ventures accounted for using equity	method	Other	Net income for the year	Other comprehensive income for the year, net of income tax	Total comprehensive income for the year	Balance as of December 31, 2014

FORMOSA PLASTICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars)

Cash flows from operating activities: Income before income tax Adjustments for: Incomes and expenses not affecting cash flows: Depreciation expense Amortization expense Provision (reversal or provision) for bad debt expense Net gain on financial assets or liabilities at fair value through profit or loss Interest expenses Interest income Share of profit of associates and joint ventures accounted for using equity method Gain on disposal of property, plant and equipment Property, plant and equipment transferred to expenses Gain on disposal of investments Gain on disposal of investments accounted for using equity method Unrealized foreign exchange gain Unclaimed dividend and overdue compensation of directors transferred to other income Incomes and expenses not affecting cash flows Changes in operating assets and liabilities : Changes in operating assets : Notes receivable Accounts receivable Accounts receivable－related parties Other receivables Other receivables－related parties Inventories Other current assets Total changes in operating assets Changes in operating liabilities : Accounts payable Accounts payable－related parties Other payables Other payables－related parties Accrued expense and other current liabilities Accrued pension liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash generated from operations: Interest received Dividends received Interest paid Income tax paid Net cash provided by operating activities Cash flows from investing activities: Acquisition of available-for-sale financial assets Proceeds from disposal of available-for-sale financial assets Acquisition of financial assets carried at cost Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease (increase) in due from related parties (listed under other receivables－related parties) Acquisition of intangible assets Decrease in other assets Net cash used in investing activities Cash flows from financing activities: Decrease in short-term borrowings Decrease in short-term notes and bills payable Proceeds from bonds issued Repayment of bonds payable Proceeds from long-term debts Repayments of long-term debts (Decrease) increase in due to related parties (listed under other payables－related parties) Increase in other liabilities Cash dividends paid Net cash used in financing activities Effect of foreign currency exchange translation Increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year		2013 23,164,498 8,247,224 645,875 1,237 (5,866) 1,482,832 (668,751) (16,639,868) (133,559) 249 - - (132,330) (7,258 ) (7,210,215 ) (215,896) (1,646,254) (448,548) (368,611) (2,086,840) (399,689) (967,995 ) (6,133,833 ) 591,611 2,902,833 (62,914) 384,599 1,743,076 (235,957 ) 5,323,248 (810,585 ) (8,020,800 ) 15,143,698 677,593 2,165,949 (1,477,995) (240,985 ) 16,268,260 - - - (13,017,413) - (13,148,670) 673,529 11,168,093 (92,791) 196,096 (14,221,156 ) (4,067,001) (5,098,562) 19,947,570 (9,000,000) 8,277,481 (7,431,665) (196,159) 18,721 (7,336,651 ) (4,886,266 ) 306,220 (2,532,942) 10,205,819 7,672,877	2014 20,551,553 7,555,974 544,066 (1,248) - 1,565,536 (500,464) (9,232,820) (35,459) 854 (1,902) (2,627,625) (784,395) (16,058 ) (3,533,541 ) 32,736 1,579,701 405,951 495,932 (7,440,132) (1,160,199) 155,806 (6,241,817 ) 976,877 (5,495,120) 103,961 17,974 847,516 (407,398 ) (3,956,190 ) (10,198,007 ) (13,731,548 ) 6,820,005 544,287 8,415,528 (1,641,691) (699,730 ) 13,438,399 (2,400,965) 2,401,902 (21,600) (1,177,877) 3,776,928 (8,074,296) 50,875 (122,671) (930) 1,594,673 (3,973,961 ) (3,756,752) (3,099,844) 5,984,010 (6,000,000) 24,199,654 (16,950,306) 36,721 50,136 (12,093,820 ) (11,630,201 ) (114,289 ) (2,280,052) 7,672,877 5,392,825
	$ $

See accompanying notes to consolidated financial statements.

			December 31,	2014			3,080,272	-	4,058,391	7,276,158	1,029,952	258	7,993,512	790,001	7,891,427	32,119,971		51,913,453	19,665,427	9,412,161 8,526,717 421,792 89,939,550	122,059,521		63,657,408	11,277,988		43,339,205	39,078,218	46,807,749	129,225,172	81,731,150	285,891,718	407,951,239
			December 31,	2013			3,511,634	3,099,844	3,121,377	12,589,743	668,208	15,281	5,996,474	4,980,002	7,180,717	41,163,280		53,893,227	12,790,001	7,165,065 8,934,115 413,545 83,195,953	124,359,233		63,657,408	11,275,671		41,267,621	33,508,131	48,550,893	123,326,645	64,176,629	262,436,353	386,795,586
							$																									$
STATEMENTS OF FINANCIAL POSITION	DECEMBER 31, 2013 and 2014	(Expressed in thousands of New Taiwan Dollars)	December 31,	2014	Liabilities and Equity	Current liabilities:	1,511,528 Short-term borrowings	83,956,324 Short-term notes and bills payable	188,461 Accounts payable	5,897,305 Accounts payable－related parties	5,523,436 Other payables	850,278 Other payables－related parties	32,403,928 Current portion of bonds payable	17,274,810 Current portion of long-term debts	1,365,734 Other current liabilities	148,971,804 Total current liabilities	Non-current liabilities：	10,729,587 Bonds payable	2,437,768 Long-term debts	191,796,474 44,434,530 124,762 1,496,158 7,960,156 258,979,435 Deferred tax liabilities Accrued pension liabilities Other liabilities Total non-current liabilities Total liabilities Equity attributable to owners of the parent: Common stock				Capital surplus	Retained earnings	Legal reserve	Special reserve	Unappropriated retained earnings	Total retained earnings	Other components of equity	Total equity	407,951,239 Total liabilities and equity
			December 31,	2013			1,946,151	71,546,858	210,392	7,045,159	6,002,579	1,395,231	20,090,485	16,749,057	1,628,221	126,614,133		13,993,274	2,416,168	182,972,062 48,503,200 127,658 1,572,789 10,596,302		260,181,453										386,795,586
							$																									$
					Assets	Current assets：	Cash and cash equivalents	Available-for-sale financial assets－current	Notes receivable	Accounts receivable, net	Accounts receivable－related parties	Other receivables	Other receivables－related parties	Inventories	Other current assets	Total current assets	Non-current assets：	Available-for-sale financial assets－non-current	Financial assets carried at cost－non-current	Investments accounted for using equity method Property, plant and equipment Intangible assets Deferred tax assets	Other assets	Total non-current assets										Total assets

FORMOSA PLASTICS CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars, except for earnings per share)

Operating revenues Operating costs Gross profit Add: Realized (loss) profit from affiliated company Realized Gross profit Operating expenses: Selling expenses Administrative expenses Research and development expenses Total operating expenses Operating income Non-operating income and expenses : Other income Other gains and losses Finance costs Recognized share of profit of subsidiaries, associates and joint ventures accounted for using equity method, net Total non-operating income and expenses Income before income tax Less: income tax expense Net income Other comprehensive income : Exchange differences on translation of foreign operations Unrealized gains on available-for-sale financial assets Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method Less: Income tax expense related to components of other comprehensive income Total other comprehensive income, net of tax Total comprehensive income Basic earnings per share -before income tax -after income tax		For the years ended December 31, 2013 2014 185,651,588 184,599,915 171,238,104 168,396,177 14,413,484 16,203,738 (2,882) 33,175 14,410,602 16,236,913 4,950,438 4,560,346 4,109,249 4,458,871 892,277 918,041 9,951,964 9,937,258 4,458,638 6,299,655 1,032,480 2,707,444 1,183,068 4,650,220 (1,232,758) (1,256,079) 17,375,133 8,141,943 18,357,923 14,243,528 22,816,561 20,543,183 2,100,720 2,549,749 20,715,841 17,993,434 2,792,876 5,503,175 18,364,002 9,144,815 2,934,708 3,551,838 226,081 645,307 23,865,505 17,554,521 44,581,346 35,547,955 3.58 3.23 3.25 2.83	For the years ended December 31, 2013 2014 185,651,588 184,599,915 171,238,104 168,396,177 14,413,484 16,203,738 (2,882) 33,175 14,410,602 16,236,913 4,950,438 4,560,346 4,109,249 4,458,871 892,277 918,041 9,951,964 9,937,258 4,458,638 6,299,655 1,032,480 2,707,444 1,183,068 4,650,220 (1,232,758) (1,256,079) 17,375,133 8,141,943 18,357,923 14,243,528 22,816,561 20,543,183 2,100,720 2,549,749 20,715,841 17,993,434 2,792,876 5,503,175 18,364,002 9,144,815 2,934,708 3,551,838 226,081 645,307 23,865,505 17,554,521 44,581,346 35,547,955 3.58 3.23 3.25 2.83
		2013 185,651,588 171,238,104 14,413,484 (2,882) 14,410,602 4,950,438 4,109,249 892,277 9,951,964 4,458,638 1,032,480 1,183,068 (1,232,758) 17,375,133 18,357,923 22,816,561 2,100,720 20,715,841 2,792,876 18,364,002 2,934,708 226,081 23,865,505 44,581,346 3.58 3.25
	$ $ $ $

								Total Equity	225,151,938		-	-		(7,345,085)	-			48,296	(142 )	20,715,841	23,865,505	44,581,346	262,436,353		-	-	(12,094,907)			2,546	(229 )	17,993,434	17,554,521	35,547,955	285,891,718
					Gains (losses)	on effective	portion of	cash flow hedges	(15,055)		-	-		-	-			-	-	-	17,164	17,164	2,109		-	-	-			-	-	-	(5,205 )	(5,205 )	(3,096 )
				Others	Unrealized	gains on	available-for-sale	financial assets	42,334,058		-	-		-	-			-	-	-	21,281,546	21,281,546	63,615,604		-	-	-			-	-	-	12,701,858	12,701,858	76,317,462
					Exchange	difference on	translation of	foreign operations	(2,007,879)		-	-		-	-			-	-	-	2,566,795	2,566,795	558,916		-	-	-			-	-	-	4,857,868	4,857,868	5,416,784
FORMOSA PLASTICS CORPORATION	STATEMENTS OF CHANGES IN EQUITY	FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014	(Expressed in thousands of New Taiwan Dollars)	Retained Earnings			Unappropriated	Common stock Capital surplus Legal reserve Special reserve retained earnings	Balance as of December 31, 2012 $ 61,209,046 11,227,517 39,801,369 30,717,624 41,885,258	Appropriation and distribution of retained earnings(Note 1):	Legal reserve - - 1,466,252 - (1,466,252)	Special reserve required under Regulatory Permit No.10100125865 issued by - - - 2,790,507 (2,790,507)	FSC	Cash dividends - - - - (7,345,085)	Stock dividends 2,448,362 - - - (2,448,362)	Changes in capital surplus	Changes in equity of associates and joint ventures accounted for using equity	method - 48,296 - - -	Other - (142 ) - - -	Net income for the year - - - - 20,715,841	Other comprehensive income for the year, net of income tax - - - - -	Total comprehensive income for the year - - - - 20,715,841	Balance as of December 31,2013 63,657,408 11,275,671 41,267,621 33,508,131 48,550,893	Appropriation and distribution of retained earnings (Note 2):	Legal reserve - - 2,071,584 - (2,071,584)	Special reserve - - - 5,570,087 (5,570,087)	Cash dividends - - - - (12,094,907)	Changes in capital surplus	Changes in equity of associates and joint ventures accounted for using equity	method - 2,546 - - -	Other - (229 ) - - -	Net income for the year - - - - 17,993,434	Other comprehensive income for the year, net of income tax - - - - -	Total comprehensive income for the year - - - - 17,993,434	Balance as of December 31, 2014 $ 63,657,408 11,277,988 43,339,205 39,078,218 46,807,749	Note 1: Employees’ bonuses of $13,153 for 2012 were expensed under the statements of comprehensive income for the year 2012.	Note 2: Employees’ bonuses of $30,000 for 2013 were expensed under the statements of comprehensive income for the year 2013.

FORMOSA PLASTICS CORPORATION

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars)

Cash flows from operating activities: Income before income tax Adjustments for: Incomes and expenses not affecting cash flows: Depreciation expense Amortization expense Provision (reversal) for bad debt expense Net gain on financial assets or liabilities at fair value through profit or loss Interest expenses Interest income Share of profit of subsidiaries, associates and joint ventures accounted for using equity method Gain on disposal of property, plant and equipment Property, plant and equipment transferred to expenses Gain on disposal of investments Gain on disposal of investments accounted for using equity method Realized loss (profit) from affiliated company Unrealized foreign exchange gain Unclaimed dividend and overdue compensation of directors transferred to other income Incomes and expenses not affecting cash flows Changes in operating assets and liabilities : Changes in operating assets : Notes receivable Accounts receivable Accounts receivable－related parties Other receivables Other receivables－related parties Inventories Other current assets Total changes in operating assets Changes in operating liabilities : Accounts payable Accounts payable－related parties Other payables Other payables－related parties Accrued expense and other current liabilities Accrued pension liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash generated from operations: Interest received Dividends received Interest paid Income tax paid Net cash provided by operating activities Cash flows from investing activities: Acquisition of available-for-sale financial assets Proceeds from disposal of available-for-sale financial assets Acquisition of financial assets carried at cost Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease (increase) in due from related parties (listed under other receivables－related parties) Decrease in other assets Net cash used in investing activities Cash flows from financing activities: Decrease in short-term borrowings Decrease in short-term notes and bills payable Proceeds from bonds issued Repayment of bonds payable Proceeds from long-term debts Repayments of long-term debts Increase in other liabilities Cash dividends paid Net cash used in financing activities Effect of foreign currency exchange translation Increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year		2013 22,816,561 6,582,444 343,565 1,237 (5,866) 1,232,758 (308,974) (17,375,133) (134,652) 249 - - 2,882 (204,559) (7,258 ) (9,873,307) 54,467 (1,538,795) (177,082) (344,605) (2,186,601) (44,478) 379,695 (3,857,399) (107,829) 2,691,640 (38,395) 8,986 1,097,216 (235,957 ) 3,415,661 (441,738) (10,315,045) 12,501,516 308,952 2,165,949 (1,219,666) (95,527) 13,661,224 - - - (13,017,413) - (3,340,116) 673,488 10,490,000 204,296 (4,989,745) (5,550,500) (5,098,562) 19,947,570 (9,000,000) 5,750,000 (7,279,902) 52,274 (7,336,651) (8,515,771) 7,405 163,113 1,783,038 1,946,151	2014 20,543,183 5,835,638 199,704 (1,248) - 1,256,079 (247,392) (8,141,943) (37,623) 854 (1,902) (2,627,625) (33,175) (939,933) (16,058 ) (4,754,624)
	$ $
			21,931 1,378,271 479,143 544,842 (6,884,418) (482,633) 263,219 (4,679,645)
			937,014 (5,313,585) 83,754 (15,023) 700,515 (407,398 ) (4,014,723)
			(8,694,368)
			(13,448,992)
			7,094,191 247,503 8,415,528 (1,245,884) (578,598)
			13,932,740 (2,400,965) 2,401,902 (21,600) (1,177,877) 3,776,928 (1,674,008) 50,570 (4,726,618) 2,321,983 (1,449,685)
			(434,072) (3,099,844) 5,984,010 (6,000,000) 25,972,570 (23,287,145) 8,247 (12,093,820 ) (12,950,054)
			32,376 (434,623) 1,946,151 1,511,528

Explanation	1. The Company plans to distribute dividends of $1.7 per share for current year (among which, $0.93 will be distributed as dividends and $0.77 will be distributed as bonus); all of which are cash dividends. 2. The Company distributes dividends and bonus for a total of $10,821,759,328; all of which are from net profit after tax of 2014. 3. Bonus for employees amounted to $26,686,326. Compensation of directors and supervisors amounted to $0. 4. While the distribution of cash dividends to each individual shareholder is less than 1 dollar, the distribution will be rounded to the nearest dollar.
Amount	1,799,343,384 4,628,697,985 10,821,759,328 29,558,326,576	46,808,127,273
Items	Distribution Items: (1) Appropriation of legal reserve (10% of the after-tax profit ) (2) Appropriation of special reserve (3) Distribution of dividends and bonus in cash ( $1.7 per share) (4) Unappropriated retained earnings carried forward to next year	Total
Amount	28,814,693,434 17,993,433,839	46,808,127,273
Items	Available for Distribution: (1) Unappropriated retained earnings of previous years (2) Net profit after tax of current year	Total

Independent Auditors’ Report

The Board of Directors Formosa Plastics Corporation:

We have audited the accompanying consolidated statements of financial position of Formosa Plastics Corporation (the “Company”) and its subsidiaries (collectively referred to as the “Consolidated Company”) as of December 31, 2013 and 2014, and the related consolidated statements of comprehensive income, consolidated statements of changes in equity, and cash flows for the years then ended. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We did not audit the financial statements of certain investee companies under the equity method. The Consolidated Company's investments in the aforementioned investee companies were NT$133,336,206 thousand and NT$142,414,585 thousand, constituting 32.62% and 33.04% of the consolidated total assets as of December 31, 2013 and 2014, respectively, and recognized share of profit of associates and joint ventures accounted for using equity method of these investee companies were NT$16,932,145 thousand and NT$11,116,474 thousand, constituting 73.10% and 54.09% of the consolidated income before income tax for the years ended December 31, 2013 and 2014, respectively. The consolidated financial statements of the aforementioned investee companies were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it relates to the amounts included for these investee companies, is based solely on the reports of other auditors.

We conducted our audits in accordance with the Rules Governing Auditing and Certification of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Those rules and standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audits and the reports of the other auditors provide a reasonable basis for our opinion.

In our opinion, based on our audits and the reports of other auditors, the consolidated financial statements referred to in the first paragraph present fairly, in all material respects, the consolidated financial position of Formosa Plastics Corporation and its subsidiaries as of December 31, 2013 and 2014, and the results of their operations and their consolidated cash flows for the years ended December 31, 2013 and 2014, in conformity with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers, the International Financial Reporting Standards, International Accounting Standards, IFRIC interpretations and SIC interpretations as endorsed by the Financial Supervisory Commission of the Republic of China.

We have also audited the parent company only financial statements of Formosa Plastics Corporation as of and for the years ended December 31, 2013 and 2014 and have expressed a modified unqualified opinion thereon.

Taipei, Taiwan (the Republic of China) March 24, 2015

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with IFRSs as endorsed by the FSC of 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 accepted and applied in the Republic of China.

For the convenience of readers, the 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 or any difference in the interpretation of the two versions, the Chinese language shall prevail.

Independent Auditors’ Report

The Board of Directors Formosa Plastics Corporation:

We have audited the accompanying parent company only statements of financial position of Formosa Plastics Corporation (the “Company”) as of December 31, 2013 and 2014, and the related statements of comprehensive income, statements of changes in equity, and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We did not audit the financial statements of certain investee companies under the equity method. The Company's investments in the aforementioned investee companies were NT$133,336,206 thousand and NT$142,414,585 thousand, constituting 34.47% and 34.91% of the total assets as of December 31, 2013 and 2014, respectively, and recognized share of profit of associates and joint ventures accounted for using equity method of these investee companies were NT$16,932,145 thousand and NT$11,116,474 thousand, constituting 74.21% and 54.11% of the net income before income tax for the years ended December 31, 2013 and 2014, respectively. The financial statements of the aforementioned investee companies were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it relates to the amounts included for these investee companies, is based solely on the reports of other auditors.

We conducted our audits in accordance with the Rules Governing Auditing and Certification of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Those rules and standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of the other auditors provide a reasonable basis for our opinion.

In our opinion, based on our audits and the reports of other auditors, the financial statements referred to in the first paragraph present fairly, in all material respects, the financial position of Formosa Plastics Corporation as of December 31, 2013 and 2014, and the results of their operations and their cash flows for the years ended December 31, 2013 and 2014, in conformity with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers.

Taipei, Taiwan (the Republic of China) March 24, 2015

Notes to Readers

The accompanying parent company only financial statements are intended only to present the financial position, results of operations and cash flows in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.

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

Formosa Plastics Corporation

Shareholdings of Directors and Supervisors

Title	Name	Shareholding (share)
Chairman	C. T. Lee	1,262,541
Managing Director	William Wong Representative of Formosa Chemicals & Fibre Corporation	486,978,692
Managing Director	Susan Wang Representative of Nanya Plastics Corporation	294,793,105
Managing Director	Wilfred Wang Representative of Formosa Petrochemical Corporation	131,460,365
Managing Director (Independent Director)	C. L. Wei	0
Independent Director	C. J. Wu	0
Independent Director	T. S. Wang	0
Director	Y. R. Chang Representative of HUNG TUNG CO.,LTD.	11,461
Director	Cher Wang	7,369,380
Director	Jason Lin	0
Director	T. J. Huang	86,307
Director	Cheng-JungLin	17,957
Director	Tze-FongChang	3,338
Director	Wen-Chin Hsiao	6,685
Director	Cheng-ChungCheng	0

Supervisor	C. F. Ho Representative of Chang Gung Medical Foundation	601,011,035
Supervisor	Ralph Ho	27,824,363
Supervisor	K. H. Wu	134,537

Note: According to Article 26 of Securities and Exchange Act, the minimum shareholdings of the Company’s Directors and Supervisors are 101,851,853 shares and 10,185,186 shares respectively. As of April 27, 2015, the actual shareholdings of the Company’s Directors and Supervisors are 921,989,831 shares and 628,969,935 shares respectively.

Information regarding the Proposed Employees’ Bonus and Compensation to Directors and Supervisors Adopted by the Board of Directors of the Com n pa y:

1. Proposed amounts of employees’ cash bonus, stock bonus, and
compensation to Directors and Supervisors:
Employees’ cash bonus NT$26,686,326
Employees’ stock bonus NT$0
Compensation to Directors and Supervisors NT$0
2. Share amount of the proposed employees’ stock bonus and the
percentage of the share amount to that of all stock dividend:
Share amount of employees’ stock bonus 0 share

1. Proposed amounts of employees’ cash bonus, stock bonus, and compensation to Directors and Supervisors: Employees’ cash bonus NT$26,686,326 Employees’ stock bonus NT$0 Compensation to Directors and Supervisors NT$0	1. Proposed amounts of employees’ cash bonus, stock bonus, and compensation to Directors and Supervisors: Employees’ cash bonus NT$26,686,326 Employees’ stock bonus NT$0 Compensation to Directors and Supervisors NT$0
2. Share amount of the proposed employees’ stock bonus and the
percentage of the share amount to that of all stock dividend:
Share amount of employees’ stock bonus	0 share
percentage of the share amount to that of all	0%
stock dividend
3. Imputed earnings per share of the proposed employees’ bonus and
compensation to Directors and Supervisors:
Imputed earningsper share	NT$2.83

Effect upon Business Performance and Earnings Per Share of the Company by the Stock Dividend Distribution Proposed at the 2015 Annual Shareholders’ Meeting:

Not applicable since the Company does not disclose financial forecast information.

AI assistant

FPC — AGM Information 2015

51762_rns_2015-07-09_c7a5114f-f495-4db5-b6e1-6f6602051b88.pdf

FORMOSA PLASTICS CORPORATION

2015 ANNUAL SHAREHOLDERS’ MEETING

MEETING HANDBOOK

(SUMMARY)

Table of Contents

FORMOSA PLASTICS CORPORATION

2015 ANNUAL SHAREHOLDERS’ MEETING PROCEDURE

FORMOSA PLASTICS CORPORATION

2015 ANNUAL SHAREHOLDERS’ MEETING AGENDA

1. Report Items

2. Ratification Items

3. Discussion Items (I)

4. Election Items

5. Discussion Items (II)

Report Items

FORMOSA PLASTICS CORPORATION

2014 Business Report

FORMOSA PLASTICS CORPORATION Supervisors’ Review Report

Formosa Plastics Corporation Code of Ethical Conduct for Directors, Supervisors and Managers

Ratification Items Proposal 1

Explanation:

Resolution:

Ratification Items Proposal 2

Attachment:

Resolution:

Discussion Items (I) Proposal 1

Resolution:

Discussion Items (I) Proposal 2

Pro osed b the Board of Directors p y

Resolution:

Election Items

Proposed by the Board of Directors

Explanation:

The names of the 3 Independent Director Candidates are listed below:

Resolution:

Discussion Items (II) Proposal 1

Explanation:

Resolution:

FORMOSA PLASTICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars, except for earnings per share)

FORMOSA PLASTICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars)

FORMOSA PLASTICS CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME

FORMOSA PLASTICS CORPORATION

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2014 (Expressed in thousands of New Taiwan Dollars)

Independent Auditors’ Report

Notes to Readers

Independent Auditors’ Report

The Board of Directors Formosa Plastics Corporation:

Notes to Readers

Formosa Plastics Corporation

Shareholdings of Directors and Supervisors

Information regarding the Proposed Employees’ Bonus and Compensation to Directors and Supervisors Adopted by the Board of Directors of the Com n pa y:

Effect upon Business Performance and Earnings Per Share of the Company by the Stock Dividend Distribution Proposed at the 2015 Annual Shareholders’ Meeting:

More from FPC

FPC AGM Information 2015