Stock Code: 2601

FIRST STEAMSHIP COMPANY LIMITED

2025 Annual Report

Taiwan Stock Exchange Market Observation Post System website:
http://mops.twse.com.tw

Date of publication: March 31, 2026

The Company’s website: www.firstteam.com.tw

Company address and telephone:
Address: 14F., No. 237, Sec. 2, Fuxing S. Rd., Taipei City
Tel: (02)2706-9911
FAX: (02)2706-9922
Corporate Website: www.firsteam.com.tw
Branch/factory: None

Stock Transfer Agent:
Name: KGI Securities Co., Ltd.
Address: 4F., No. 2, Sec. 1, Fuxing S. Rd., Taipei City
Tel: (02)2389-2999
Website: www.kgieworld.com.tw

Company Spokesperson:
Name: Yen-Ling Lin
Title: Assistant Vice President, Board Secretariat
Tel: (02)2326-7635
Email address: [email protected]

Company Deputy Spokesperson:
Name: Dennis Wai Tak Yau
Title: Chief Financial Officer & Corporate Governance Officer
Tel: (02)2326-7696
Email address: [email protected]

Attesting CPA of the financial statements for the last year
Name: Chun-Ming Pan, Shu-Ying Chang
CPA firm: KPMG Taiwan
Address: 68F., No. 7, Sec. 5, Xinyi Rd., Taipei City
Tel: (02)8101-6666
Website: www.kpmg.com.tw

One. Letter to Shareholders... 3
Two. Corporate Governance Report... 7
Three. Capital Overview... 154
Four. Operation Overview... 161
Five. Review and analysis of financial position and financial performance, and risks... 177
Six. Special Disclosure... 187

One. Letter to Shareholders

Dear Shareholders,

In 2025, the dry bulk shipping market was characterized by moderating demand growth, structural divergence in fleet capacity, and an upward shift in freight rate benchmarks. Despite a modest 0.5% growth in global trade demand, the market benefited from a surge in India's iron ore imports, active bauxite trade, and rerouting around the Red Sea. These factors supported upward volatility in Capesize freight rates, with a notable increase in the average BDI. Overall, the market exhibited a structural balance of high freight rates with low growth. Environmental regulations (FuelEU) accelerated the phase-out of older vessels. While supply-side pressure was temporarily alleviated by rerouting in the short term, the market still faces the pressure of new vessel deliveries in the medium to long term.

In the first quarter, weather disruptions in Australia and Brazil were more severe than in previous years, causing a sharp decline in iron ore shipments. Coupled with escalating global trade tensions, the average BDI in the first half of the year fell significantly by 30% year-on-year. Market sentiment improved markedly in the second half of the year. Driven by alternating demand from iron ore, grain, and bauxite trades, the market steadily recovered, culminating in a pronounced year-end rebound.

In 2025, the average indices for BCI, BPI, BSI, and BHSI were 2,568, 1,485, 1,129, and 662 points, respectively. Annual volatility across all indices widened.

By vessel segment, BSI recorded the largest decline at 9.01%, while BCI, BPI, and BHSI decreased by 5.73%, 5.24%, and 5.91%, respectively.

The Maritime Shipping Department always operates in a stable manner. To cope with the fluctuation in the economic climate in the international dry bulk shipping market, the fleet has been operating under a business model in which ships are leased out as short-term or long-term charter ships. As of the end of 2025, the fleet has a total of 11 bulk carriers, including 5 KAMSARMAXs, 4 SUPRAMAXs, and 2 HANDYs, all of which are aged less than 10 years. The collective tonnage of the 11 vessels amounts to 700,365 tonnes. 2 ships thereof were chartered out under a long-term profitable contract, 8 were chartered out for the short- or medium-term, and 1 joined the KLAV POOL fleet for joint operations. Such a diversified business strategy enables higher shipping rate, thus the growth of the maritime transportation business under an uncertain climate.

[Important Notes]:

The 2025 Business Report does not disclose information regarding the department store business.

This is due to the Company's gradual disposal of its equity interest in its material subsidiary, Grand Ocean Retail Group Limited, throughout 2025. As of December 31, 2025, the Group held only a 29.01% equity interest in Grand Ocean Retail Group Limited. Consequently, it was confirmed that the Group "no longer has the power to direct the relevant activities" of Grand Ocean Retail Group Limited, thereby losing control over the subsidiary. [For relevant information, please refer to the material information announcement dated December 30, 2025.]

I. 2025 Business Results

(I) Implementation results of business plan

In 2025, First Steamship Company recorded a consolidated operating revenue of NT$1,489,351 thousand, down 7.78% from NT$1,615,077 thousand in 2024, a net loss after tax of NT$1,849,408 thousand; a net loss after tax attributable to First Steamship Company in its parent company only financial statements in the amount of NT$1,343,910 thousand; a basic loss per share of NT$1.63; a diluted loss per share of NT$1.63; a net worth per share of NT$8.93.

(II) Implementation status of the budget:

First Steamship Company did not make public its 2025 financial forecast was not made public, so it is not applicable.

(III) Consolidated financial receipts and expenditures and profitability analysis

Unit: NT$ Thousand.

Year Analysis		2025	2024
Financial Income and Expenses	Operating Revenue	1,489,351	1,615,077
	Gross Profit from Operations	216,307	341,464
	Operating Profit	48,643	112,955
	Non-operating Income and Expenses	(133,840)	(149,525)
	Net Profit (Loss) Before Tax	(85,197)	(36,570)
	Net Income (Loss) for the Period	(1,849,408)	(517,771)
	Net Profit (Loss) Attributable to Owners of Parent	(1,343,910)	(288,774)
Profitability	Return on Assets (%)	(7.92)	(1.47)
	Return on Equity (%)	(19.94)	(4.70)
	Net Profits Before Tax to Paid-in Capital Ratio (%)	(1.03)	(0.44)
	Net Profit Margin (%)	(124.18)	(32.06)
	Earnings Per Share (NT$)	(1.63)	(0.35)

(IV) Research and Development: Not applicable.

II. Summary of 2026 Business Plan

(I) Business Policy

Marine Transportation Business

(1) Implement digital vessel management, improve maintenance efficiency, reduce operating costs, and improve operating efficiency.

(2) Strengthen crew and shore management's professional skills training, improve ship safety management, and reduce operational risks.

(3) Closely observe the trend of the marine transportation market, carefully evaluate the lease and purchase of vessels at the appropriate time, reduce the average age

of the fleet, and increase the fleet's operating utilization.

(II) Business Outlook

Marine Transportation Business

The global shipping industry is at a critical turning point, influenced by environmental regulatory changes, geopolitical disruptions, AI technological advancements, and evolving market dynamics. Understanding the main driving factors and challenges in this intricate environment, adopting refined management practices, and continuously enhancing vessel performance are vital to shaping a resilient and sustainable future for the global shipping market. Through the coordinated application of regulatory compliance, technological advancement, and market strategies, the Company aims to establish sustainable profitability and adapt to the ever-changing global landscape.

In response to market uncertainties and changes, the First Steamship fleet will advance with steady momentum toward digitalization, decarbonization, and operational integration, leveraging its stability and strength to reduce operating costs, phase out obsolete vessels, and enhance operational efficiency. We will procure vessels that meet future regulatory requirements at the right time and seek reputable charterers in the market to sign stable and profitable contracts in order to enhance fleet capacity and improve the competitiveness.

III. Future Development Strategy

Marine Transportation Business

(I) Expand bulk shipping business for both self-owned and chartered vessels.

(II) Participate in domestic and international cargo tender business and steadily increase the cargo volume transported by vessels.

(III) Take on period charters to lock in profitable rents with long-term contracts or join well-known Shipping Pool to obtain more cargo business and higher freight rates through operational advantages.

IV. Impact of External Competition, Legal Environment, and Overall Business Environment

In 2025, the global economy demonstrated unexpected resilience amid the interplay of heightened uncertainty and structural shifts. Since the beginning of the year, factors such as adjustments in U.S. trade policies, geopolitical risks, and tightening financial conditions at times weighed on market confidence, posing numerous challenges to the global economic outlook. However, as certain policy risks gradually became clearer and major economies stabilized growth momentum through coordinated fiscal and monetary measures, the global economy avoided systemic disruption and remained on a path of moderate growth. On January 19, 2026, the International Monetary Fund (IMF) released its "World Economic Outlook" report, projecting global economic growth of 3.3% for 2026, unchanged from 2025. This indicates that, despite headwinds arising from U.S. tariff policies, the global economy has maintained overall stability, supported by technological investment and corporate adaptability. However, the trade policies and fiscal

measures of the U.S. tariff policies may delay the easing of global inflation, disrupt supply chain development, and consequently affect international capital flows and economic growth. Uncertainty surrounding United States trade policies, inflationary pressures, and geopolitical risks will continue to disrupt markets, and the global political and economic environment may undergo significant changes in 2026.

The Group's fleet complies with the International Maritime Organization regulations for crew working hours, leisure, recreation space, and minimum wage standards, as well as vessel working environment requirements. In addition, the awareness of environmental protection is rising around the world, and marine pollution and air pollution by ships have always been important to all countries. Therefore, in addition to complex and diverse international conventions and regulations, governments of various countries have also established relevant laws and measures for individual sea areas to strictly require ships to comply with the regulations and strengthen ship safety inspections. The costs of marine transportation operations and management will continue to increase in the future.

First Steamship Co., Ltd is fully aware of and will respond prudently to the changes in the global political and economic landscape as well as market fluctuations. Operational cost control will be strengthened, cost-effectiveness evaluations will be prioritized, and projects with high investment returns will be actively developed. The vessel operations will be conducted in the most favorable manner. The Group actively manages the operations of its equity investees and adjusts its overall business strategy in a timely manner in response to changes in the operating environment to lay a solid foundation for long-term operations. We firmly believe that a robust development strategy of diversified business management can drive First Steamship to create advantages, expand profits, and achieve sustained growth in a competitive environment. We look forward to your continued support and encouragement. We wish you all good health and happiness!

Chairperson Jen-Hao Kuo

Two. Corporate Governance Report

I. Directors and major managerial officers

(I) Information on directors

March 31, 2026

| Title
(Note 1) | Nationality
or place of
registration | Name | Gender
and age
(Note 2) | Elected
(Assuming
Office)
Date | Term
of
Office | Date First
Elected
(Note 3) | Shareholding when elected | | Shareholding now | | Shareholding of spouse and
minor children now | | Shareholding in the name of
others | | Major educations and experiences
(Note 4) | Concurrent positions in the
Company and other companies now | Spouse or relatives within
the second degree of
kinship who are managerial
officers or Company
directors | | | Remarks
(Note 5) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | Number of
shares | Shareholding
% | Number of
shares | Shareholding
% | Number of
shares | Shareholding
% | Number of
shares | Shareholding
% | | | Title | Name | Relation | |
| Chairperson
(Note 8) | Republic
of China | Yonghenghui
Investment Co.,
Ltd. | - | June 16,
2023 | 3 years | June 18,
2020 | 15,700,000 | 2.49 | 23,791,000 | 2.88 | 0 | 0 | 0 | 0 | Not applicable | Not applicable | - | - | - | |
| | Republic
of China | (Representative:
Jen-Hao Kao) | Male
61~50
years old | June 16,
2023 | 3 years | June 24,
2016 | 0 | 0 | 1,057,006 | 0.13 | 0 | 0 | 23,791,000 | 2.88 | Director & Chief finance officer,
Tian Ran Group
Vice president, Private Equity
Management Group
PWC Transaction Services
Merrill Lynch Research Assistant
Pace University NY MBA
Finance & Accounting
US CPA | Chairman, First Steamship Co., Ltd.
Director, Grand Ocean Retail Group
Limited.
Chairman & CEO, Royal Sunway
Development Co., Ltd.
Chairman & CEO, Taiwan
Environment Scientific Co., Ltd
Chairman & CEO, Yee Shin
Investment Co., Ltd.
Chairman & Non-executive Director, Sundmartin International
Holdings Limited.
Director, Jia Wang Asset
Development Co., Ltd.,
Chairman, Yonghenghui Investment
Co., Ltd.
Chairman & Non-executive Director
& Member of Auditing Committee
and Remuneration Committee, Du
Yu Financial Holdings Limited
Chairman, Fulliyang Technology
Co., Ltd.
Chairman, Richwell Capital Ltd.
Director, Yang Fu Co., Ltd
Director, Pro Brand Technology
(TW) INC
Director, Grand Citi Ltd.
And (Note 7) | - | - | - | (Note 6) |
| Director
(Note 9) | Republic
of China | Henghua
Investment Co.,
Ltd. | - | June 16,
2023 | 3 years | January
29, 2002 | 52,354,078 | 8.30 | 57,065,945 | 6.92 | 0 | 0 | 0 | 0 | Not applicable | Not applicable | - | - | - | |
| | Republic
of China | (Representative:
Chien-Wan
Chiang) | Male
61~70
years old | June 16,
2023 | 3 years | July 1,
2008 | 0 | 0 | 21,800 | 0.003 | 0 | 0 | 0 | 0 | Chief Operating Officer of
Marine Business Unit, First
Steamship Co., Ltd.
Keelung Maritime School | General Manager & Chief Operating
Officer, First Steamship Co., Ltd.
Director, Royal Sunway
Development Co., Ltd.
And (Note 7) | - | - | - | (Note 6) |

Title (Note 1)	Nationality or place of registration	Name	Gender and age (Note 2)	Elected (Assuming Officer) Date	Term of Officer	Date First Elected (Note 3)	Shareholding when elected		Shareholding now		Shareholding of spouse and minor children now		Shareholding in the name of others		Major educations and experiences (Note 4)	Concurrent positions in the Company and other companies now	Spouse or relatives within the second degree of kinship who are managerial officers or Company directors			Remarks (Note 5)
							Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %			Title	Name	Relation
Director (Note 10)	Republic of China	Xundong Investment Co., Ltd.	-	June 16, 2023	3 years	January 29, 2002	13,903,157	2.20	15,154,441	1.84	0	0	0	0	Not applicable	Not applicable	-	-	-	-
	Australia	(Representative: Wai Tak Yao)	Male 61-70 years old	June 16, 2023	3 years	July 2, 2018	0	0	0	0	0	0	0	0	Allied Group Limited, Head of Internal Audit, Rising Peak Group Company Limited, Chief Financial Officer, and Company Secretary. Canton Property Investments Limited, Chief Financial Officer, and Company Secretary. Bachelor of Economics, with Accounting major, Macquarie University, Sydney, Australia. Member of the Australian Society of Certified Practising Accountants.	Chief Financial Officer & Corporate Governance Officer, First Steamship Co., Ltd And (Note 7)	-	-	-	-
Independent director (Note 11)	Republic of China	Tseng-ping Chao	Male 61-70 years old	June 16, 2023	3 years	June 21, 2017	0	0	0	0	0	0	0	0	General manager & Director, Union Capital (Taiwan) Asset Management Co. Ltd. Director, Ruizi Securities Investment Consulting (Stock) Co., Ltd. Texas A&M University Master of Science in Finance	Chairman & CEO, Union Capital (Taiwan) Asset Management Co. Ltd. Chairman, UCAP Securities (HK) Limited	-	-	-	-
Independent director (Note 12)	Hong Kong	Ping-Sam Lui	Male 41-50 years old	June 16, 2023	3 years	June 24, 2022	0	0	0	0	0	0	0	0	Partner, Argyle Street Management Limited Senior Manager, BDA Partners Senior chief of the Business Analysis Department, Dah Chong Hong Holdings Limited Senior auditor, Department of Accounting, PwC The Chinese University of Hong Kong CPA of the Hong Kong Institute of Certified Public Accountants	Partner, Argyle Street Management Limited CPA of the Hong Kong Institute of Certified Public Accountants.	-	-	-	-

Title (Note 1)	Nationality or place of registration	Name	Gender and age (Note 2)	Elected (Assuming Office) Date	Term of Office	Date First Elected (Note 3)	Shareholding when elected	Shareholding now	Shareholding of spouse and minor children now	Shareholding in the name of others	Major educations and experiences (Note 4)	Concurrent positions in the Company and other companies now	Spouse or relatives within the second degree of kinship who are managerial officers or Company directors	Remarks (Note 5)
Independent director (Note 13)	Republic of China	Jung-Tsung Yang	Male 61~70 years old	June 16, 2023	3 years	June 18, 2020	Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %
0	0	0	0	0	0	0	0	President, Hengsheng Law Firm
Representative of Corporate Director, Chyun International Co., Ltd.,, Chaisuui Construction Development Co., Ltd.
Prosecutor, Taiwan High Prosecutors Office
Prosecutor, Taiwan Taipei District Prosecutor's Office
Chief Prosecutor, Taiwan Taipei District Court Prosecutors Office
Chief of the Special Investigation Division & Spokesperson, Supreme Prosecutors Office
Academy for the Judiciary, Ministry of Justice,
Institute of Diplomatic & International Affairs, Ministry of Foreign Affairs,
Lectures at the Judges Academy, Ministry of Justice,
Recipient of the 2013 Model Civil Servant Award, Ministry of Justice
Graduated from Department of Law, National Taiwan University,
Master of Political Science, National Taiwan University,
Passed the 1991 Examination for Lawyers,
Passed the Special Examination for Judicial Officers,

Title (Note 1)	Nationality or place of registration	Name	Gender and age (Note 2)	Elected (Assuming Officer) Date	Term of Officer	Date First Elected (Note 3)	Shareholding when elected		Shareholding now		Shareholding of spouse and minor children now		Shareholding in the name of others		Major educations and experiences (Note 4)	Concurrent positions in the Company and other companies now	Spouse or relatives within the second degree of kinship who are managerial officers or Company directors			Remarks (Note 5)
							Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %			Title	Name	Relation
Independent director (Note 14)	Australia	Jaime Che	Male 41~50 years old	June 16, 2023	3 years	June 16, 2023	0	0	0	0	0	0	0	0	Director, British Guayman Islands, Shang Likai Electric Energy Technology Co., Ltd. Vice chairman, Hong Kong YAN OI TONG 43rd board of directors 42nd board of directors/general manager, Hong Kong YAN OI TONG Executive director & CEO, FDG Kinetic Limited Executive director & CEO, FDG Electric Vehicles Limited Executive director special assistant & investor relations manager, Hong Kong Fushan International Energy Group Co., LTD Bachelor of Business at the University of New South Wales, Australia Graduated from The Scots College (1996-1999)	None.	-	-	-

Note 1: Juristic-person shareholders should list their names and representatives separately (for their representatives, the names of the juristic-person shareholder should be indicated), and should fill in the following table (II) the major shareholders of the juristic-person shareholder, and (III) the major shareholders of the juristic-person shareholder.
Note 2 : Please indicate the actual age, which can be expressed by range, such as 41~50 years old or 51~60 years old.
Note 3 : Fill in the time when first serving as a director or supervisor of the Company. If there is any interruption, it should be Noted.
Note 4: For experience related to the current position, if ever worked for the CPA firm or its affiliated companies during the period mentioned in the preceding paragraph, the title of the position and the duties performed should be specified.
Note 5: If the chairperson and the general managers or equivalents (the top managerial officers) of the Company are the same person, each other's spouse or relative within the first degree of kinship, the reason, rationality, necessity, corresponding measures (such as increasing the number of independent directors and having a majority of directors who are not concurrently serving as employees or managerial officers, etc.) and related information should be disclosed: No such situation.
Note 6: Since June 24, 2016, Mr. Jen-Hao Kuo took over as general manager and has been dedicated to the reorganization and transformation of the Company; then took over concurrently as chairperson and general manager on December 19, 2017, and delivered a good result by the end of 2017, turning the Company's continuous losses to profits. In order to continue to strengthen and implement group integration and resource consolidation, it is still necessary at this stage to have a high degree of mastery over the Company's operations, business strategies, risk controls as well as over the overall industry dynamics so that the Company can take operational countermeasures and make target adjustments at critical moments. The Company expects to add an independent director if the chairperson and general manager are still the same person when the board of directors are fully re-elected on June 16, 2023, in order to strengthen the independence of the Board of Directors and comply with regulations. Mr. Jen-Hao Kuo stepped down from the position of General Manager on February 1, 2026, and Mr. Chien-Wan Chuang was appointed as General Manager. The roles of Chairperson and General Manager are no longer held by the same individual, in line with corporate governance requirements. The 22nd Board of Directors consists of seven directors, of whom only three concurrently serve as employees or managers, in compliance with the requirement that a majority of directors must not concurrently serve as employees or managers. The remaining four directors are all independent directors, representing more than half of the Board seats; accordingly, the Board

maintains its objectivity in decision-making.

Note 7: Please refer to Six. Special Disclosure of this annual report for i. (ii). 3. Directors, supervisors and general managers of affiliates.

Note 8: On June 16, 2023, the Board of Directors was fully re-elected, including the re-elected juristic-person director, and Mr. Jen-Hao Kuo continued to be the representative.

Note 9: On June 16, 2023, the Board of Directors was fully re-elected, including the new juristic-person director, represented by Mr. Chien-Wan Chuang.

Note 10: On June 16, 2023, the Board of Directors was fully re-elected, including the new juristic-person director, represented by Mr. Dennis Wai-Tak Yau.

Note 11: On June 16, 2023, The Board of Directors was fully re-elected, including the new independent director.

Note 12: On June 16, 2023, The Board of Directors was fully re-elected, including the new independent director.

Note 13: On June 16, 2023, The Board of Directors was fully re-elected, including the new independent director.

Note 14: On June 16, 2023, The Board of Directors was fully re-elected, including the new independent director.

(II) Major shareholders of juristic-person shareholders:

March 31, 2026

Name of juristic-person shareholder (Note 1)	Major shareholders of juristic-person shareholders (Note 2)
Yonghenghui Investment Co., Ltd.	Jen-Hao Kuo (Holding99.43%), Yi-Ying Lai (Holding0.57%)
Henghua Investment Co., Ltd.	Shengshin Investment Co., Ltd. (Holding100%)
Xundong Investment Co., Ltd.	Jiancheng Investment Co., Ltd. (Holding100%)

Note 1: If the director or supervisor is a representative of a juristic-person shareholder, the name of the juristic-person shareholder should be filled in.
Note 2 : Fill in the names of the major shareholders of the juristic-person shareholder (whose shareholding % is among the top ten) and their shareholding%. If the major shareholders of a juristic-person shareholder are juristic persons, table 2 below should be filled in.
Note 3 : If a juristic-person shareholder is not a corporate organization, the name of the shareholder and shareholding % mentioned in the preceding paragraph shall be the name of the contributor or donor and the percentage of the contribution or contribution or donation.

(III) If the major shareholder is a juristic person, its major shareholder:

Name of juristic-person(Note 1)	Major shareholders of juristic-persons(Note 2)
Shengshin Investment Co., Ltd.	HANGLETON HOLDINGS LTD. (holding100%)
Jiancheng Investment Co., Ltd.	FORTUNE GOLD INVESTMENTS LTD. (holding100%)

Note 1: If the major shareholder in Table 1 above is a juristic-person, the name of the juristic-person should be filled in.
Note 2 : Fill in the names of the major shareholders of the juristic-person (whose shareholding % is among the top ten) and their shareholding%.
Note 3 : If a juristic-person shareholder is not a corporate organization, the name of the shareholder and shareholding % mentioned in the preceding paragraph shall be the name of the contributor or donor and the percentage of the contribution or contribution or donation.

(IV) Disclosure of professional qualifications of directors and independence of independent directors:

| Criteria
Name/Role | Professional qualification and experience (Note 1) | Status of Independence (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
| --- | --- | --- | --- |
| Jen-Hao Kuo/chairman
(On June 16, 2023, fully re-elected) | Certified public accountant in the United States.
Graduated from Pace University NY MBA Finance & Accounting.
Experience:
Director & Chief finance officer, Tian Ran Group
Private Equity Management Group Vice president.
PWC Transaction Services.
Merrill Lynch Research Assistant.
Work experiences and professional knowledge and skills in business, financial, accounting or related areas required for the Company’s business
Not a person with any of the circumstances under Article 30 of the Company Act. | The individual’s independence is not impaired by his service as Chairperson and General Manager, as well as service as a director and General Manager of the Company’s affiliated companies (Note 3), during the two years prior to election and through February 1, 2026 (the date of his or her resignation as General Manager). All significant matters are submitted to the Board of Directors for approval prior to implementation.
None of the individual’s spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates.
A natural-person shareholder holding more than 24,848,006 shares, 3.01% of the total number of issued shares or among the top 10 natural-person shareholders in the name of the individual itself, its spouse, minor children or others.
The individual is the representative of the juristic-person Yonghenghui and has only obtained 1 seat in the Board of Directors of the Company and does not have the ability to control a majority of the seats in the Board of Directors and control the voting rights of other directors.
The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act. | None |

Criteria Name/Role	Professional qualification and experience (Note 1)	Status of Independence (Note 2)	Number of other public companies in which the individual is concurrently serving as an independent director
Chien-Wan Chuang/director (On June 16, 2023, fully re-elected)	Graduated from the Keelung Maritime School Experience: Vice President, First Steamship Company Limited Work experiences and professional knowledge and skills in business, marine, or related areas required for the Company's business Not a person with any of the circumstances under Article 30 of the Company Act.	The individual's independence is not impaired by his service as the Company's General Manager & Chief Operating Officer, as well as his service as a director of the Company's affiliates (Note 3) during the two years prior to election and throughout the term of office. All significant matters are submitted to the Board of Directors for approval prior to implementation. None of the individual's spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates The total number of issued shares of the Company held by the individual and its spouse, minor children or in the name of others is 21,800 shares, accounting for 0.003%. The individual is the representative of the juristic-person Henghua and has only obtained two seats in the Board of Directors of the Company and does not have the ability to control a majority of the seats in the Board of Directors and control the voting rights of other directors. The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act.	None

Criteria Name/Role	Professional qualification and experience (Note 1)	Status of Independence (Note 2)	Number of other public companies in which the individual is concurrently serving as an independent director
Dennis Wai Tak Yau /director (On June 16, 2023, fully re-elected)	Certified public accountant in Australia Graduated as the Bachelor of Economics, with accounting major, Macquarie University, Sydney, Australia. Experience: Head of Internal Audit, Allied Group Limited Chief Financial Officer and Company Secretary, Rising Peak Group Company Limited Chief Financial Officer and Company Secretary, Canton Property Investments Limited Work experiences and professional knowledge and skills in business, financial, accounting or related areas required for the Company's business Not a person with any of the circumstances under Article 30 of the Company Act.	The individual's independence is not impaired by his service as the Company's Chief Financial Officer & Corporate Governance Officer, as well as his service as a director of the Company's affiliates (Note 3) during the two years prior to election and throughout the term of office. All significant matters are submitted to the Board of Directors for approval prior to implementation. None of the individual's spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates. The total number of issued shares of the Company held by the individual and its spouse, minor children or in the name of others is 0 share. The individual is the representative of the juristic-person Xundong and has only obtained 1 seat in the Board of Directors of the Company and does not have the ability to control a majority of the seats in the Board of Directors and control the voting rights of other directors. The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act.	None

Name/Role	Criteria
	Professional qualification and experience (Note 1)	Status of Independence (Note 2)
Jung-Tsung Yang /Independent director, /member of Audit Committee /member of Remuneration Committee /member of Nomination Committee (On June 16, 2023, fully re-elected)	Passed the Examination for Lawyersandthe Special Examination for Judicial Officers.
Graduated from the Department of Law of National Taiwan University, master of the Graduate School of Political Science, National Taiwan University.
Experience:
Attorney, Taipei District Court, Taiwan;
Attorney, Office of the Ministry of Justice;
Director of the Taipei District Court, Taiwan;
Attorney, Taiwan High Court;
Head of the Special Investigation Section & Spokesperson, Supreme Court Prosecutor's Office;
2013 model public servant in the Ministry of Justice;
Judicial Officer Academy, Ministry of Justice;
Foreign Service Institute, Ministry of Foreign Affairs;
Chair, Judicial College, Judicial Yuan;
President, Hengsheng Law Firm.
(34 years of professional experience in legal affairs and business)
Current position:
Hengsheng Law Firm/president
CTBC Bank/director
Work experiences and professional knowledge and skills in business, legal affairs, or related areas required for the Company’s business
Not a person with any of the circumstances under Article 30 of the Company Act.	Not an employee, director, or supervisor of the Company or its affiliates within two years prior to his appointment and during his term of office.
None of the individual’s spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates
The total number of issued shares of the Company held by the individual and its spouse, minor children or in the name of others is 0 share.
Not a director, supervisor or employee of a company with which the Company has a specific relationship.
No remuneration received for the provision of business, legal, financial, and accounting services to the Company or its affiliates in the last 2 years.
The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act.	None

Note 1: Professional Qualifications and Experience: Specify the professional qualifications and experience of each director and supervisor. For members of the Audit Committee who possess accounting or financial expertise, their accounting or financial background and work experience shall be disclosed. In addition, it shall be stated whether none of the circumstances set forth in Article 30 of the Company Act apply.
Note 2: Independence of Independent Directors: Independent directors shall disclose their compliance with independence requirements, including but not limited to: whether the individual, their spouse, or relatives within the second degree of kinship serve as a director, supervisor, or employee of the Company or its affiliated enterprises; the number and proportion of the Company's shares held by the individual, their spouse, or relatives within the second degree of kinship (or held in the name of another person); whether they serve as a director, supervisor, or employee of a company having a specific relationship with the Company (as defined in Subparagraphs 5 to 8, Paragraph 1, Article 3 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies); and the amount of remuneration received in the past two years for providing commercial, legal, financial, accounting, or other services to the Company or its affiliated enterprises.
Note 3 : Please refer to this Annual Report, Chapter Six. Special Disclosure 1. (1). 3. Directors, supervisors and general managers of affiliates

Diversity and Independence of the Board of Directors:

Diversity of the Board of Directors:

The Company values and respects board diversity in order to strengthen corporate governance and promote the sound development of board composition and structure, believing that the diversity policy will help enhance the overall performance of the Company. Board members are selected on the basis of merit and have diverse and complementary abilities across industries, including basic composition (e.g., age, gender, nationality, etc.), industry experience and related skills (e.g., marine, department stores, finance, accounting, legal affairs, and business management), as well as business judgment, operational management, leadership, and crisis management. In order to strengthen the functions of the Board of Directors to achieve the desired goals of corporate governance, Article 20 of the Company's "Corporate Governance Principles" states that the Board of Directors as a whole should possess the following competencies:

The ability to make judgments about operations.
Accounting and financial analysis ability.
Business management ability.
Crisis management ability.
Industry Knowledge
International market perspective.
Leadership ability.
Decision-making ability.

The diversity policy of the current Board of Directors of the Company and its implementation are as follows:

Diversified cores Name of director	Basic composition			Basic composition						Industry experience								Professional competency
	Nationality	Gender	Concurrently serving as an employee	Age			Term and seniority of independent director			Maritime transportation	Department store	Professional service and marketing	Accounting and finance	Construction and engineering	Banking, insurance, and real estate	Commerce and supplies	ICT	Law	Accounting	Risk management
				41~50 years old	51~60 years old	61~70 years old	Under 3 years	Under 3~6 years	6~9 years
Chairperson Jen-Hao Kuo	Republic of China	Male	✓	✓							○	✓	✓	✓	✓		○		✓	✓
Director Chien-Wan Chuang	Republic of China	Male	✓			✓				✓		✓				✓	○			✓
Director Dennis Wai Tak Yau	Australia	Male	✓			✓				✓	✓		✓		○	○		✓	✓	✓
Independent director Tseng-ping Chao	Republic of China	Male				✓			✓				✓		✓	✓	✓			✓
Independent director Jung-Tsung Yang	Republic of China	Male				✓		✓					○	○	✓	○	○	✓		✓
Independent director Ping-Sum Lui	Hong Kong	Male		✓				✓				✓	✓	○	✓	✓	✓		✓	✓
Independent director Jaime Che (Newly appointed on June 16, 2023)	Australia	Male		✓			✓				○	✓	✓	○	✓	✓	✓	○	○	✓

Note: $\checkmark$ means capable, $\circ$ means partially capable.
(1) The 7 members of the 22nd Board of Directors of the Company (including 4 independent directors) are as a whole capable of business judgment, leadership, business management, international market perspective and crisis management, and have industry experience and professional capabilities. Among them, Director Chien-Wan Chuang and Director Dennis Wai-Tak Yau are experienced in the maritime

industry; Director Dennis Wai-Tak Yau in the department store industry; Director Jen-Hao Kuo, Director Chien-Wan Chuang, Independent Director Ping-Sum Lui, and Independent Director Jaime Che in professional services and marketing; Director Jen-Hao Kuo, Director Dennis Wai-Tak Yau, Independent Director Tseng-Ping Chao, Independent Director Ping-Sum Lui, and Independent Director Jaime Che in finance and treasury; Director Jen-Hao Kuo in construction and engineering; Director Jen-Hao Kuo, Independent Director Tseng-Ping Chao, Independent Director Jung-Tsung Yang, Independent Director Ping-Sum Lui, and Independent Director Jaime Che in banking, insurance and real estate; Director Chien-Wan Chuang and Independent Director Tseng-Ping Chao, Independent Director Ping-Sum Lui, and Independent Director Jaime Che in business and supply; Independent Director Tseng-Ping Chao, Independent Director Ping-Sum Lui, and Independent Director Jaime Che in information and technology; Director Dennis Wai-Tak Yau and Independent Director Jung-Tsung Yang in legal; Director Jen-Hao Kuo, Director Dennis Wai-Tak Yau, and Independent Director Ping-Sum Lui in accounting; Director Jen-Hao Kuo, Director Dennis Wai-Tak Yau, Director Chien-Wan Chuang, Independent Director Tseng-Ping Chao, Independent Director Jung-Tsung Yang, Independent Director Ping-Sum Lui, and Independent Director Jaime Che in risk management.

(2) The average term of office of the Company's incumbent directors is 6.8 years. Among them, Independent Director Ping-Sum Lui has been in office for 3.9 years (newly elected in the by-election on June 24, 2022); Independent Director Jung-Tsung Yang 5.9 years; Director Dennis Wai-Tak Yau 7.8 years; Director Chien-Wan Chuang 8.3 years; Independent Director Tseng-Ping Chao 8.9 years; Independent Director Jaime Che 2.9 years (newly appointed on June 16, 2023) and Director Jen-Hao Kuo 9.9 years. None of the independent directors has been in office for more than three terms. The Board of Directors has 7 seats, 4 of whom are independent directors, with the proportion of independent directors 57%, and more than half of the Board of Directors' seats are held by independent directors; the gender of all directors is male; there are 3 foreign directors and 4 local directors, with 1 foreign director (Australian) and 2 independent directors (1 Hong Kong and 1 Australian), with foreign directors accounting for 43% of the composition of the structure, which is less than half; 3 directors have employee status, which accounts for 43% of the composition of the structure, which is less than half; The age distribution of the board members is 3 directors aged 41 to 50, and 4 directors aged 61 to 70. In addition to the above, the Company also places emphasis on gender equality in the composition of the Board of Directors. Because of the special nature of the industry, female directors are actively seeking and intend to add at least one female director at the shareholders' meeting on June 18, 2026 and will continue to strive to have the Board of Directors comprise at least 3 female directors in the future.

(3) The aspects, complementarity and implementation of the diversity of the Board of Directors have already been carried through and are superior to the standards set forth in Article 20 of our Corporate Governance Principles. In the future, we will continue to revise the diversity policy, including but not limited to the basic requirements and values, professional knowledge and skills, and other standards in accordance with the operation of the Board of Directors, business model and development needs, so as to ensure that the members of the Board of Directors are generally equipped with the necessary knowledge, skills and education to perform their duties.

Independence of the Board of Directors: The 22nd Board of Directors of the Company consists of 7 directors, with a composition of 3 regular directors and 4 independent directors, with 57% of the composition being independent directors. More than half of the board seats shall be held by independent directors. No independent Director has been an employee, director, or supervisor of the Company or its affiliates within two years prior to his or her election and during his or her term of office. None of the individual’s spouse, relative within second degree of kinship, or lineal relative within third degree of kinship holds is an employee, director, supervisor, or managerial officer of the Company or its affiliates, and I am not related to any other director as a spouse or relative within two degrees, and the individual is not related to any other director as a spouse or relative within second degree of kinship or has not been elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act.

(V) Information on general managers, deputy general managers, senior managers, and officers of various departments and branches March 31, 2026

Title (Note 1)	Nationality	Name	Gender	Date Elected (Assuming Office)	Shareholding		Shareholding of spouse and minor children		Shareholding in the name of others		Major educations and experiences (Note 2)	Concurrent positions in other companies now	Managerial officers with spouses or relatives with a second degree of kinship			Remarks (Note 3)
					Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Sharehold ing %			Title	Name	Relation
General Manager (Resigned on February 1, 2026)	Republic of China	Jen-Hao Kuo	Male	June 24, 2016	1,057,006	0.13	0	0	23,791,000	2.88	Director & Chief finance officer, Tian Ran Group Private Equity Management Group Vice president PWC Transaction Services Merrill Lynch Research Assistant Pace University NY MBA Finance & Accounting US CPA	Chairman and CEO, Taiwan Environment Scientific Co.,Ltd /Chairman, Yee Xin Investment Co., Ltd. Chairman, Yonghenhui Investment Co., Ltd. Chairman, Fulliyang Technology Co., Ltd Chairman, Heang Fu International Co., Ltd Director, Yung Fu CO., LTD Director, Pro Brand Technology (TW) INC. Director, Grand Citi Ltd. And (Note 5)	-	-	-	(Note 4)

Title (Note 1)	Nationality	Name	Gender	Date Elected (Assuming Office)	Shareholding		Shareholding of spouse and minor children		Shareholding in the name of others		Major educations and experiences (Note 2)	Concurrent positions in other companies now	Managerial officers with spouses or relatives with a second degree of kinship			Remarks (Note 3)
					Number of shares	Shareholding %	Number of shares	Shareholding %	Number of shares	Shareholding %			Title	Name	Relation
General Manager (Assumed office on February 1, 2026) & Chief Operating Officer of Marine Business Unit	Republic of China	Chien-Wan Chuang	Male	August 12, 2014	21,800	0.003	0	0	0	0	Vice President, First Steamship CO., LTD Keelung Maritime School	(Note 5)	-	-	-	(Note 4)
Chief financial officer & Corporate Governance Officer (Assumed office on November 13, 2025)	Australia	Dennis Wai Tak Yau	Male	July 2, 2018	0	0	0	0	0	0	Allied Group Limited, Head of Internal Audit + Rising Peak Group Company Limited, Chief Financial Officer, and Company Secretary. Canton Property Investments Limited, Chief Financial Officer, and Company Secretary. Bachelor of Economics, with Accounting major, Macquarie University, Sydney, Australia. Member of the Australian Society of Certified Practising Accountants.	(Note 5)	-	-	-

Note 1 : Information on general manager, deputy general manager, senior manager, department and branch heads, and anyone whose position is equivalent to that of the general manager, deputy general manager or senior manager, regardless of title, should also be disclosed.

Note 2: For experience related to the current position, if ever worked for the CPA firm or its affiliated companies during the period mentioned in the preceding paragraph, the title of the position and the duties performed should be specified.

Note 3: If the general managers or equivalents (the top managerial officers) and chairperson of the Company are the same person, each other's spouse or relative within the first degree of kinship, the reason, rationality, necessity, corresponding measures (such as increasing the number of independent directors and having a majority of directors who are not concurrently serving as employees or managerial officers, etc.) and related information should be disclosed: No such situation.

Note 4: Since June 24, 2016, Mr. Jen-Hao Kuo took over as general manager and has dedicated to the reorganization and transformation of the Company; then took over concurrently as chairperson and general manager on December 19, 2017, and delivered a good result by the end of 2017, turning the Company's continuous losses to profits. In order to continue to strengthen and implement group integration and resource consolidation, it is still necessary at this stage to have a high degree of mastery over the Company's operations, business strategies, risk controls as well as over the overall industry dynamics so that the Company can take operational countermeasures and make target adjustments at critical moments. The Company expects to add an independent director if the chairperson and general manager are still the same person when the board directors are fully re-elected in June 16, 2023, in order to strengthen the independence of the Board of Directors and comply with regulations. Mr. Jen-Hao Kuo stepped down from the position of General Manager on February 1, 2026, and Mr. Chien-Wan Chuang was appointed as General Manager. The roles of Chairperson and General Manager are no longer held by the same individual, in line with corporate governance requirements. The 22nd Board of Directors consists of seven directors, of whom only three concurrently serve as employees or managers, in compliance with the requirement that a majority of directors must not concurrently serve as employees or managers. The remaining four directors are all independent directors, representing more than half of the Board seats; accordingly, the Board maintains its objectivity in decision-making.

Note 5: Please refer to Six. Special Disclosure of this annual report for i. (ii). 3. Directors, supervisors and general managers of affiliates

(VI) Remuneration for directors (including independent directors), general managers and deputy general managers for the last year

Remuneration for directors (including independent directors) Unit: NT$ Thousand.

Title	Name	Remuneration for directors	Ratio of total compensation (A+B+C+D) to net profit after tax (Note 10)	Remuneration for employees with concurrent positions in the Company and other companies	Ratio of total compensation (A+B+C+D+E+F+G) to net profit after tax (Note 10)	Remuneration from reinvested enterprises other than subsidiaries or the parent company (Note 11)
Base remuneration (A) (Note 2)	Severance and pension (B)	Remuneration for directors (C) (Note 3)	Business execution expenses (D) (Note 4)	Remuneration, bonus, special allowance (E) (Note 5)	Severance and pension (F)	Remuneration for employees (G) (Note 6)
The Company	All companies in the financial statements (Note 7)	The Company	All companies in the financial statements (Note 7)	The Company	All companies in the financial statements (Note 7)	The Company
Chairperson	Jen-Hao Kuo	1440	1440
Director	Chien-Wan Chuang
Director	Dennis Wai-Tak Yau	480	480
Independent director	Tseng-ping Chao	600	600
Independent director	Jung-Tsung Yang	600	600
Independent director	Ping-Sum Lui	600	600
Independent director	Jaime Che	600	600
1. Please describe the policy, system, criteria and structure for the remuneration for independent directors, and the correlation to the amount of remuneration in terms of their responsibilities, risks, time spent and other factors: The Board of Directors shall determine the fixed monthly remuneration in accordance with the Company's Article of Incorporation, concerning the usual pay level in the industry. The remuneration for independent directors reflects their authority and responsibility and should be reasonable in light of the Company's industry characteristics and scale of operations. 2. Except as disclosed above, the remuneration for the Company directors for providing services to all companies in the financial statements (such as serving as a non-employee consultant, etc.) in the last year: None.

Note 1: He names of directors should be listed separately (the names of juristic-person shareholders and their representatives should be listed separately). The regular directors and independent directors should be listed separately, and the amount of each payment should be disclosed in summary format.
Note 2: This refers to the remuneration for directors in the last year (including salaries, duty allowance, severance, various bonuses and incentive payments, etc.)
Note 3: This is the amount in remuneration for directors approved by the Board of Directors in the last year.
Note 4: This refers to directors' business execution expenses in the last year (including transportation fee, special allowance, various stipends, dormitory,

company car, etc.) The nature and cost of the assets provided, the actual or fair market value of rent, fuel and other payments should be disclosed when housing, automobiles and other means of transportation or personal expenditures are provided. In addition, if a driver is provided, please Note the relevant compensation paid by the Company to the driver, but do not include it in the remuneration for directors.

Note 5: This refers to the salary, duty allowance, severance, various bonuses, incentive payments, transportation fee, special allowance, various stipends, dormitory, company car and other provisions, etc., received by a director who is concurrently serving as an employee (including part-time general manager, deputy general manager, other officers and employees) in the last year. The nature and cost of the assets provided, the actual or fair market value of rent, fuel and other payments should be disclosed when housing, automobiles and other means of transportation or personal expenditures are provided. In addition, if a driver is provided, please Note the relevant compensation paid by the Company to the driver, but do not include it in the remuneration for directors. Salary expense recognized in accordance with IFRS 2, "Share-based Payment," including employee stock options, employee restricted stock and employee subscription for shares upon cash capital increase, should also be included in the remuneration.

Note 6: The amount of employee remuneration (including stock and cash) received by a director who is concurrently an employee (including part-time general manager, deputy general manager, other officers and employees) in the last year should be disclosed as approved by the Board of Directors in the last year, and if the amount cannot be estimated, the proposed payment amount for this year should be calculated in proportion to the actual payment amount last year, and should also be listed in Table 1-3.

Note 7: The total amount of remuneration paid to the Company directors by all companies in the consolidated statements (including the Company) should be disclosed. The total amount of remuneration paid to the Company directors by all companies in the consolidated statements (including the Company) should be disclosed.

Note 8: The total amount of remuneration paid by the Company to each director is disclosed with their names in the remuneration ranges in which their total amount of remuneration falls.

Note 9: The total amount of remuneration paid to each director of the Company by all companies in the consolidated statements (including the Company) should be disclosed with their names in the remuneration ranges in which their total amount of remuneration falls.

Note 10: The net profits after-tax refer to the net profits after-tax of the last year for standalone or unconsolidated financial statements.

Note 11: a. This column is for the amount of remuneration received by the Company directors from reinvested enterprises other than subsidiaries or the parent company (if none, please enter "none")

b. If a director of the Company receives remuneration from reinvested enterprises other than subsidiaries or the parent company, the remuneration received by the director of the Company from reinvested enterprises other than subsidiaries or from the parent company should be included in column I of the table of remuneration ranges. The name of the column should be changed to "parent company and all reinvested enterprises."

c. Remuneration refers to the compensation or payment (including remuneration to employees, directors and supervisors) and business execution expenses of the Company directors in their capacity as directors, supervisors or officers of a reinvested enterprise other than a subsidiary or the parent company.

Note 12: This is the amount in remuneration for directors approved by the Board of Directors in the last year.

Note 13: The amount of employee remuneration (including stock and cash) received by a director who is concurrently an employee (including part-time general manager, deputy general manager, other officers and employees) in the last year should be disclosed as approved by the Board of Directors in the last year, and if the amount cannot be estimated, the proposed payment amount for this year should be calculated in proportion to the actual payment amount last year.

The remuneration disclosed in this table is different in concept from the income under the Income Tax Act. Therefore, the purpose of this table is for information disclosure and not for tax return purposes.

Remuneration for supervisors: None. (The Company established an audit committee to replace supervisors in accordance with the resolution of the shareholder meeting on June 21, 2017).
Remuneration for the general manager and deputy general manager

Unit: NT$ Thousand.

Title	Name	Salary (A) (Note 2)		Severance and pension (B)		Bonus and special allowance (C) (Note 3)		Amount of employee remuneration (D) (Note 4) (Note 10)				A, B, C and D as a % of the net profits after-tax (%) (Note 8)		Remuneration from reinvested enterprises other than subsidiaries or the parent company (Note 9)
		The Company	All companies in the financial statements (Note 5)	The Company	All companies in the financial statements (Note 5)	The Company	All companies in the financial statements (Note 5)	The Company		All companies in the financial statements (Note 5)		The Company	All companies in the financial statements
								Cash amount	Stock amount	Cash amount	Stock amount
General Manager (Resigned on February 1, 2026)	Jen-Hao Kuo	2647	9436			16	16					2663 -0.20%	9452 -0.70%	722
General Manager (Assumed office on February 1, 2026) & COO of Marine Business Unit	Chien-Wan Chuang	2407	3903			16	16					2423 -0.18%	3919 -0.29%
Chief financial officer & Corporate Governance Officer (Assumed office on November 13, 2025)	Dennis Wai-Tak Yau	1927	7962			16	16					1943 -0.14%	7978 -0.59%	1094
Vice President, Administrative Headquarters (Resigned on October 31, 2025)	Ruei-Da Lin	1506	3148	910	2140	16	16					2432 -0.18%	5304 -0.39%

Regardless of title, any position equivalent to that of a general manager or deputy general manager (e.g., president, chief executive officer, senior manager...etc.) shall be disclosed.
Note 1: The names of the general manager and deputy general manager should be listed separately, and the amount of each payment shall be disclosed in a summary manner.

Note 2: This is for the salary, duty allowance and severance of the general manager and deputy general manager in the last year.

Note 3: This is for various bonuses, incentive payments, transportation fees, special expenses, various stipends, dormitories, company cars and other provisions for the general manager and deputy general manager in the last year. The nature and cost of the assets provided, the actual or fair market value of rent, fuel and other payments should be disclosed when housing, automobiles and other means of transportation or personal expenditures are provided. In addition, if a driver is provided, please Note the relevant compensation paid by the Company to the driver, but do not include it in the remuneration for directors. Salary expense recognized in accordance with IFRS 2, “Share-based Payment,” including employee stock options, employee restricted stock and employee subscription for shares upon cash capital increase, should also be included in the remuneration.

Note 4: The amount of employee remuneration (including stock and cash) received by the general manager and deputy general manager in the last year should be disclosed as approved by the Board of Directors, and if the amount cannot be estimated, the proposed payment amount for this year should be calculated in proportion to the actual payment amount last year, and should also be listed in Table 1-3.

Note 5: The total amount of remuneration paid to the general manager and deputy general manager of the Company by all companies in the consolidated statements (including the Company) should be disclosed.

Note 6: The total amount of remuneration paid by the Company to each general manager and deputy general manager is disclosed with their names in the remuneration ranges in which their total amount of remuneration falls.

Note 7: The total amount of remuneration paid to each general manager and deputy general manager of the Company by all companies in the consolidated statements (including the Company) should be disclosed with their names in the remuneration ranges in which their total amount of remuneration falls.

Note 8: The net profits after-tax refer to the net profits after-tax of the last year for standalone or unconsolidated financial statements.

Note 9:
a. This column is for the amount of remuneration received by the general manager and deputy general manager of the Company from reinvested enterprises other than subsidiaries or the parent company (if none, please enter “none”)
b. If a general manager or deputy general manager of the Company receives remuneration from reinvested enterprises other than subsidiaries or the parent company, the remuneration received by the general manager or deputy general manager of the Company from reinvested enterprises other than subsidiaries or from the parent company should be included in column I of the table of remuneration ranges. The name of the column should be changed to “parent company and all reinvested enterprises.”
c. Remuneration refers to the compensation or payment (including remuneration to employees, directors and supervisors) and business execution expenses of the general manager or deputy general manager of the Company in their capacity as directors, supervisors or officers of a reinvested enterprise other than a subsidiary of the parent company.

Note 10: The amount of employee remuneration (including stock and cash) received by the general manager and deputy general manager in the last year should be disclosed as approved by the Board of Directors, and if the amount cannot be estimated, the proposed payment amount for this year should be calculated in proportion to the actual payment amount last year.

*The remuneration disclosed in this table is different in concept from the income under the Income Tax Act. Therefore, the purpose of this table is for information disclosure and not for tax return purposes.

Remuneration of the top five paid executives of listed and over-the-counter companies (individually disclose name and method of remuneration)

Title	Name	Salary (A) (Note 2)		Severance and pension (B)		Bonus and special allowance (C) (Note 3)		Amount of employee remuneration (D) (Note 4)			A、B、C And D as a % of the net profits after-tax (%) (Note 6)		Remuneration from reinvested enterprises other than subsidiaries or the parent company (Note 7)
		The Company	All companies in the financial statements (Note 5)	The Company	All companies in the financial statements (Note 5)	The Company	All companies in the financial statements (Note 5)	The Company		All companies in the financial statements (Note 5)	The Company	All companies in the financial statements
								Cash amount	Stock amount	Cash amount
General Manager (Resigned on February 1, 2026)	Jen-Hao Kuo	2647	9436			16	16				2663 -0.20%	9452 -0.70%	722
Chief financial officer & Corporate Governance Officer (Assumed office on November 13, 2025)	Dennis Wai-Tak Yau	1927	7962			16	16				1943 -0.14%	7978 -0.59%	1094
General Manager (Assumed office on February 1, 2026) & COO of Marine Business Unit	Chien-Wan Chuang	2407	3903			16	16				2423 -0.18%	3919 -0.29%
Vice President, Administrative Headquarters (Resigned on October 31, 2025)	Ruei-Da Lin	1506	3148	910	2140	16	16				2432 -0.18%	5304 -0.39%
Assistant Vice President, Accounting department (Accounting officer) (Resigned on November 30, 2025)	Tzu-Yuan Pei	1019	1829	985	1674	16	16				2020 -0.15%	3519 -0.26%

Note 1: The "Top Five Paid Executives" refers to the Company's managers. The criteria for the recognition of managers are based on the scope of application of "managers" as stipulated in the letter and order of the former Securities and Futures Commission of the Ministry of Finance (MOF) dated March 27, 2003, Taishin Financial Holding Corporation (TFHC) Letter No. 0920001301. The "Top Five Paid Executives" calculation is based on the total amount of salaries, severance and pension, bonus and special allowance, etc., and amount of employee remuneration received by the Company's managers from all companies included in the consolidated financial statements (i.e., the total of the four items, A+B+C+D), which are ranked and recognized as the top five paid. If the director concurrently serves as the former manager, this form and the above table should be filled out (1-1).

Note 2: This is for the salary, duty allowance and severance of the top five paid executives in the last year.

Note 3: This is for various bonuses, incentive payments, transportation fees, special expenses, various stipends, dormitories, company cars and other provisions for the top five paid executives in the last year. The nature and cost of the assets provided, the actual or fair market value of rent, fuel and other payments should be disclosed when housing, automobiles and other means of transportation or personal expenditures are provided. In addition, if a driver is provided, please Note the relevant compensation paid by the Company to the driver, but do not include it in the remuneration for directors. Salary expense recognized in accordance with IFRS 2, "Share-based Payment," including employee stock options, employee restricted stock and employee subscription for shares upon cash capital increase, should also be included in the remuneration.

Note 4: The amount of employee remuneration (including stock and cash) received by the top five paid executives in the last year should be disclosed as approved by the Board of Directors, and if the amount cannot be estimated, the proposed payment amount for this year should be calculated in proportion to the actual payment amount last year, and should also be listed in Table 1-3.

Note 5: The total amount of remuneration paid to the top five paid executives of the Company by all companies in the consolidated statements (including the Company) should be disclosed.

Note 6: The net profits after-tax refer to the net profits after-tax of the last year for standalone or unconsolidated financial statements.

Note 7:
a. This column is for the amount of remuneration received by the top five paid executives of Company from reinvested enterprises other than subsidiaries or the parent company (if none, please enter "none")
b. Remuneration refers to the compensation or payment (including remuneration to employees, directors and supervisors) and business execution expenses of the top five paid executives of Company in their capacity as directors, supervisors or officers of a reinvested enterprise other than a subsidiary or the parent company.

(VII) The name of the managerial officer in charge of the distribution of employee remuneration and the status of the distribution

December 31, 2025 Unit: NT$ Thousand.

	Title	Name	Stock amount	Cash amount	Total
Managerial officer	General Manager
(Resigned on February 1, 2026)	Jen-Hao Kuo	0	0	0	0
	General Manager
(Assumed office on February 1, 2026)
& COO of Marine Business Unit	Chien-Wan Chuang
	Chief financial officer and Corporate Governance Officer
(Assumed office on November 13, 2025)	Dennis Wai Tak Yau
	Vice President, Administrative Headquarters
(Resigned on October 31, 2025)	Ruei-Da Lin
	Assistant Vice President, Accounting department
(Accounting officer)
(Resigned on November 30, 2025)	Tzu-Yuan Pei
	Assistant Vice President, Board Secretariat	Yen-Ling Lin
	Assistant Vice President, Investment division
(Resigned on October 31, 2025)	Hui-Chi Lin
	Assistant Vice President, Treasury department	Ko-Hua Chu
	Corporate governance officer
Assistant Vice President
(Resigned on October 31, 2025)	Hsin-Kai Kung
	Manager, Accounting Department
(Accounting Officer)
(Assumed office on December 19, 2025)	Chen-Fang Liu

The amount of employee remuneration (including stock and cash) received by managerial officers in the last year should be disclosed as approved by the Board of Directors. If the amount cannot be estimated, the proposed payment amount for this year should be calculated in proportion to the actual payment amount last year. After tax, the net profits refer to the net profits after-tax of the last year for standalone or unconsolidated financial statements.

(VIII) Compare and describe the total remuneration paid to directors, supervisors, general managers, and deputy general managers and COO in the last 2 years by the Company and all companies in the standalone financial statements as a % of the net profits after-tax, and explain the policies, criteria, combination, the procedures for determining remuneration and the correlation to operating performances and future risks.

Title	The Company		All companies in the financial statements
	2024	2025	2024	2025
Director, general manager, chief operating officer and deputy general manager	-5.88%	-0.95%	-13.96%	-2.14%

(1) The remuneration for chairperson and directors is authorized to the Board of Directors to determine based on the extent of their participation in the Company's operations and the value of their contributions, and with reference to the usual standard in the industry in accordance with the Company's Article of Incorporation.

(2) The remuneration for directors, salaries and bonuses for the general manager, chief operating officer and deputy general manager, and remuneration for employees need to be approved by the Board of Directors.

(3) The remuneration to directors, general manager, chief operating officer, and deputy general manager of the Company is reviewed by the Remuneration Committee based on job level and operating performance and then submitted to the Board of Directors for approval without future risk. III.

II. The Company's implementation of corporate governance

(I) The operations of the Board of Directors

The Board of Directors met 17 times (The 22nd) in the last year, and the attendances of directors are as follows:

Title	Name	Number of times of attendance in person	Number of times of attendance by proxy	Attendance (presence) rate (%)	Remarks
Chairperson	Yonghenghui Investment Co., Ltd. (Representative: Jen-Hao Kuo)	15	2	88	Re-elected
Re-election date: June 16, 2023
Director	Henghua Investment Co., Ltd. (Representative: Chien-Wan Chuang)	17	0	100	Re-elected
Re-election date: June 16, 2023
Director	Xundong Investment Co., Ltd. (Representative: Dennis Wai-Tak Yau)	17	0	100	Re-elected
Re-election date: June 16, 2023
Independent director	Tseng-ping Chao	15	2	88	Re-elected
Re-election date: June 16, 2023
Independent director	Jung-Tsung Yang	13	4	76	Re-elected
Re-election date: June 16, 2023
Independent director	Ping-Sum Lui	15	2	88	Re-elected
Re-election date: June 16, 2023
Independent director	Jaime Che	15	2	88	Newly appointed
Re-election date: June 16, 2023

※ The Company expects to add an independent director if the chairperson and general manager are still the same person when the board directors are fully re-elected in June 16, 2023, in order to strengthen the independence of the Board of Directors and comply with regulations. Mr. Jen-Hao Kuo stepped down from the position of General Manager on February 1, 2026, and Mr. Chien-Wan Chuang was appointed as General Manager. The roles of Chairperson and General Manager are no longer held by the same individual, in line with corporate governance requirements. The 22nd Board of Directors consists of seven directors, of whom only three concurrently serve as employees or managers, in compliance with the requirement that a majority of directors must not concurrently serve as employees or managers. The remaining four directors are all independent directors, representing more than half of the Board seats; accordingly, the Board maintains its objectivity in decision-making.

Other matters to be recorded:

i. If the operation of the Board of Directors is under any of the following circumstances, the date, term, proposal content, all independent directors' opinions and the Company's handling of their opinions should be described:

Matters listed in Article 14-3 of the Securities and Exchange Act: The Company has an Audit Committee, so the provisions of Article 14-3 are not applicable.
In addition to the previous matters, other board meeting resolutions that have been opposed or reserved by independent directors with records or written statements: The Company had no such cases in 2025.

ii. In the implementation of a director’s recusal for being an interested party in a proposal, the director’s name, the proposal content, the recusal reasons and his or her participation in voting should be stated.

Date of board meeting: January 17, 2025
Proposal: The Company’s plan to pay the year-end bonus to the managerial officers for 2024
The names of directors: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau, Mr. Chien-Wan Chuang
Reason for recusal: Involving a conflict of personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Proposal: Adjustment of the remuneration of the Company's managerial officers.
The names of directors: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau, Mr. Chien-Wan Chuang
Reason for recusal: Involving a conflict of personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Date of board meeting: February 21, 2025
Proposal: Removal of non-competition restrictions on directors.
The names of directors: Mr. Jen-Hao Kuo
Reason for recusal: Chairman Jen-Hao Kuo concurrently serves as a director of Yong Fu Co., Ltd. which involves his personal interests.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Proposal: Proposal of removing the prohibition on the Company’s managerial officers from competing for business.
The names of directors: Mr. Jen-Hao Kuo
Reason for recusal: Personal interest involved.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Date of board meeting: March 14, 2025
Proposal: The Company's proposed loan to Royal Sunway Development Co., Ltd. with Sunny Stand Limited as joint guarantor.
The names of directors: Mr. Jen-Hao Kuo, Mr. Chien-Wan Chuang
Reason for recusal: The Company was not a 100% subsidiary and therefore was a personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Date of board meeting: March 28, 2025
Proposal: Cancellation of the Endorsement and Guarantee Limit for the Company's Subsidiary Grand Ocean Retail Group Ltd..
The names of director: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau
Reason for recusal: Director Mr. Jen-Hao Kuo is the Chairman of G.O.R.G.L., director Mr. Dennis Wai-Tak Yau is the Chief Financial Officer of G.O.R.G.L.. The Company was not a 100% subsidiary and therefore was a personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Date of board meeting: April 24, 2025

Proposal: The subsidiaries First Steamship S.A. and Ahead Capital Limited propose to dispose of part of their equity interests in the invested subsidiary Grand Ocean Retail Group Limited.

Name of director: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau

Reason for recusal: Director Mr. Jen-Hao Kuo is the Chairman of G.O.R.G.L., director Mr. Dennis Wai-Tak Yau is the Chief Financial Officer of G.O.R.G.L.. The Company was not a 100% subsidiary and therefore was a personal interest.

Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.

Proposal: First Steamship Group proposes to dispose of part of its equity interest in its invested subsidiary Grand Ocean Retail Group Limited and to appoint an independent expert to issue an opinion on the fairness of the price and the impact on the rights and interests of the Company's shareholders.

Name of director: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau

Date of board meeting: May 14, 2025

Proposal: Proposed loan from subsidiary First Steamship S.A. to Grand Ocean Retail Group Ltd..

Proposal: The independent expert opinion on the fairness of the price and the impact on the rights and interests of the Company's shareholders in connection with the proposed disposal of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited.

Participation in voting: Except for the directors who recused themselves from the meeting in

Date of board meeting: May 26, 2025

Proposal: The proposed transaction counterparty and method for the disposal of the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited.

Participation in voting: Except for the directors who recused themselves from the meeting in

accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.

Date of board meeting: June 16, 2025

Proposal: The subsidiary Royal Sunway Development Co., Ltd. proposes to dispose of the land located in Haotian Section, Xizhi District, New Taipei City, together with the rights under the building permit and the contractual rights for the joint construction of residential buildings.

The names of directors: Mr. Jen-Hao Kuo, Mr. Chien-Wan Chuang

Reason for recusal: The Company was not a 100% subsidiary and therefore was a personal interest.

Date of board meeting: June 27, 2025

Proposal: The Company's subsidiary, Royal Sunway Development Co., Ltd. applying for a NT$40 million short-term loan from Shinshin Credit Co., Ltd., with the Company acting as joint guarantor.

The names of directors: Mr. Jen-Hao Kuo, Mr. Chien-Wan Chuang

Reason for recusal: The Company was not a 100% subsidiary and therefore was a personal interest.

Date of board meeting: July 11, 2025

Proposal: The subsidiary First Steamship S.A. proposes to extend a loan to Grand Ocean Retail Group Ltd.

Proposal: The proposed transaction price and volume for the disposal on the open market by the subsidiaries First Steamship S.A. and Ahead Capital Limited of their investment in the subsidiary Grand Ocean Retail Group Limited.

Date of board meeting: August 13, 2025

Proposal: The Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain Sunny Stand Limited as a joint guarantor.

The names of directors: Mr. Chien-Wan Chuang

present passed it without objection.

Date of board meeting: August 27, 2025

Proposal: The subsidiary First Steamship S.A. proposes to obtain a HKD 50 million medium-term loan from SHK Finance Ltd., with the Company acting as a joint guarantor.

Name of director: Mr. Jen-Hao Kuo, Mr. Ping-Sum Lui.

Reason for recusal: The first agenda item of the Board meeting was a proposal made in connection with Agenda Item 3, regarding the Company's intended participation in the cash capital increase of Da Yu Financial Holdings Limited. Mr. Kuo Jen-Hao is involved due to his relationship with a non-wholly owned subsidiary, giving rise to a conflict of personal interest. Independent Director Mr. Ping-Sum Lui is currently affiliated with funds managed by ASM, which hold shares in the relevant listed company, also giving rise to a conflict of personal interest.

Proposal: The subsidiary First Steamship S.A. proposes to extend a loan to First Steamship Co., Ltd.

Name of director: Mr. Jen-Hao Kuo, Mr. Ping-Sum Lui.

Reason for recusal: The second agenda item of the Board meeting was a proposal made in connection with Agenda Item 3, regarding the Company's intended participation in the cash capital increase of Da Yu Financial Holdings Limited. Mr. Kuo Jen-Hao is involved due to his relationship with a non-wholly owned subsidiary, giving rise to a conflict of personal interest. Independent Director Mr. Ping-Sum Lui is currently affiliated with funds managed by ASM, which hold shares in the relevant listed company, also giving rise to a conflict of personal interest.

Proposal: The Company proposes to participate in the cash capital increase announced on July 30, 2025 by Da Yu Financial Holdings Limited (HKEX stock code: 1073.HK).

Reason for recusal: Mr. Kuo Jen-Hao is involved due to his relationship with a non-wholly owned subsidiary, giving rise to a conflict of personal interest. Independent Director Mr. Ping-Sum Lui is currently affiliated with funds managed by ASM, which hold shares in the relevant listed company, also giving rise to a conflict of personal interest.

Date of board meeting: October 15, 2025

Proposal: The subsidiaries First Steamship S.A. and Ahead Capital Limited propose to dispose of part of their equity interest in the invested subsidiary Grand Ocean Retail Group Limited on the open market at prevailing market prices.

The names of directors: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau

Date of board meeting: November 13, 2025

Proposal: The appointment of the Company's Vice President of Administrative

Headquarters, Corporate Governance Officer, and Deputy Spokesperson.
The names of directors: Mr. Chien-Wan Chuang, Mr. Dennis Wai-Tak Yau
Reason for recusal: Involving a conflict of personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Proposal: The Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain Sunny Stand Limited as a joint guarantor.
The names of directors: Mr. Chien-Wan Chuang
Reason for recusal: The Company was not a 100% subsidiary and therefore was a personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.

Date of board meeting: December 11, 2025
Proposal: The Company proposes to dispose of part of the equity interest in Grand Ocean Retail Group Limited held by group companies.
The names of directors: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau
Reason for recusal: Director Mr. Jen-Hao Kuo is the Chairman of G.O.R.G.L., director Mr. Dennis Wai-Tak Yau is the Chief Financial Officer of G.O.R.G.L..The Company was not a 100% subsidiary and therefore was a personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Date of board meeting: December 19, 2025
Proposal: The Company proposes to dispose of part of the equity interest in its invested subsidiary Grand Ocean Retail Group Limited, held by group companies, to strategic investor Trinity Gold Limited, together with the results of the relevant negotiations.
The names of directors: Mr. Jen-Hao Kuo, Mr. Dennis Wai-Tak Yau
Reason for recusal: Director Mr. Jen-Hao Kuo is the Chairman of G.O.R.G.L., director Mr. Dennis Wai-Tak Yau is the Chief Financial Officer of G.O.R.G.L..The Company was not a 100% subsidiary and therefore was a personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Proposal: The monthly remuneration to directors, independent directors and audit committee members of the Company.
The names of directors: Mr. Jen-Hao Kuo, Mr. Chien-Wan Chuang, Mr. Dennis Wai-Tak Yau, Mr. Jung-Tsung Yang, Mr. Ping-Sum Lui.
Reason for recusal: Involving a conflict of personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.
Proposal: The periodic review of the remuneration of the Company's managerial officers.
The names of directors: Mr. Jen-Hao Kuo, Mr. Chien-Wan Chuang, Mr. Dennis Wai-Tak Yau
Reason for recusal: Involving a conflict of personal interest.
Participation in voting: Except for the directors who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other directors present passed it without objection.

III. TWSE/GTSM listed companies should disclose information on the frequency and period, scope, method and content of the self (or peer) evaluation of the Board of Directors.

Evaluation of the Board of Directors

Evaluation frequency	Evaluation period	Evaluation scope	Evaluation method	Evaluation content
Once a year	From November 1, 2024
To October 31, 2025
(Note 1)	A. Board of Directors
B. Individual board member
C. Audit Committee
D. Remuneration Committee
E. Nomination Committee	Internal self-evaluation of the board
Self-evaluation of directors
Self-evaluation of members of Audit Committee
Self-evaluation of members of Remuneration Committee
Self-evaluation of members of Nomination Committee	A. Board of Directors
1. The extent of participation in the Company's operations.
2. Improvement in the quality of the board's decision-making.
3. Composition and structure of the board.
4. Election and continuing education of directors.
5. Internal control
B. Individual board member
1. Mastery of the Company's objectives and tasks.
2. Perception of the responsibilities of directors
3. The extent of participation in the Company's operations.
4. Internal relationship management and communication.
5. Professionalism and continuing education of directors.
6. Internal control
C. Functional committee
1. The extent of participation in the Company's operations.
2. Perception of the responsibilities of the functional committee
3. Improvement in the quality of the committee's decision-making.
4. Composition and appointment of the committee members
5. Internal control

Note 1: The Company expects the next performance evaluation period for the Board of Directors, individual board members, Audit Committee, Remuneration Committee, and Nomination Committee to be: From November 1, 2025 to October 31, 2026

IV. The objectives of strengthening the functions of the Board of Directors in the current and the last year (such as establishing an audit committee, improving information transparency, etc.) and evaluation of the implementation:

(1) In order to implement corporate governance and enhance the efficacy of the Board of Directors and functional committees, and establish performance targets to strengthen the operational efficiency of the Board of Directors and functional committees, the Company established the Board of Directors' performance evaluation measures on November 13, 2019 and made the 1st revision in accordance with the regulation on November 15, 2021.

(2) The Company intends to complete the evaluation and report the results to the Board of Directors by the end of the fourth quarter of each year and complete the reporting process.

(3) In 2019, the Company voluntarily advanced the implementation with the 1st performance evaluation of the Board of Directors for the period from November 1, 2018 to October 31, 2019; the 2nd implementation was in 2020, for the period from November 1, 2019 to October 31, 2020 with superior evaluation results; The 3rd implementation was in 2021 for the period from November 1, 2020 to October 31, 2021. The 4th implementation was in 2022 for the period from November 1, 2021 to October 31, 2022; The 5th implementation was in 2023 for the period from November 1, 2022 to October 31, 2023; The 6th implementation was in 2024 for the period from November 1, 2023 to October 31, 2024; The 7th implementation was in 2025 for the period from November 1, 2024 to October 31, 2025 and a superior evaluation rating. The implementation result was reported to the Board of Directors on November 13, 2025, and was posted to the operating system designated by TWSE to file the board's performance evaluation. Relevant information is also disclosed on the Company's official website for reference and is used as a reference for the annual review of individual directors' remuneration and nomination for renewal.

[Note: Since 2023, the performance evaluation method for functional committees (Audit Committee, Remuneration Committee, and Nomination Committee) has been revised to adopt independent self-assessment forms completed separately by each committee.]

(II) Audit Committee annual work priorities and operations

The Audit Committee appointed 3 independent directors, Mr. Tseng-Ping Chao, Mr. Hsin-Kai Kung and Mr. Man-Sheng Huang as members of the first Audit Committee of the Company for the period from June 21, 2017 to June 20, 2020, which is the same as the expiration date of their appointments for the Board of Directors, and the original independent director, Mr. Jui-Chun Yu, resigned due to personal factors before the shareholders' meeting by-election on June 29, 2018. The newly appointed independent director, Mr. Man-Sheng Huang, succeeded him in the by-election of the shareholders' meeting held on June 29, 2018, and Mr. Tseng-Ping Chao was elected from among all members as the convener and chair of the meeting.

The Audit Committee appointed 3 independent directors, Mr. Tseng-Ping Chao, Mr. Jung-Tsung Yang and Mr. Ping-Sum Lui as members of the second Audit Committee of the Company for the period from June 18, 2020 to June 17, 2023, which is the same as the expiration date of their appointments for the Board of Directors, and the original

independent director, Mr. Hsin-Kai Kung, resigned due to personal factors before the shareholders' meeting by-election on May 16, 2022. The newly appointed independent director, Mr. Ping-Sum Lui succeeded him in the by-election of the shareholders' meeting held on June 24, 2022, and Mr. Tseng-Ping Chao was elected from among all members as the convener and chair of the meeting.

Audit Committee appointed Independent Director Mr. Tseng-Ping Chao, Mr. Jung-Tsung Yang, Mr. Ping-Sum Lui, and Mr. Jaime Che as members of the third Audit Committee of the Company for the same term of office from June 16, 2023 to June 15, 2026 as the Board of Directors that appointed them. The Company expects to add an independent director if the chairperson and general manager are still the same person when the board directors are fully re-elected in June 16, 2023, in order to strengthen the independence of the Board of Directors and comply with regulations. Mr. Jen-Hao Kuo stepped down from the position of General Manager on February 1, 2026, and Mr. Chien-Wan Chuang was appointed as General Manager. The roles of Chairperson and General Manager are no longer held by the same individual, in line with corporate governance requirements. The 22nd Board of Directors consists of seven directors, of whom only three concurrently serve as employees or managers, in compliance with the requirement that a majority of directors must not concurrently serve as employees or managers. The remaining four directors are all independent directors, representing more than half of the Board seats; accordingly, the Board maintains its objectivity in decision-making. Since independent directors were ex-officio members of the Audit Committee, the third Audit Committee had 4 seats and Mr. Tseng-Ping Chao was elected from among all members as the convener and chair of the meeting.

The annual work priorities of the Audit Committee are the review of financial statements, the assessment of the effectiveness of the internal control system, the selection (dismissal) and independence and performance of attesting CPAs, the Company's compliance with relevant laws and regulations, the control of existing or potential risks of the Company, the appointment and removal of the officers of finance, accounting or internal audit, and the review of related business as stipulated in Article 14-1 of the Securities and Exchange Act, Article 14-5 of the Securities and Exchange Act and to make recommendations to the Board of Directors for its decision making.

There are 4 members of the 3rd Audit Committee.

The Audit Committee met 17 times (The 3rd term) in the last year, and the attendance of independent directors is as follows:

Title	Name	Number of times of attendance in person	Number of times of attendance by proxy	(%) attendances in person	Remarks
Convener	Tseng-ping Chao	15	2	88	Re-elected Re-election date: June 16, 2023 (Members elect from among themselves)
Member	Jung-Tsung Yang	13	4	76	Re-elected Re-election date: June 16, 2023
Member	Ping-Sum Lui	15	2	88	Re-elected Re-election date: June 16, 2023
Member	Jaime Che	16	1	94	Newly appointed Re-election date: June 16, 2023 (Note)
(Note): The Company expects to add an independent director and the third session of the Audit Committee sets 4 seats if the chairperson and general manager are still the same person when the board directors are fully re-elected in June 16, 2023, in order to strengthen the independence of the Board of Directors and comply with regulations. Mr. Jen-Hao Kuo stepped down from the position of General Manager on February 1, 2026, and Mr. Chien-Wan Chuang was appointed as General Manager. The roles of Chairperson and General Manager are no longer held by the same individual, in line with corporate governance requirements. Mr. Jaime Che, an independent director, was elected as the 22nd new Independent Director and member of the Audit Committee at the Shareholders' meeting on June 16, 2023. Other matters to be recorded: I. If the operation of the Audit Committee is under any of the following circumstances, the date, term, proposal content of the meetings of the Audit Committee, resolution of the Audit Committee, the objections, reservations or major recommendations of the independent directors, the results of the Audit Committee's resolutions and the Company's handling of the Audit Committee's opinions should be described: (I) Matters listed in Article 14-5 of the Securities and Exchange Act:
Date of Audit Committee meeting	Meeting Session	Item order	Important resolution	The objections, reservations or major recommendations of the independent directors	Resolution of the Audit Committee
January 17, 2025	3rd term 21st session	1	Reported on the execution of internal audit work in November and December 2024.	None	Approved as proposed with no objection from any members present

		2	Reported on the Company and its subsidiaries’ progress in GHG emissions inventory.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the proposal that the subsidiary LONGEVITY NAVIGATION S.A. apply for an extension of its credit facility with Bank of Panhsin, with the Company acting as a joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable
		4	Approved the Company’s proposed execution of a supplemental agreement to the corporate bond agreement with Pro Brand Technology (TW) INC.	None	Approved as proposed with no objection from any members present	Not applicable
February 21, 2025	3rd term 22nd session	1	Reported on the Company’s loan to Royal Sunway Development Co., Ltd., including the addition of SUNNYSTAND LIMITED as a joint guarantor, and the pledge of all its equity interest in Royal Sunway Development Co., Ltd. in favor of the Company as enhanced security for the creditor’s rights.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on the execution of internal audit work in January 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the proposal to remove the non-competition restrictions imposed on directors.	None	Approved as proposed with no objection from any members present	Not applicable

1	Reported on the Company and its subsidiaries (excluding Grand Ocean Retail Group Ltd. and its subsidiaries) have adopted the International Financial Reporting Standards (IFRS’s) approved by the Financial Supervisory Commission to prepare consolidated financial reports since 2024.	None	Approved as proposed with no objection from any members present	Not applicable
2	Reported on the implementation of corporate governance in 2025.	None	Approved as proposed with no objection from any members present	Not applicable
3	Reported on the Company and its subsidiaries’ progress in GHG emissions inventory.	None	Approved as proposed with no objection from any members present	Not applicable
4	Approved to issue the Company’s 2024 "Internal Control System Statement".	None	Approved as proposed with no objection from any members present	Not applicable
5	Approved the proposal on the definition of the Company’s entry-level employees.	None	Approved as proposed with no objection from any members present	Not applicable
6	Approved the amendments to certain provisions of the Company’s “Article of Incorporation”.	None	Approved as proposed with no objection from any members present	Not applicable
7	Approved the proposed amendments to certain articles of the "Payroll Cycle" in the Company’s internal control system and internal audit implementation rules.	None	Approved as proposed with no objection from any members present	Not applicable

		8	Approved the Company's 2024 self-consolidated financial statement.	None	Approved as proposed with no objection from any members present	Not applicable
		9	Approved to the extension of First Steamship S.A.'s proposed capital loan and Mariner Finance Ltd.	None	Approved as proposed with no objection from any members present	Not applicable
		10	Approved the Company's proposed loan to Royal Sunway Development Co., Ltd. with Sunny Stand Limited as joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable
March 28, 2025	3rd term 24th session	1	Reported on newly increased capital loans and endorsement guarantees from October to December 2024.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on the execution of internal audit work in February 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the Company's Business Report, Consolidated Financial Statements, and Parent Company Only Financial Statements for 2024.	None	Approved as proposed with no objection from any members present	Not applicable
		4	Approved the Company's 2024 year profit and loss supplement proposal.	None	Approved as proposed with no objection from any members present	Not applicable
		5	Approved cancellation of the Endorsement and Guarantee Limit for the Company's Subsidiary Grand Ocean Retail Group Ltd.	None	Approved as proposed with no objection from any members present	Not applicable

		6	Approved the Company's 2024 Annual Audit Committee’s review report.	None	Approved as proposed with no objection from any members present	Not applicable
April 24, 2025	3rd term 25th session	1	Reported on the execution of internal audit work in March 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		2	The proposal to dispose of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited is temporarily reserved.	None	Approved as proposed with no objection from any members present	Not applicable
		3	The proposal by First Steamship Group to dispose of part of its equity interest in the invested subsidiary Grand Ocean Retail Group Limited is temporarily reserved, and to appoint an independent expert to issue an opinion on the fairness of the price and the impact on the rights and interests of the Company’s shareholders.	None	Approved as proposed with no objection from any members present	Not applicable
May 14, 2025	3rd term 26th session	1	Reported on the execution of internal audit work in April 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on newly increased capital loans and endorsement guarantees from January to March 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Reported on the results of the 2024 (11th term) corporate governance evaluation.	None	Approved as proposed with no objection from any	Not applicable

				members present
	4	Approved the proposal on the Company's consolidated financial reports for the first quarter of 2025.	None	Approved as proposed with no objection from any members present	Not applicable
	5	Approved the proposed amendments to certain provisions of the Subsidiary's "Procedures for Lending Funds to Others."	None	Approved as proposed with no objection from any members present	Not applicable
	6	Approved the application by the Company and its subsidiaries to extend loan lines from financial institutions due to business needs in the second quarter of 2025.	None	Approved as proposed with no objection from any members present	Not applicable
	7	Approved the extension of the loan to subsidiary First Steamship S.A. through Nature Sources Ltd..	None	Approved as proposed with no objection from any members present	Not applicable
	8	Approved the extension of the loan to Media Assets Global Ltd. through subsidiary First Steamship S.A.	None	Approved as proposed with no objection from any members present	Not applicable
	9	Approved the extension of the loan to Mariner Finance Ltd. through subsidiary First Steamship S.A.	None	Approved as proposed with no objection from any members present	Not applicable
10	Approved the extension of the loan to Grand Ocean Retail Group Ltd. through subsidiary First Steamship S.A.	None	Approved as proposed with no objection from any members present	Not applicable

		11	Approved the independent expert opinion on the fairness of the price and the impact on the rights and interests of the Company’s shareholders in connection with the proposed disposal of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited.	None	Approved as proposed with no objection from any members present	Not applicable
May 26, 2025	3rd term 27th session	1	Approved the proposed transaction counterparty and method for the disposal of the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited.	None	Approved as proposed with no objection from any members present	Not applicable
June 5, 2025	3rd term 28th session	1	Approved the transaction price and method for the disposal of the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited, as well as the share purchase agreement with the strategic investor.	None	Approved as proposed with no objection from any members present	Not applicable
June 16, 2025	3rd term 29th session	1	Reported on the execution of internal audit work in May and June 2025.	None	Approved as proposed with no objection from any members present	Not applicable

		2	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the Company's 2024 Sustainability Report.	None	Approved as proposed with no objection from any members present	Not applicable
		4	Approved the extension of the loan to First Steamship Co., Ltd. through subsidiary First Steamship S.A.	None	Approved as proposed with no objection from any members present	Not applicable
		5	Approved the subsidiary Royal Sunway Development Co., Ltd. proposes to dispose of the land located in Haotian Section, Xizhi District, New Taipei City, together with the rights under the building permit and the contractual rights for the joint construction of residential buildings.	None	Approved as proposed with no objection from any members present	Not applicable
June 27, 2025	3rd term 30th session	1	Approved the Company's subsidiary, Royal Sunway Development Co., Ltd. applying for a NT$40 million short-term loan from Shinshin Credit Co., Ltd., with the Company acting as joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable
July 11, 2025	3rd term 31st session	1	Approved the subsidiary First Steamship S.A. proposes to extend a loan to Grand Ocean Retail Group Ltd.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Approved the proposed transaction price and volume for the disposal on the open market by the	None	Approved as proposed with no objection from any members present	Not applicable

			subsidiaries First Steamship S.A. and Ahead Capital Limited of their investment in the subsidiary Grand Ocean Retail Group Limited.
August 13, 2025	3rd term 32nd session	1	Reported on the execution of internal audit work in June and July 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on the status of new funds lending and endorsements from April to June 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the proposal on the Company’s consolidated financial reports for the second quarter of 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		4	Approved the Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain Sunny Stand Limited as a joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable
August 27, 2025	3rd term 33rd session	1	Approved the subsidiary First Steamship S.A. proposes to obtain a HKD 50 million medium-term loan from SHK Finance Ltd., with the Company acting as a joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Approved the subsidiary First Steamship S.A. proposes to extend a loan to First Steamship Co., Ltd.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the Company proposes to participate in the cash capital increase announced on July 30, 2025 by Da Yu	None	Approved as proposed with no objection from any members present	Not applicable

			Financial Holdings Limited (HKEX stock code: 1073.HK).
October 15, 2025	3rd term 34th session	1	Reported on the execution of internal audit work in August and September 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on the Company and its subsidiaries’ progress in GHG emissions inventory.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Approved the proposed amendments to the Company’s “Sustainability Report Preparation and Assurance Procedures,” the addition of the definition of entry-level employees under the “Payroll Cycle,” and certain provisions of the subsidiary’s “Procedures for Endorsements and Guarantees.”	None	Approved as proposed with no objection from any members present	Not applicable
		4	Approved the subsidiaries First Steamship S.A. and Ahead Capital Limited propose to dispose of part of their equity interest in the invested subsidiary Grand Ocean Retail Group Limited on the open market at prevailing market prices.	None	Approved as proposed with no objection from any members present	Not applicable
November 13, 2025	3rd term 35th session	1	Reported on the status of new funds lending and endorsements from July to September 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on the performance evaluation and implementation results of the operations of the Board of	None	Approved as proposed with no objection from any members present	Not applicable

	Directors from November 2024 to October 2025.
3	Approved the proposed revision of the Company’s organizational structure.	None	Approved as proposed with no objection from any members present	Not applicable
4	Approved the appointment of the Company’s Vice President of Administrative Headquarters, Corporate Governance Officer, and Deputy Spokesperson.	None	Approved as proposed with no objection from any members present	Not applicable
5	Approved the reappointment or change of directors and supervisors of the Company’s invested companies.	None	Approved as proposed with no objection from any members present	Not applicable
6	Approved the proposal on the Company’s consolidated financial statements for the third quarter of 2025.	None	Approved as proposed with no objection from any members present	Not applicable
7	Approved the Company’s application for a short-term loan facility from Bank of Panhsin.	None	Approved as proposed with no objection from any members present	Not applicable
8	Approved the subsidiary First Steamship S.A. proposes to extend a loan to First Steamship Co., Ltd.	None	Approved as proposed with no objection from any members present	Not applicable
9	Approved the proposal for the subsidiary First Steamship S.A. to obtain a USD 1 million short-term loan facility from Long Set Investments Limited, with the Company acting as a joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable

		10	Approved the Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain Sunny Stand Limited as a joint guarantor.	None	Approved as proposed with no objection from any members present	Not applicable
December 11, 2025	3rd term 36th session	1	Reported on the execution status of the disposal of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited on the open market at prevailing market prices.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Approved the Company proposes to dispose of part of the equity interest in Grand Ocean Retail Group Limited held by group companies.	None	Approved as proposed with no objection from any members present	Not applicable
December 19, 2025	3rd term 37th session	1	Reported on the execution of internal audit work in October and November 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		2	Reported on the Company and its subsidiaries’ progress in GHG emissions inventory.	None	Approved as proposed with no objection from any members present	Not applicable
		3	Reported on the Company’s liability insurance coverage for directors, supervisors and key employees.	None	Approved as proposed with no objection from any members present	Not applicable
		4	Reported on the execution of the Company’s corporate governance in 2025.	None	Approved as proposed with no objection from any members present	Not applicable
		5	Reported on the promotion of the Company’s ethical	None	Approved as proposed with no objection	Not applicable

	corporate management and prevention of insider trading in 2025.		from any members present
6	Reported on the communication between the Company and the various stakeholders in 2025.	None	Approved as proposed with no objection from any members present	Not applicable
7	Approved the Company's operating budget for 2026.	None	Approved as proposed with no objection from any members present	Not applicable
8	Approved the independent judgment from December 2024 to November 2025 attesting CPAs in compliance with the competent authorities.	None	Approved as proposed with no objection from any members present	Not applicable
9	Approved the audit fee proposal for 2025 attesting CPAs.	None	Approved as proposed with no objection from any members present	Not applicable
10	Approved the proposal to accept the non-assurance service to be provided by KPMG in 2026.	None	Approved as proposed with no objection from any members present	Not applicable
11	Approved the Company's 2026 annual audit plan by internal audit.	None	Approved as proposed with no objection from any members present	Not applicable
12	Approved the adoption of the Company's "Information Security Policy" and the proposed amendments to the related internal control systems.	None	Approved as proposed with no objection from any members present	Not applicable
13	Approved the Company's "Corporate Value Enhancement Plan."	None	Approved as proposed with no objection from any members present	Not applicable

		14	Approved the Company proposes to dispose of part of the equity interest in its invested subsidiary Grand Ocean Retail Group Limited, held by group companies, to strategic investor Trinity Gold Limited, together with the results of the relevant negotiations.	None	Approved as proposed with no objection from any members present	Not applicable
		15	Approved the appointment of the Company’s Accounting Officer.	None	Approved as proposed with no objection from any members present	Not applicable
		16	Approved the proposal of removing the prohibition on the Company’s managerial officers from competing for business.	None	Approved as proposed with no objection from any members present	Not applicable

(II) In addition to the previous matters, other matters that have not been approved by the Audit Committee but approved by more than two-thirds of all directors: None.

II. In the implementation of an independent director’s recusal for being an interested party in a proposal, the director’s name, the proposal content, the recusal reasons and his or her participation in voting should be stated:

Date of the Audit Committee meeting: August 27, 2025

Proposal: The subsidiary First Steamship S.A. proposes to obtain a HKD 50 million medium-term loan from SHK Finance Ltd., with the Company acting as a joint guarantor.

Name of independent director: Mr. Ping-Sum Lui

Reason for recusal: The first agenda item of the Board meeting was a proposal made in connection with Agenda Item 3, regarding the Company’s intended participation in the cash capital increase of Da Yu Financial Holdings Limited. Independent Director Mr. Ping-Sum Lui is currently affiliated with funds managed by ASM, which hold shares in the relevant listed company, also giving rise to a conflict of personal interest.

Participation in voting: Except for the members who recused themselves from the meeting in accordance with law and did not participate in the discussion and voting, the other members present passed it without objection.

Date of the Audit Committee meeting: August 27, 2025

Proposal: The subsidiary First Steamship S.A. proposes to extend a loan to First Steamship Co., Ltd.

Name of independent director: Mr. Ping-Sum Lui

Reason for recusal: The second agenda item of the Board meeting was a proposal made in connection

with Agenda Item 3, regarding the Company’s intended participation in the cash capital increase of Da Yu Financial Holdings Limited. Independent Director Mr. Ping-Sum Lui is currently affiliated with funds managed by ASM, which hold shares in the relevant listed company, also giving rise to a conflict of personal interest.

Date of the Audit Committee meeting: August 27, 2025

Proposal: The Company proposes to participate in the cash capital increase announced on July 30, 2025 by Da Yu Financial Holdings Limited (HKEX stock code: 1073.HK).

Reason for recusal: Independent Director Mr. Ping-Sum Lui is currently affiliated with funds managed by ASM, which hold shares in the relevant listed company, also giving rise to a conflict of personal interest.

III. Communication between independent directors, internal audit officer and CPA (major matters, methods and results of communication on the Company's financial and business conditions, etc. should be included): The internal audit officer of the Company is required to attend the Audit Committee meetings to communicate with the committee members. At least once a year, the Company's internal auditors will meet separately with the independent directors to explain and discuss the priorities of the Company's internal control audits, and CPAs will communicate with the independent directors regarding the audit of financial statements, so that the independent directors can have a fuller understanding of the Company's governance and financial status.

Records of communication between independent directors and internal audit officer
Date	Term of Meeting	Item Order	Important Resolution	Implementation Status
January 17, 2025	3rd term 21st session	1	Reported on the execution of internal audit work in November and December 2024.	Approved as proposed without objection.
February 21, 2025	3rd term 22nd session	2	Reported on the execution of internal audit work in January 2025.	Approved as proposed without objection.
March 14, 2025	3rd term 23rd session	4	Approved to issue the Company's 2024 "Internal Control System Statement".	Approved as proposed without objection.

		7	Approved the proposed amendments to certain articles of the "Payroll Cycle" in the Company's internal control system and internal audit implementation rules.	Approved as proposed without objection.
March 28, 2025	3rd term 24th session	2	Reported on the execution of internal audit work in February 2025.	Approved as proposed without objection.
April 24, 2025	3rd term 25th session	1	Reported on the execution of internal audit work in March 2025.	Approved as proposed without objection.
May 14, 2025	3rd term 26th session	1	Reported on the execution of internal audit work in April 2025.	Approved as proposed without objection.
		5	Approved the proposed amendments to certain provisions of the Subsidiary's "Procedures for Lending Funds to Others."	Approved as proposed without objection.
May 26, 2025	3rd term 27th session		There was no internal audit proposal in the Audit Committee.
June 5, 2025	3rd term 28th session		There was no internal audit proposal in the Audit Committee.
June 16, 2025	3rd term 29th session	1	Reported on the execution of internal audit work in May and June 2025.	Approved as proposed without objection.
June 27, 2025	3rd term 30th session		There was no internal audit proposal in the Audit Committee.
July 11, 2025	3rd term 31st session		There was no internal audit proposal in the Audit Committee.
August 13, 2025	3rd term 32nd session	1	Reported on the execution of internal audit work in June and July 2025.	Approved as proposed without objection.
August 27, 2025	3rd term 33rd session		There was no internal audit proposal in the Audit Committee.
October 15, 2025	3rd term 34th session	1	Reported on the execution of internal audit work in August and September 2025.	Approved as proposed without objection.
November 13, 2025	3rd term 35th session		There was no internal audit proposal in the Audit Committee.
December 11, 2025	3rd term 36th session		There was no internal audit proposal in the Audit Committee.
December 19, 2025	Two-way communication meeting of the internal audit officer and independent directors	1	Description of the annual plan. Status report and audit highlights of subsidiary supervision and management.	Approved as proposed without objection.
December 19, 2025	3rd term 37th session	1	Reported on the execution of internal audit work in October and November 2025.	Approved as proposed without objection.
		11	Approved the Company's 2026 annual audit plan by internal audit.	Approved as proposed without objection.
		12	Approved the adoption of the Company's "Information Security Policy" and the proposed amendments to the related internal control systems.	Approved as proposed without objection.

Records of communication between independent directors and CPAs

Date	Item order	Communication Matters	Communication Results
December 19, 2025	1	Ethics and Independence	No comments for this meeting
	2	Auditors’ Responsibilities for the Audit of Financial Statements
	3	Firm’s Quality Management System
	4	Operation Status for the First to Three Quarters
	5	Annual Audit Planning
	6	Updates on Significant Accounting Standards or Interpretations, Securities Regulations, and Tax Laws

IV. The term of office of the 3rd Audit Committee is from June 16, 2023 to June 15, 2026, and the total number of meetings in 2025 was 17.

Supervisors' participation in the operation of the Board of Directors: None (The Company established an audit committee to replace supervisors in accordance with the resolution of the shareholder meeting on June 18, 2020)

(III) The Company's implementation of corporate governance and the differences from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and their reasons.

Evaluation Items	The State of Operation			The differences from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and the reasons therefor.
	Yes	No	Summary Description
I. Has the Company formulated and disclosed its corporate governance practice principles in accordance with the “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies”?	✓		The Company has formulated a set of “Corporate Governance Practice Principles” and disclosed it on the Company website and the Market Observation Post System.	No major difference.
II. The Company's equity structure and shareholder equity
(I) Has the Company established internal operating procedures to handle shareholder recommendations, doubts, disputes, litigations, and implemented them according to the procedures?
(II) Does the Company have a list of the major shareholders who actually control the Company and those who ultimately control the major shareholders?
(III) Has the Company established and implemented risk control and firewall mechanisms between affiliated companies?
(IV) Has the Company formulated internal regulations to prevent insiders from trading securities using undisclosed information on the market?	✓		(I) The Company has a spokesperson and an acting spokesperson; suggestions, doubts or disputes of shareholders are handled and responded to by the designated stock affairs agency, KGI Securities Co., Ltd. In the event of litigation, legal counsel will be entrusted to handle the matter.
(II) Keep track of the list of major shareholders who actually control the Company and the ultimate controllers of major shareholders and file reports in accordance with the requirements of the Rules Governing Information Reporting by Companies with TPEx Listed Securities.
(III) The Company's transactions with its affiliates are conducted in accordance with relevant laws and regulations, the Company's internal control systems, and the supervisory measures for its subsidiaries, with appropriate risk control.
(IV) The Company has formulated its “Procedures for Ethical Management and Guidelines for Conduct”, “Regulations for Prevention of Insider Trading”, and communicate the content thereof by adding an alert news ticker on the Company's website; this way, the Company reminds employee and insiders of the Company's prohibition on insider trading and forbids insiders from using non-public information to trade marketable securities.	(I) No major difference.
(II) No major difference.
(III) No major difference.
(IV) No major difference.

Evaluation Items	The State of Operation
	Yes	No	Summary Description
III. Composition and responsibilities of the Board of Directors
(I) Has the Board of Directors formulated and implemented a diversity policy on membership?

(II) In addition to the Remuneration Committee and the Audit Committee established in accordance with the law, has the Company voluntarily set up other functional committees? | ☑ | | (I) The Company has stipulated in the “Corporate Governance Practice Principles” that the composition of the Board of Directors should be made by considering diversity, having formulated an appropriate diversity policy based on the Company's operation style and development needs, and has thoroughly implemented it, please refer to pages 20 to 23 of this Annual Report.

(II) According to the resolution reached at the Board of Directors meeting dated December 15, 2022, which was the same as the term of the Board of Directors that appointed them. All were held by independent directors of the Company. The Committee may hold a meeting any time where necessary. The 1st Nomination Committee staffed it with three members. Mr. Tseng-Ping Chao, Mr. Jung-Tsung Yang, and Mr. Ping-Sum Lui, were hired to serve as members of the Nomination Committee for the term from December 15, 2022 to June 17, 2023. Mr. Tseng-Ping Chao was elected as convener and chair of the meeting from among the members themselves. Because the chairman and the general manager are the same, one independent director must be added according to the law, so the second Nomination Committee has been changed from the original 3 seats to 4 seats before the expiration of the term of the directors of the Company full re-election at the general meeting of shareholders on June 16, 2023. Mr. Tseng-Ping Chao, Mr. Jung-Tsung Yang, Mr. Ping-Sum Lui, and Mr. Jaime Che were hired to serve as members of the Nomination Committee. Mr. Tseng-Ping Chao was elected as convener and chair of the | (I) No major difference.

(II) No major difference. |

(IV) The independence and competence of CPA have been regularly evaluated, and whether there is a rotation of CPA according to laws and regulations has been regularly tracked. The review of attesting CPAs’ competence using audit quality indicators (AQIs) in 2025 was submitted to and approved by the 37th meeting of the 3rd Audit Committee and the 38th meeting of the 22nd Board of Directors on December 19, 2025; the review of attesting CPAs’ independence in 2025 was submitted to and reviewed by the 37th meeting of the 3rd Audit Committee and the 38th meeting of the 22nd Board of Directors on December 19, 2025. A list of non-certification services expected to be provided by the visa CPAs and an assessment of their independence in 2026 were submitted to and approved by the 37th meeting of the 3rd Audit Committee and the 38th meeting of the 22nd Board | (IV) No major difference. |

(II) Has the Company adopted other means of information disclosure (such as setting up an English website, appointing dedicated personnel responsible for the collection and disclosure of Company information, implementing a spokesperson system, posting the Company's earnings calls on its website, etc.)?

(III) Does the Company publicly announce and file annual financial statements within two months after the end of the fiscal year? The financial statements for the first, second and third quarters and the monthly operating status before the prescribed deadline? | ☑ | ☑ | (Website: http//www.firstteam.com.tw) for the disclosure of information on financial and business matters as well as corporate governance.

(II) The Company has disclosed relevant information on the Market Observation Post System, and has dedicated personnel responsible for the collection and disclosure of corporate information, and has implemented a spokesperson system to explain to the public in a timely manner. When the Company holds a corporate briefing or earnings call, the Company will simultaneously reveal the content on the official website for investors to read, and place the proceedings of the corporate briefing or earnings call on the Company's website.

(III) The Company is still in the process of planning to achieve early announcement and financial filing. | (II) No major difference.

(III) No material difference, and the Company has completed the filing of all relevant financial statements within the statutory deadlines. |
| VIII. Does the Company have other important information that is helpful to understand its implementation of corporate governance (including but not limited to employee rights, employee care, investor relations, supplier relations, stakeholder rights, continuing education of directors and supervisors, Implementation of risk management policies and risk measurement standards, implementation of customer policies, the Company’s purchase of liability insurance for directors and supervisors, etc.)? | ☑ | | (I) Employees are covered by group term life insurance (including medical), health checkups, birthday parties, birthday gifts, wedding and funeral stipends, and annual festival grants, etc. In addition, the Company has a welfare committee responsible for handling various employee welfare matters. It has established HR management rules in accordance with the Labor Standards Act and the spirit of gender equality in the workplace to establish mutual trust and reliability to ensure that employee welfare and retirement rights are protected.

(II) The Company has dedicated personnel to handle | No major difference. |

(8) Mr. Dennis Wai-Tak Yau, Corporate Governance Officer (concurrent position), On November 21, 2025, he attended the “2025 Legal Compliance Seminar on Insider Equity Trading” organized by the Securities and Futures Institute, with a duration of 3 hours. The total training hours amounted to 3 hours. Continuing educations of internal audit officer and accounting officer:

(1) LI, WEI-HSIN, assistant manager of Internal Audit
On October 15, 2025, he attended a 6-hour continuing education course titled “Analysis of Sustainability Reports and Audit Practices of Sustainability Information” organized by the Internal Auditors Association of the Republic of China. On October 17, 2025, he attended another 6-hour course titled “Key Considerations and Impacts of IFRS S1/S2 on Internal Control and Internal Audit” organized by the same association. The total training hours amounted to 12 hours.

(2) Accounting Officer Tzu-Yuan Pei, Assistant | |

(IV) The Remuneration Committee’s composition, responsibilities, key annual tasks, operation

The Company’s Remuneration Committee was established on December 27, 2011, with three members. The Committee's main responsibilities and key annual tasks are to evaluate the remuneration policies and systems of the Company's directors, supervisors and officers, and to make recommendations to the Board of Directors for their reference in making decisions.

The Board of Directors appointed 3 people, Mr. Hsin-Kai Kung, Mr. Ching-Chih Tieh, and Mr. Po-Cheng Ko, as members of the second remuneration committee of the Company for the same term of office from July 3, 2014 to June 19, 2017 as the Board of Directors that appointed them. Mr. Hsin-Kai Kung was elected by all members from among themselves as the convener and chair of the meeting.

The Board of Directors appointed 3 people, Mr. Jui-Chun Yu, Mr. Tseng-Ping Chao, and Mr. Hsin-Kai Kung, as members of the third remuneration committee of the Company for the same term of office from July 3, 2017 to June 20, 2020 as the Board of Directors that appointed them. Mr. Jui-Chun Yu, the original committee member, resigned due to personal factors before the by-election of the shareholder meeting held on June 29, 2018. Mr. Man-Sheng Huang, the new committee member, succeeded him in the by-election of the shareholder meeting held on June 29, 2018.

The Board of Directors appointed 3 people, independent directors, Mr. Tseng-Ping Chao, Mr. Hsin-Kai Kung, and Mr. Jung-Tsung Yang as members of the fourth Audit Committee of the Company for the period from June 30, 2020 to June 17, 2023, which is the same as the term of the Board of Directors that appointed them, and the original committee member, Mr. Hsin-Kai Kung, resigned due to personal factors on May 16, 2022. The newly appointed committee member, Mr. Ping-Sum Lui succeeded him in the by-election of the shareholders' meeting held on June 24, 2022, and Mr. Tseng-Ping Chao was elected from among all members as the convener and chair of the meeting.

The Board of Directors appointed 4 people, independent directors, Mr. Jung-Tsung Yang, Mr. Ping-Sum Lui, and Mr. Jaime Che, as members of the 5th remuneration committee of the Company for the same term of office from August 14, 2023 to June 15, 2026 as the Board of Directors that appointed them. Mr. Tseng-Ping Chao was elected by all members from among themselves as the convener and chair of the meeting.

Information on the members of the Remuneration Committee

(1) Information on the members of the Remuneration Committee

Criteria Position (Note 1) Name		Professional qualification and experience (Note 2)	Status of Independence (Note 3)	Number of other public companies in which the individual is concurrently serving as a remuneration committee member
Independent director Convener (Re-elected on August 14, 2023)	Tseng-ping Chao	Graduated from Texas A&M University Master of Science in Finance. Experience: Union Capital (Taiwan) Asset Management co./ chairman and general manager Ruizi Securities Investment Consulting (Stock) Company, director Private Banking Department, The Hongkong and Shanghai Banking Corporation, Taipei Branch/vice president Credit Lyonnais Securities Asia Taipei/Senior Investment Advisor (Professional experience in finance and business 37 years) Current position: Union Capital (Taiwan) Asset Management co./ chairman and general manager Work experiences and professional knowledge and skills in business, finance, or related areas required for the Company's business Not a person with any of the circumstances under Article 30 of the Company Act.	Not an employee, director, or supervisor of the Company or its affiliates within two years prior to his/her appointment and during his/her term of office. None of the individual's spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates The total number of issued shares of the Company held by the individual and its spouse, minor children or in the name of others is 0 share. Not a director, supervisor or employee of a company with which the Company has a specific relationship. No remuneration received for the provision of business, legal, financial, and accounting services to the Company or its affiliates in the last 2 years. The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act.	None

Criteria Position (Note 1) Name		Professional qualification and experience (Note 2)	Status of Independence (Note 3)	Number of other public companies in which the individual is concurrently serving as a remuneration committee member
Independent director Member (Re-elected on August 14, 2023)	Jung-Tsung Yang	Passed the Examination for Lawyersandthe Special Examination for Judicial Officers. Graduated from the Department of Law of National Taiwan University, master of the Graduate School of Political Science, National Taiwan University. Experience: Attorney, Taipei District Court, Taiwan; Attorney, Office of the Ministry of Justice; Director of the Taipei District Court, Taiwan; Attorney, Taiwan High Court, Taiwan; Head of the Special Investigation Section, Supreme Court Prosecutor's Office; Spokesperson; 2013 model public servant in the Ministry of Justice; Judicial Officer Academy, Ministry of Justice; Foreign Service Institute, Ministry of Foreign Affairs; Chair, Judicial College, Judicial Yuan; President, Hengsheng Law Firm. (34 years of professional experience in legal affairs and business) Current position: Hengsheng Law Firm/president CTBC Bank/director Work experiences and professional knowledge and skills in business, legal affairs, or related areas required for the Company's business Not a person with any of the circumstances under Article 30 of the Company Act.	Not an employee, director, or supervisor of the Company or its affiliates within two years prior to his/her appointment and during his/her term of office. None of the individual's spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates The total number of issued shares of the Company held by the individual and its spouse, minor children or in the name of others is 0 share. Not a director, supervisor or employee of a company with which the Company has a specific relationship. No remuneration received for the provision of business, legal, financial, and accounting services to the Company or its affiliates in the last 2 years. The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act.	None

Note 1: Please specify the relevant years of service, professional qualifications and experience, and independence of each Remuneration Committee member in the table. Please refer to this Annual Report, Three. Corporate Governance Report II. (I) Information on directors. Please indicate whether the individual is an independent director or other for the field of Position (please add a note for the convener).

Note 2: Professional qualifications and experience: Specify the professional qualifications and experience of each member of the Remuneration Committee.

Note 3: The status of the independence: The status of the independence of Remuneration Committee members should be stated, including, but not limited to, whether they, their spouse or relatives within second degree of kinship are directors, supervisors or employees of the Company or its affiliates; the number and proportion of shares held by them, their spouses or relatives within second degree of kinship (or in the name of others); and whether they are directors of companies with specific relationship with the Company (refer to Article 6, Paragraph 1, Subparagraph 5 to 8 of the Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange) The amount of remuneration they received from the Company or its affiliates for business, legal, financial and accounting services in the last two years.

Note 4: Please refer to the best practice reference examples on the website of the Corporate Governance Center of the Taiwan Stock Exchange for disclosure methods.

Information on the operations of the Remuneration Committee

(1) There are 4 members of the 5th Audit Committee.
(2) The term of office of the current members is from August 14, 2023 to June 15, 2026, and all members are independent directors of the Company.

The most recent annual Remuneration Committee met 4 times (The 5th term), and the qualifications and attendance of the members are as follows:

Title	Name	Number of times of attendance in person	Number of times of attendance by proxy	% of attendances in person	Remarks
Convener of independent directors	Tseng-ping Chao	3	1	75	Re-elected
Date of re-election: August 14, 2023
(Members elect from among themselves)
Independent director member	Jung-Tsung Yang	4	0	100	Re-elected
Date of re-election: August 14, 2023
Independent director member	Ping-Sum Lui	3	1	75	Re-elected
Date of re-election: August 14, 2023
Independent director member	Jaime Che	3	1	75	Newly appointed (Note)
Date of re-election: August 14, 2023

Note: As a member of the Fifth Remuneration Committee, four seats were allocated to the new independent directors who were elected on June 16, 2023 for the current term.

Other matters to be recorded:

I. If the Board of Directors does not adopt or amend the recommendations of the Remuneration Committee, it should state the date, period, proposal content, resolution of the board, and its handling of the committee's opinions (if the remuneration approved by the board is better than the recommendation proposed by the committee, the difference and reasons should be stated): No such situation.
II. For the proposals by the Remuneration Committee. If any members have objections or reservations with records or written statements, the date, period, proposal content, the opinions of all members, its handling of the members' opinions should be stated: No such situation.
III. Important resolutions of the Remuneration Committee for the current year and their implementation:

Date	Meeting Session	Item order	Important resolution	Resolutions of the Remuneration Committee	The Company's handling of the Remuneration Committee's opinions
January 17, 2025	5th term 5th session	1	Approved the Company's plan to pay the year-end bonus to the managerial officers for 2024	Approved as proposed with no objection from any members present	Not applicable
		2	Approved adjustment of the remuneration of the Company's managerial officers.
March 28, 2025	5th term 6th session	1	Approved the Company's proposal for the distribution of employee and director remuneration for 2024.	Approved as proposed with no objection from any members present	Not applicable
November 13, 2025	5th term 7th session	1	Approved the appointment of the Company's Vice President of Administrative Headquarters, Corporate Governance Officer, and Deputy Spokesperson.	Approved as proposed with no objection from any members present	Not applicable
December 19, 2025	5th term 7th session	1	Approved the periodic review of the remuneration of the Company's managerial officers.	Approved as proposed with no objection from any members present	Not applicable
		2	Approved the appointment of the Company's Accounting Officer.
		3	Approved the monthly remuneration to directors, independent directors and audit committee members of the Company.

IV. The term of office of the 5th Remuneration Committee is from August 14, 2023 to June 15, 2026, and the total number of meetings in 2025 was 4.

(V) Background information on Nomination Committee members and operation of the Nomination Committee

Nomination Committee members’ qualifications for appointment, and their duties:

The Company has set up the Nomination Committee and staffed it with three members according to the resolution reached at the Board of Directors meeting dated December 15, 2022; all three members, including 21st independent director Tseng-Ping Chao, independent director Jung-Tsung Yang, and independent director Ping-Sum Lui, were hired to serve as members of the Company’s 1st Nomination Committee for the term from December 15, 2022 to June 17, 2023, which was the same as the term of the Board of Directors that appointed them. Mr. Tseng-Ping Chao was elected as convener and chair of the meeting from among the members themselves. The Committee may hold a meeting any time where necessary.

The Board of Directors appointed 4 people, independent directors, Mr. Jung-Tsung Yang, Mr. Ping-Sum Lui, and Mr. Jaime Che, as members of the 2nd Nomination Committee of the Company for the same term of office from August 14, 2023 to June 15, 2026 as the Board of Directors that appointed them. Mr. Tseng-Ping Chao was elected by all members from among themselves as the convener and chair of the meeting.

The main responsibilities are to consider or deal with the following matters:

(1) Nominate the Company’s directors, and review the qualifications of director candidates.

(2) Create the organizational structure of the various functional committees under the Board of Directors, and review the formulation and revision of the charter of each functional committee.

(3) Review the formulation and revision of the regulations governing the operation of the Board of Directors.

(4) Review the Company’s “Corporate Governance Best Practice Principles”.

(5) Others tasks assigned to this committee by the Board of Directors.

Professional qualifications and experience of Nomination Committee members and the operation of the Nomination Committee

(1) Information on the members of the Nomination Committee:
March 31, 2026

| Position
(Note 1) Name | Criteria | Professional qualification and experience
(Note 2) | Status of Independence
(Note 3) | Number of other public companies in which the individual is concurrently serving as a remuneration committee member |
| --- | --- | --- | --- | --- |
| Independent director
Convener
(Re-elected on August 14, 2023) | Tseng-ping Chao | Graduated from Texas A&M University Master of Science in Finance.
Experience:
Union Capital (Taiwan) Asset Management co./ chairman and general manager
Ruizi Securities Investment Consulting (Stock) Company, director
Private Banking Department, The Hongkong and Shanghai Banking Corporation, Taipei Branch/vice president
Credit Lyonnais Securities Asia Taipei/Senior Investment Advisor (Professional experience in finance and business 37 years)
Current position:
Union Capital (Taiwan) Asset Management co./ chairman and general manager
Work experiences and professional knowledge and skills in business, finance, or related areas required for the Company’s business
Not a person with any of the circumstances under Article 30 of the Company Act. | Not an employee, director, or supervisor of the Company or its affiliates within two years prior to his/her appointment and during his/her term of office.
None of the individual’s spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship is an employee, director, supervisor, or managerial officer of the Company or its affiliates
The total number of issued shares of the Company held by the individual and its spouse, minor children or in the name of others is 0 share.
Not a director, supervisor or employee of a company with which the Company has a specific relationship.
No remuneration received for the provision of business, legal, financial, and accounting services to the Company or its affiliates in the last 2 years.
The individual is not related to other directors as a spouse or a relative within second degree of kinship and not elected by or on behalf of the government or a juristic person as provided in Article 27 of the Company Act. | None |

(2) Information on the operation of the Nomination Committee

(i) There are 4 members of the 2nd Nomination Committee.
(ii) The term of office of the current members is from August 14, 2023 to June 15, 2026, and all members are independent directors of the Company.

The most recent annual Nomination Committee met 1 times

(The 2nd term), and the professional qualifications

and attendance of the members and the matters discussed are as follows:

Title	Name	Major expertise	Number of times of attendance in person (B)	Number of times of attendance by proxy	(%) attendances in person (B/A)(Note)	Remarks
Independent director Member Convener	Tseng-ping Chao	Business administration, finance, corporate governance	1	0	100	Re-elected Date of re-election: August 14, 2023 (Members elect from among themselves)
Independent director Member	Jung-Tsung Yang	Law, corporate governance	1	0	100	Re-elected Date of re-election: August 14, 2023
Independent director Member	Ping-Sum Lui	Finance, marketing, Corporate Governance	1	0	100	Re-elected Date of re-election: August 14, 2023
Independent director Member	Jaime Che	Finance, marketing, Corporate Governance	1	0	100	Newly appointed(Note) Date of re-election: August 14, 2023
Note: As a member of the 2nd Nomination Committee, four seats were allocated to the new independent directors who were elected on June 16, 2023 for the current term. ※The Company expects to add an independent director if the chairperson and general manager are still the same person when the board directors are fully re-elected in June 16, 2023, in order to strengthen the independence of the Board of Directors and comply with regulations. Mr. Jen-Hao Kuo stepped down from the position of General Manager on February 1, 2026, and Mr. Chien-Wan Chuang was appointed as General Manager. The roles of Chairperson and General Manager are no longer held by the same individual, in line with corporate governance requirements. The 22nd Board of Directors consists of seven directors, of whom only three concurrently serve as employees or managers, in compliance with the requirement that a majority of directors must not concurrently serve as employees or managers. The remaining four directors are all independent directors, representing more than half of the Board seats; accordingly, the Board maintains its objectivity in decision-making. Other matters to be recorded: I. For any major motion put before the nomination committee, specify the meeting date, meeting session number, content of the motion, content of recommendations or dissenting opinions of the nomination committee members, the outcome of the resolution of the nomination committee, and the measures taken by the Company with respect to the nomination committee members' opinions: No such occurrence.

II. Important resolutions of the Nomination Committee for the current year and their implementation:

Date	Meeting Session	Item order	Important resolution	Resolution of the Nomination Committee	The Company's handling of the Nomination Committee's opinions
November 13, 2025	2nd term
5th session	1	Reported on the performance evaluation and implementation results of the operations of the Board of Directors from November 2024 to October 2025.	Approved as proposed with no objection from any members present	Not applicable
		2	Approved the proposed amendments to certain articles of the Company's “Sustainable Development Best Practice Principles.”	Approved as proposed with no objection from any members present	Not applicable

III. The term of office of the 2nd Nomination Committee is from August 14, 2023 to June 15, 2026, and the total number of meetings in 2025 was 1.

Note:

(1) If any nomination committee member left the committee before the end of the fiscal year, specify the date that they left the committee in the Remarks column. Their in-person attendance rate (%) should be calculated based on the number of nomination committee meetings held and the number they attended in person during the period they were on the committee.

(2) If any by-election for nomination committee members was held before the end of the fiscal year, the names of the new and old committee members should be filled in the table, with a note stating whether the member left office, was newly serving, or was serving consecutive terms, and the date of the by-election. The in-person attendance rate (%) should be calculated based on the number of nomination committee meetings held and the number attended in person during the period of each such person's actual time on the committee.

(VI) Promotion of sustainable development and differences from the "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and the reasons therefor.

Item	Implementation status			The differences from the “Corporate Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies” and the reasons therefor
	Yes	No	Summary Description
I. Implementation of corporate governance Has the Company set up a full-time (part-time) unit to promote sustainable development, together with senior management authorized by the Board of Directors to handle related matters and report to the board on the handling of the matters?	✓		The Company has created a governance structure and set up a full-time unit to promote sustainable development. The top management is authorized by the Board of Directors to handle sustainable development matters: With the Chairperson being the convener and the corporate governance officer being the coordinator, the committee meets quarterly to discuss ESG issues. Meeting notice, attendance book, and meeting minutes are all archived for future reference. The current practice is to formulate a decision through discussion between the chief of the responsible units and the top management, and to execute the decision according to the authority table approved by the Board of Directors. If necessary, matters may report to the Board of Directors for discussion. On January 17, 2024, we confirmed and completed the contractual appointment of KPMG as the consultant for the Company's greenhouse gas (GHG) inventory and inspection, and on February 29, 2024, we implemented personnel education and training for GHG inventory and inspection. On March 28, 2024, the Board of Directors submitted a plan to inventory and verify its Group’s entities’ emissions and reported on the decision of the Company's management team to appoint KPMG as the guidance consultant so as to meet the requirements of the competent authority. During the meeting, board members asked whether the plan progressed smoothly. On June 18, 2024, the Board of Directors reported on the greenhouse gas emissions inventory operations. With the assistance of consultants from KPMG Taiwan, FIRST STEAMSHIP's greenhouse gas emission sources have been	No major difference.
			used to implement the plan. On June 18, 2024, the Board of Directors submitted a plan to implement the plan as the guidance consultant so as to meet the requirements of the competent authority. During the meeting, the board members asked whether the plan progressed smoothly. On June 20, 2024, the Board of Directors approved the plan as the guidance consultant so as to meet the requirements of the competent authority. On June 21, 2024, the Board of Directors approved the final plan as the guidance consultant so as to meet the requirements of the competent authority.
II. Implementation of the management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good	✓		The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good idea. The management of the business is a good	No major difference.

Item	Implementation status			The differences from the “Corporate Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies” and the reasons therefor
	Yes	No	Summary Description
			inventoried, and a greenhouse gas inventory ledger has been established. Currently, data collection for each emission source is being conducted, and this work will continue. During the Board meeting, members inquired whether there were any difficulties in data collection or personnel unable to accurately compile statistics. It was suggested that consultants should regularly visit the Company to provide guidance and conduct reviews. On October 16, 2024, the Board reported that all consolidated subsidiaries must conduct greenhouse gas inventories next year. The Company will contact KPMG consultants to discuss education and training for subsidiaries and on-site inspection operations. (During the Board meeting, members reminded that since this involves information disclosure between parent and subsidiary companies, special attention must be paid to time-line management). On January 17, 2025, the Board was informed that a meeting was held with personnel responsible from subsidiaries on December 24, 2024, to discuss greenhouse gas inventory operations. Education and training for subsidiaries on greenhouse gas inventory is scheduled for mid-February, followed by the commencement of various data collection activities. (During the Board meeting, directors reminded that education, training, and operational efficiency should be thoroughly implemented to facilitate smooth subsequent consolidation). The Board of Directors reported on January 17, 2025, that the parent company completed its greenhouse gas inventory internal audit operations on January 22, the 2024 greenhouse gas inventory operations on February 18, and greenhouse gas inventory education and training for subsidiaries on February 25. Following the training, verification of various

The situation and results of implementation in 2025 were reported at the 37th meeting of the 3rd Audit Committee and the 38th meeting of the 22nd Board of Directors on December 19, 2025. | |
| II. The development of a sustainable environment
Does the Company conduct risk evaluations on environmental, social and corporate governance issues related to the Company's operations in accordance with the materiality principle and formulate relevant risk management policies or strategies (Note 2) | ✔ | | The Company has established “Risk Management Guidelines” and has been promoting related operational matters. Under the Risk Management Guidelines, the Company adopts rolling adjustments from time to time and makes timely risk avoidance and strategy adjustments by taking into account the current macro and micro economic and social development of the country. The Company’s Board of Directors meeting dated May 14, 2018 resolved to pass the Risk Management Rules, which was disclosed on the Company’s official website under the “Regulations” tab for reference.

The Company has established “Risk Management Guidelines” and has been promoting related operational matters. Under the Risk Management Guidelines, the Company adopts rolling adjustments from time to time and makes timely risk avoidance and strategy adjustments by taking into account the current macro and micro economic and social development of the country. The Company’s Board of Directors meeting dated May 14, 2018 resolved to pass the Risk Management Rules, which was disclosed on the Company’s official website under the “Regulations” | No major difference. |

(II) The Group has obtained the certificates of compliance with the International Safety Management Code for all the vessels. Vessels are equipped with the necessary equipment in accordance with marine environmental protection regulations. For example, the engine room is equipped with a sewage treatment machine, an oil-water separator and an incinerator, and each fuel pipeline interface is equipped with an oil catch pan to prevent oil from dripping and leaking so as to avoid pollution of the ocean or port waters. All anti-pollution equipment is inspected by the surveyor of the International Association of Classification Societies every year to ensure its proper operation. Newly built vessels are equipped with environmentally friendly and energy-saving host | (II) No major difference. |

(III) Discussion and management of climate change-related issues are held through ESG group meetings. The risks and opportunities related to climate change are as follows:
※Transformation risk:
a. The trend of low-carbon economy has led to an increase in company operating costs and an increase in the rigor of green management of the supply chain
※Physical risk:
a. In the future, the global climate temperature will continue to rise, which will lead to an increase in the electricity cost of the business site.
b. Power and water restrictions lead to increased customer dissatisfaction.
※Opportunity:
Achieve sustainable operation through green building, energy saving and carbon reduction planning. The Company will continue to pay attention to the market situation in response to the abnormal global climate that may cause peak seasons to be less robust and consequently affect business and operations. In addition, all vessels are equipped with weather | (III) No major difference. |

101

※Response measures:
1. Committed to improving the utilization efficiency of energy, paper, water and other resources, using recycled materials with low impact on the environment, and at the same time properly maintaining the use of assets to implement a low-carbon office.
2. Practice responsible investment and green procurement, and give priority to purchasing products with environmental protection and energy saving labels, reusable supplies and energy-saving equipment.
3. Provide high-quality goods, services and activities in compliance with domestic and foreign environmental protection laws and regulations.
4. Share environmental protection knowledge and experience with company employees and suppliers, deepen awareness of sustainable development, and work with partners from all walks of life to jointly maintain environmental sustainability.
5. Obtain the CII certificate and continue to manage the fuel consumption of the fleet according to SEEMP, so as to meet the assessment level of at least C after the official implementation of the CII in 2023

※Energy-saving measures of F.S.C.L and Dayang Commercial Group Taipei Office:
1. Require the office to turn off the lights during the lunch break, and turn off the lights and air conditioners after get off work.
2. Strengthen energy-saving publicity, and all employees | |

102

(IV) The Company has complied with international regulations and conventions to reduce sulfur content and carbon dioxide emissions of vessel fuel to fulfill its responsibility for environmental protection, energy conservation and carbon reduction. | (IV) No major difference. |

105

※ Energy Management :
The scope of energy usage statistics covers the Company and its consolidated subsidiaries. The Company promotes electricity conservation among employees and reminds employees to ensure that all electrical equipment is turned off after using meeting rooms before leaving.
With 2024 designated as the baseline year, the Company aims to reduce average electricity consumption by no less than 2% by 2030 compared with the baseline year. Energy data for the past two years are as follows:
•Electricity consumption in 2024: 429 GJ
•Electricity consumption in 2025: 409 GJ
Office energy consumption in 2025 decreased by more than 4% compared with the previous year (2024).
The percentage of renewable energy usage was 0% in both 2024 and 2025.
Note: Due to the greenhouse gas inventory conducted in 2025, the calculation scope was expanded (including expanded organizational boundaries and gasoline consumption from official vehicles). Such changes will be incorporated into comparative analysis beginning in 2026. | |

106

107

First Steamship respects and supports local labor-related laws and regulations and safeguards the legitimate rights and interests of employees. The Company also follows the human rights protection principles and fundamental labor standards set forth in international human rights conventions, including the United Nations Global Compact, the Universal Declaration of Human Rights, and the International Labour Organization Declaration on Fundamental Principles and Rights at Work.

When new employees report for duty, the Company provides training and awareness promotion regarding the Two Human Rights Covenants, maternity protection measures, and sexual harassment prevention.

In May 2020, the Company established its Human Rights Policy. The Chief Financial Officer and Corporate Governance Officer, Mr. Dennis, serves as the responsible officer and contact window for related matters. The implementation principles are as follows:
1. The Company profits wrongful discrimination | (I) No major difference. |

108

109

(II) The Company has HR management measures and work rules, including employee welfare measures, employee salary appraisal, leave and attendance related regulations, etc., to assess rewards and punishments and to appropriately reflect work performance or results in employee remuneration. To meet the regulatory welfare requirements and formulate a fair, transparent remuneration policy, FIRST STEAMSHIP, aside from providing a remuneration system that is both assuring and stimulating, also offers generous benefits so that employees can concentrate on work and big bonus so that employees can continue to improve themselves.
1. Fair and just remuneration standards correlated with occupational competency
2. Regular, transparent performance evaluation and bonus systems.
3. captains and shore personnel monitor the weather information constantly and
4. Employee welfare guaranteed by the welfare unit.
The Company cares about the present and future well-being of its employees. A well-planned retirement scheme helps enhance employee cohesion, while a stable and sound pension system provides important support for employees after retirement. The Company handles employee retirement matters in accordance with applicable laws and regulations in each operating location.
In Taiwan, the Company established a Labor Pension | (II) No major difference. |

110

Under the former labor pension system, an actuarial valuation report was prepared annually by an external consulting firm, and the Company contributed 13% of employees’ salaries to a designated account at the Bank of Taiwan.

Following the implementation of the Labor Pension Act by the Ministry of Labor in July 2005, the Company consulted employees regarding the transition to the new pension scheme. All employees who adopted the new system, including newly hired employees thereafter, have pension contributions equivalent to 6% of their full monthly salaries deposited into individual pension accounts maintained by the Bureau of Labor Insurance, while preserving their years of service under the former system. Retirement benefits are provided in accordance with applicable laws and regulations upon retirement. The pension system covers 100% of employees.

The Company shares operating profits with employees based on performance. The Company’s Articles of Incorporation stipulate that if the Company records | |

111

112

To maintain a safe, respectful, and friendly working environment for all employees, the Company strictly prohibits any form of unlawful workplace misconduct or harassment. In March 2026, the Company formulated, and in April 2026 announced, the Group’s “Statement on the Prevention of Unlawful Workplace Infringement,” which includes examples of unlawful workplace conduct, response measures, and complaint channels.

All employees are responsible for helping ensure a | (III) No major difference. |

113

114

115

117

The contents of the reports have been prepared by FIRST STEAMSHIP itself and have been reviewed and confirmed by the relevant department heads without any assurance or confirmation from external third-party organizations. | No major difference because the Company is not mandatorily required to obtain confirmation or assurance opinion certified by a third-party. |
| VI. If the Company has related practice principles of its own in accordance with the “Sustainability Development Best Practice Principles for TWSE/TPEx Listed Companies,” please state the differences between the two and the state of implementation: The Company's Sustainability Development Practice Principles have been established in accordance with the “Sustainability Development Best Practice Principles for TWSE/TPEx Listed Companies” and has been followed. | | | | |
| VII. Other important information that will help promote the implementation of sustainable development:
(I) The vessels are equipped with the necessary equipment in accordance with marine environmental protection regulations. For example, the engine room is equipped with a sewage treatment machine, an oil-water separator and an incinerator. Each fuel pipeline interface is equipped with an oil catch pan to prevent oil from dripping and leaking so as to avoid pollution of the ocean or port waters. All anti-pollution equipment is inspected by the surveyor of the International Association of Classification Societies every year to ensure its proper operation. The Group and all vessels took the lead in implementing the safety management system in mid-October 1996 at the same time to comply with the International Safety Management Code, which became mandatory on July 1, 1998. Newly built vessels are equipped with environmentally friendly and energy-saving host machines, carbon dioxide with low sulfur content; and ballast water treatment system and sewage discharge treatment system in order to ensure better the health of the crew and the safety of ship operations, and to achieve the purpose of protecting the marine environment. | | | | |

118

Note 1: If "Yes" is checked for the implementation status, please describe the important policies, strategies, and measures adopted and their implementation; if "No" is checked, please explain in the field of "the difference from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and the reasons therefor" and the relevant policies, strategies and measures in the future.
Note 2: The principle of materiality refers to environmental, social and corporate governance issues that have a significant impact on the Company's investors and other stakeholders.

120

Climate information of TWSE/TPEx-listed companies

Disclosure in accordance with Schedule 2 of the Regulations Governing the Preparation and Filing of Sustainable Reports by Listed Companies.

Climate-related information and status of implementation

Item	Implementation status
1. Describe the board of directors' and management's oversight and governance of climate-related risks and opportunities.	For details, please see the Sustainability Report chapter 4.1 Climate-related Financial Disclosure
2. Describe how the identified climate risks and opportunities affect the business, strategy, and finances of the business (short, medium, and long term).	Same as above
3. Describe the financial impact of extreme weather events and transformative actions.	Same as above
4. Describe how climate risk identification, assessment, and management processes are integrated into the overall risk management system.	Same as above
5. If scenario analysis is used to assess resilience to climate change risks, the scenarios, parameters, assumptions, analysis factors and major financial impacts used should be described.	Contextual analysis tools have not yet been used.
6. If there is a transition plan for managing climate-related risks, describe the content of the plan, and the indicators and targets used to identify and manage physical risks and transition risks.	For details, please see the Sustainability Report chapter 4.1 Climate-related Financial Disclosure

7. If internal carbon pricing is used as a planning tool, the basis for setting the price should be stated.	Carbon pricing has not been planned for the current year.
8. renewable energy certificates (RECs) are used to achieve relevant targets, the source and quantity of carbon credits or RECs to be offset should be specified.	For details, please see the Sustainability Report chapter 4.1 Climate-related Financial Disclosure
9. Greenhouse gas inventory and confirmation status, reduction targets, strategies and specific action plans (separately fill out in 1-1 and 1-2).	For details, please see the Sustainability Report chapter 4.1 Climate-related Financial Disclosure.
First Steamship's Taipei office has completed the greenhouse gas inventory for the current year, but has not yet implemented assurance.
Each subsidiary has completed the inventory process for the year 2025.

121

1-1 Greenhouse Gas Inventory and Assurance Status of the Company in the Last Two Years

1-1-1 Greenhouse Gas Inventory Information

| Describe the greenhouse gas emissions (metric tons of CO2e), Intensity (Metric tons CO2e / NT$ 1 million), and the scope of the data for the last two years. |
| --- |
| In accordance with the sustainable development roadmap for listed companies, FIRST STEAMSHIP has completed the greenhouse gas inventory for both the parent company and its consolidated subsidiaries in 2026 (based on 2025 greenhouse gas data). In 2027, we will complete the verification of individual companies. In 2028, we will complete the verification of consolidated subsidiaries.
In 2024, the scope of the data covered Scope 1 and Scope 2 emissions of the Taipei office. (GORG-KY was assessed by the auditor as no longer being under the Company’s control as of December 30, 2025, and the scope was adjusted accordingly.)
In 2024 greenhouse gas emissions (metric tons of CO2e): 76.2773
In 2024 Intensity (Metric tons CO2e / NT$ 1 million): 0.0472
In 2025, the scope of the data covered Scope 1 and Scope 2 emissions of the Taipei office and three overseas offices. (GORG-KY was assessed by the auditor as no longer being under the Company’s control as of December 30, 2025.)
In 2025 greenhouse gas emissions (metric tons of CO2e): 73.9823
In 2025 Intensity (Metric tons CO2e / NT$ 1 million) : 0.0497 |

Note 1: Direct emissions (Scope 1, i.e., emissions directly from sources owned or controlled by the company), indirect energy emissions (Scope 2, i.e., indirect GHG emissions from imported electricity, heat, or steam), and other indirect emissions (Scope 3, i.e., emissions generated by the company's activities, which are not indirect energy emissions, but come from sources owned or controlled by other companies).
Note 2: The scope of direct emissions and energy indirect emissions data shall be handled in accordance with the time schedule set by the order stipulated in Article 10 (2) of this standard, while other indirect emissions information may be disclosed on a voluntary basis.
Note 3: Greenhouse Gas Inventory Standard: Greenhouse Gas Protocol, GHG Protocol or ISO14064-1 issued by International Organization for Standardization, ISO.
Note 4: The intensity of greenhouse gas emissions may be calculated per unit of product/service or revenue, but at least the data calculated in terms of business volume (NT$ 1 million) should be described.

1-1-2 Greenhouse Gas Confirmation Information

Describe the information of the most recent two years as of the printing date of the annual report, including the scope of confirmation, confirmation organization, confirmation criteria, and confirmation opinion.

The Company disclosed that the total greenhouse gas emissions will be 76.2773 metric tons of CO2e in 2024 and 73.9823 metric tons of CO2e in 2025 (accounting for 100% of the total emissions).

Not confirmed by the confirmation organization using the ISAE3410/ISO14064-3 standard.

The Company expects to conduct the confirmation in 2027.

Note 1: According to the schedule prescribed in the order issued under Article 10, paragraph 2 of the Regulation, if the Company has not obtained a complete greenhouse gas assurance opinion by the publication date of the annual report, the Company shall state that "Complete Assurance Information will be Disclosed in the Sustainability Report", and if the Company has not prepared a sustainability report, the Company shall state that "Complete Assurance Information will be Disclosed in the Public Information Observation Station", and disclose the complete assurance information in the annual report of the following year.

Note 2: The assurance body shall meet the organization’s provisions regarding assurance of sustainability reports prescribed by the TWSE and the TPEx.

Note 3: Please refer to the best practice reference examples on the website of the Corporate Governance Center of the Taiwan Stock Exchange for disclosure content.

123

1-2 greenhouse gas reduction targets, strategies and specific action plans

| Describe the base year of greenhouse gas reduction and its data. reduction targets, strategies and specific action plans, and the achievement of reduction targets. |
| --- |
| ※Quantitative management targets for greenhouse gas emissions in the future:
Indicator 1:
2026 (completed) Complete greenhouse gas inventory for subsidiaries included in consolidated financial statements and establish 2025 as the base year for subsidiaries included in consolidated financial statements.
In 2027 (short-term), the Company plans to complete the verification of greenhouse gas emissions at the parent-company level.
Indicator 2:
Completion of GHG inventory of the subsidiaries in consolidated financial statements in 2028 (medium-term).
The Company targets a greenhouse gas reduction of no less than 2% by 2030 (mid-term).
Indicator 3:
The Company targets a greenhouse gas reduction of no less than 5% by 2040 (mid-term).
The Company targets a greenhouse gas reduction of no less than 8% by 2050 and carbon neutrality. |

Note 1: According to the schedule prescribed in the order issued under Article 10 paragraph 2 of the Regulations.

Note 2: The base year shall be the year in which the consolidated financial report boundary is completed. For example, according to the schedule prescribed in the Standard issued under Article 10 paragraph 2 companies with a capital of more than NT$10 billion shall complete the consolidated financial report for 2024 in 2025 of the fiscal year, so the base year shall be 2024, and if the company has completed the consolidated financial report earlier, it may use that earlier year as the base year, and the data of the base year may be calculated by the average of a single year or a number of years.

Note 3: Please refer to the best practice reference examples on the website of the Corporate Governance Center of the Taiwan Stock Exchange for disclosure content.

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(VII) Fulfillment of the ethical corporate management practice principles and the differences from the "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies" and the reasons therefor.

Evaluation Items	The State of Operation
	Yes	No	Summary Description
I. Formulate ethical corporate management policy and plan
(I) Has the Company formulated an ethical corporate management policy approved by the Board of Directors, and are the policy and practice of ethical corporate management stated in the Company’s regulations and external documents, as well as the commitment of the Board of Directors and the senior management to actively implement the policy?	☑		(I) On March 24, 2016, the Company established and obtained Board approval for the “Ethical Corporate Management Best Practice Principles” and the “Procedures for Ethical Management and Guidelines for Conduct.” The Company continues to strengthen the promotion of its business philosophy and implement related policies, while the Board of Directors and senior management actively uphold ethical management as a fundamental consideration in corporate operations.
Integrity and honesty are among the Company’s core values. In order to maintain the expectations and trust placed in First Steamship by shareholders, employees, customers, suppliers, and the general public, the Company has required newly hired employees to sign an Integrity Commitment Statement since 2019, undertaking to comply with the Company’s ethical management-related regulations and refrain from any conduct that violates business ethics.
Beginning in 2020, the scope of the Integrity Commitment Statement signing requirement was expanded to include all incumbent employees, including senior management personnel. At present, all employees have	(I) No major difference.
			a) the company’s role in the process of the business.
b) the company’s role in the process of the business.
c) the business’s role in the process of the business.

Evaluation Items	The State of Operation			The differences from the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and the reasons therefor.
	Yes	No	Summary Description
(II) Whether the Company has established a mechanism for evaluating the risk of unethical conduct, regularly analyzes and evaluates the activities in the scope of business with a higher risk of unethical conduct, and based on this, has formulated a plan to prevent unethical conduct, which covers at least the preventive measures for the conduct set out in Article 7, Paragraph 2 of the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”?	☑		completed the signing process. In 2025, a total of 7 additional Integrity Commitment Statements were signed, and as of the end of 2025, the employee signing rate at First Steamship reached 100%.

(II) The Company’s Board Secretariat serves as the dedicated unit for promoting ethical corporate management, responsible for formulating and supervising the implementation of integrity management policies and prevention programs. It assists the Board of Directors and management in reviewing and assessing whether the preventive measures established for implementing ethical corporate management are effectively operating. The internal audit unit also evaluates compliance with relevant business processes and reports periodically to the Board of Directors. The implementation status of ethical corporate management for 2025 was submitted to the 38th meeting of the 22nd Board of Directors held on December 19, 2025. | (II) No major difference. |
| (III) Whether the Company has specified operating procedures, conduct guidelines, and disciplinary and complaint systems for violations in the plan to prevent unethical conduct and implemented the plan as well as regularly reviews and amends it? | ☑ | | (III) The implementation status of ethical corporate management for 2025 (Year 114) was submitted to the 38th meeting of the 22nd Board of Directors held on December 19, 2025. The Company has established the “Operating Procedures for Ethical Management and Guidelines for Conduct,” which specifies that the Company’s personnel should comply with the regulations and | (III) No major difference. |

128

129

130

131

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(II) Has the Company formulated standard operating procedures to investigate the reported matters, follow-up measures to be taken after the completion of the investigation, and the relevant confidentiality mechanisms? | ☑ | | (I) As set out in Article 21 of the Company’s “Procedures for Ethical Management and Guidelines for Conduct”, the Company encourages internal and external personnel to report unethical conduct or improper behavior and rewards them according to the severity of their reports. Internal personnel who make false reports or malicious accusations shall be subject to disciplinary sanction, and those with serious cases shall be dismissed. There is a mailbox on the Company’s website for whistleblowers to report and dedicated personnel will properly handle related matters. If there is any violation of the ethical corporate management regulations, the Company will sign off on punishments in accordance with the management regulations.

(II) As set out in Article 21 of the Company’s “Procedures for Ethical Management and Guidelines for Conduct”, the Company has formulated standard operating procedures to investigate the reported matters, follow-up measures to be taken after the completion of the investigation, and the relevant | (I) No major difference.

(II) No major difference. |

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(VIII) If the Company has established corporate governance principles and related rules, the Company shall disclose its inquiry methods: The Company has established corporate governance practice principles, corporate social responsibility practice principles, sustainable development best practice principles, operating procedures for ethical management and guidelines for conduct, and code of ethical conduct, and has disclosed the above corporate governance-related regulations on the Market Observation Post System and the Company's website for an inquiry by the Company's related parties.

(IX) Other important information that is helpful to understand the Company's implementation of corporate governance: The Company has disclosed material information in a timely manner.

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(X) Implementation of internal control systems

Statement of internal control systems

FIRST STEAMSHIP COMPANY LIMITED

Statement of internal control systems

Date: March 13, 2026

The Company states the following for its 2025 internal control systems based on the results of self-evaluation:

I. The Company knows that establishing, implementing and maintaining an internal control system is responsible for the Company's Board of Directors and managerial officers, and the Company has established this system. Its purpose is to provide reasonable assurance of the achievement of objectives such as the effectiveness and efficiency of operations (including profitability, performance and asset security, etc.), the reliability, timeliness, and transparency of reporting, as well as compliance with relevant rulings, laws and regulations, etc. The internal control system has its inherent limitations.

II. No matter how perfect the design is, an effective internal control system can only provide a reasonable assurance of the achievement of the above three objectives; moreover, due to changes in the environment and circumstances, the effectiveness of the internal control system may change accordingly. However, the Company's internal control system has a self-monitoring mechanism. Once a defect is identified, the Company will take corrective actions.

III. The Company determines the effectiveness of the design and implementation of its internal control system in accordance with the criteria of the effectiveness of the internal control system stipulated in the "Regulations Governing Establishment of Internal Control Systems by Public Companies" (hereinafter referred to as the "Regulations"). The criteria of the internal control system adopted in the "Regulations" are based on the process of managerial control and divide the internal control system into five components: 1. control environment, 2. risk evaluation, 3. control operations, 4. Information and communication, and 5. Monitoring operations. Each component consists of a number of items. Please refer to the "Regulations" for these items.

IV. The Company has adopted the aforementioned criteria of the internal control system to evaluate the effectiveness of the design and implementation of its internal control systems.

V. Based on the evaluation results of the preceding paragraph, the Company believed that the design and implementation of its internal control system were effective as of December 31, 2025 (including the supervision and management of subsidiaries), with an understanding of the extent to which the objectives of effectiveness and efficiency of operations were achieved, whether the reporting was reliable, timely, transparent, and if the compliance with relevant rulings, laws and regulations is met, and a reasonable assurance of the achievement of these objectives.

VI. This statement will become the main content of the Company's annual report and prospectus and will be made public. If the above-mentioned disclosures have falsehood or concealment, legal liability under Articles 20, 32, 171 and 174 of the Securities and Exchange Act will be incurred.

VII. This statement was approved by the Company's Board of Directors on March 13, 2026. Of the 7 directors who attended in person or by proxy, 0 expressed dissenting opinions, and the rest all agreed with the content of this statement and declared here.

FIRST STEAMSHIP COMPANY LIMITED

Chairman: Jen-Hao Kuo

General manager: Chien-Wan Chuang

If a CPA was appointed to conduct a special audit of the internal control systems, the CPA's review report shall be disclosed: None

(XI) During the last year or the current year up to the date of publication of the annual report, if the Company or its internal personnel have been punished in accordance with the law, or the Company has punished its internal personnel for violating the provisions of the internal control system. The contents of the punishments, major deficiencies and improvements should be listed:

On April 24, 2025, when the company announced FIRST STEAMSHIP's intended disposal of part of its shares in Grand Ocean-KY held by F.S.S.A. and A.C.L., it failed to clearly explain the sale ratio. A correction was issued on April 25, leading to a fine of NT$100,000 by the stock exchange.
On August 18, a significant subsidiary, F.S.S.A., sold 262,000 shares of Grand Ocean-KY on the centralized market, exceeding the daily transfer limit of 225,531 shares. The stock exchange requested an explanation on September 18. F.S.S.A. responded with an explanation, stating that the authorized personnel failed to timely grasp the number of shares already traded due to momentary oversight, which led to exceeding the limit that day. Personnel training has been enhanced to prevent this from happening again in the future.

Jen-Hao Kuo, the person in charge of important subsidiary F.S.S.A., was fined NT$240,000 by the Financial Supervisory Commission's Securities and Futures Bureau.

(XII) Important resolutions of the shareholder meeting and board meeting during the last year or the current year up to the date of publication of the annual report:

Important resolutions of the 2025 regular shareholders' meeting and their implementation

Shareholder Meeting Date	Important resolution	Implementation status
June 13, 2025
(Regular shareholder meeting)	Proposed Resolutions
1.2024 business report and financial statements.
Resolution: Passed as proposed.	The announcement of material information on the day of the shareholder meeting is an important resolution of the shareholder meeting.
	2.2024 profit or loss make-up proposal.
Resolution: Passed as proposed.	The execution has been completed.
	Discussion Items
1. Proposed amendments to certain provisions of the Company’s “Articles of Incorporation.”
Resolution: Passed as proposed.	After approval, the amended Articles of Incorporation were announced and uploaded to the Company’s website, and submitted to the Ministry of Economic Affairs for approval.
	2. Removal of the non-competition restrictions on directors.
Resolution: Passed as proposed.	Executed in accordance with the resolution.

Important resolutions of the board meeting during 2025 or the current year up to the date of publication of the annual report

Meeting Name	Date	Meeting Session	Item Order	Important Resolution
Board of Directors	January 17, 2025	22nd term 22nd session	1	Reported on the execution of internal audit work in November and December 2024.
			2	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.
			3	Approved the proposal for subsidiary Longevity Navigation S.A. to extend its loan facility with Bank of Panhsin, with the Company serving as joint guarantor.
			4	Approved the Company's proposed execution of a supplemental agreement to the corporate bond agreement with Pro Brand Technology (TW) INC.
			5	Approved the Company's plan to pay the year-end bonus to the managerial officers for 2024.
			6	Approved the adjustment of the remuneration of the Company's managerial officers.
Board of Directors	February 21, 2025	22nd term 23rd session	1	Reported on the Company's loan to Royal Sunway Development Co., Ltd., including the addition of SUNNYSTAND LIMITED as a joint guarantor, and the pledge of all its equity interest in Royal Sunway Development Co., Ltd. in favor of the Company as enhanced security for the creditor's rights.
			2	Reported on the execution of internal audit work in January 2025.
			3	Approved the removal of non-competition restrictions on directors.
			4	Approved the proposal of removing the prohibition on the Company's managerial officers from competing for business.
Board of Directors	March 14, 2025	22nd term 24th session	1	Reported on the Company and its subsidiaries (excluding Grand Ocean Retail Group Ltd. and its subsidiaries) have adopted the International Financial Reporting Standards (IFRS's) approved by the Financial Supervisory Commission to prepare consolidated financial reports since 2024.
			2	Reported on the execution of the Company's corporate governance in 2025.
			3	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.
			4	Approved the representatives appointment as corporate directors through the subsidiary Royal Sunway Development Co., Ltd.
			5	Approved to issue the Company's 2024 "Internal Control System Statement".
			6	Approved the proposal on the definition of the Company's entry-level employees.
			7	Approved the amendments to certain provisions of the Company's "Article of Incorporation".
			8	Approved the proposed amendments to certain articles of the "Payroll Cycle" in the Company's internal control system and internal audit implementation rules.

			9	Approved the Company's 2024 self-consolidated financial statement.
			10	Approved the date, place, method of convening, and agenda of the Company's 2025 Annual General Meeting, with voting rights exercisable by written or electronic means.
			11	Approved matters related to the acceptance of written shareholder proposals for the 2025 Annual General Meeting of the Company.
			12	Approved the proposal of removing the prohibition on the Company's managerial officers from competing for business.
			13	Approved to the extension of First Steamship S.A.'s proposed capital loan and Mariner Finance Ltd.
			14	Approved the company's proposed loan to Royal Sunway Development Co., Ltd. with Sunny Stand Limited as joint guarantor.
Board of Directors	March 28, 2025	22nd term 25th session	1	Reported on newly increased capital loans and endorsement guarantees from October to December 2024.
			2	Reported on the execution of internal audit work in February 2025.
			3	Approved the Company's Business Report, Consolidated Financial Statements, and Parent Company Only Financial Statements for 2024.
			4	Approved the Company's proposal for the distribution of employee and director remuneration for 2024.
			5	Approved the Company's 2024 profit and loss supplement proposal.
			6	Approved cancellation of the Endorsement and Guarantee Limit for the Company's Subsidiary Grand Ocean Retail Group Ltd.
Board of Directors	April 24, 2025	22nd term 26th session	1	Reported on the execution of internal audit work in March 2024.
			2	The proposal to dispose of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited is temporarily reserved.
			3	The proposal by First Steamship Group to dispose of part of its equity interest in the invested subsidiary Grand Ocean Retail Group Limited is temporarily reserved, and to appoint an independent expert to issue an opinion on the fairness of the price and the impact on the rights and interests of the Company's shareholders.
Board of Directors	May 14, 2025	22nd term 27th session	1	Reported on the execution of internal audit work in April 2025.
			2	Reported on newly increased capital loans and endorsement guarantees from January to March 2025.
			3	Reported on the results of the 2024 (11th term) corporate governance evaluation.
			4	Approved the proposal on the Company's consolidated financial reports for the first quarter of 2025.
			5	Approved the proposed amendments to certain provisions of the Subsidiary's "Procedures for Lending Funds to Others."
			6	Approved the application by the Company and its
			governance and financial statements.	financial statements for the Company.
			7	Approved the proposal to the General Board of Directors for the Second Quarter of 2025.
Board of Directors	June 1, 2025	22nd term 28th session	1	Reported on the execution of internal audit work in June 2024.
			2	Reported on the execution of internal audit work in June 2024.
			3	Approved the proposal to the General Board of Directors for the Second Quarter of 2025.
			4	Approved the proposal by First Steamship Group to the General Board of Directors for the Second Quarter of 2025.
			5	Approved the proposal by First Steamship Group to the General Board of Directors for the Third Quarter of 2025.
			6	Approved the application by the Company and its

				subsidiaries to extend loan lines from financial institutions due to business needs in the second quarter of 2025.
			7	Approved the extension of the loan to subsidiary First Steamship S.A. through Nature Sources Ltd..
			8	Approved the extension of the loan to Media Assets Global Ltd. through subsidiary First Steamship S.A.
			9	Approved the extension of the loan to Mariner Finance Ltd. through subsidiary First Steamship S.A.
			10	Approved the extension of the loan to Grand Ocean Retail Group Ltd. through subsidiary First Steamship S.A.
			11	Approved the independent expert opinion on the fairness of the price and the impact on the rights and interests of the Company's shareholders in connection with the proposed disposal of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited.
Board of Directors	May 26, 2025	22nd term 28th session	1	Approved the proposed transaction counterparty and method for the disposal of the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited.
Board of Directors	June 5, 2025	22nd term 29th session	1	Approved the transaction price and method for the disposal of the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited, as well as the share purchase agreement with the strategic investor.
Board of Directors	June 16, 2025	22nd term 30th session	1	Reported on the execution of internal audit work in May and June 2025.
			2	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.
			3	Approved the Company's 2024 Sustainability Report.
			4	Approved the extension of the loan to First Steamship Co., Ltd. through subsidiary First Steamship S.A.
			5	Approved the subsidiary Royal Sunway Development Co., Ltd. proposes to dispose of the land located in Haotian Section, Xizhi District, New Taipei City, together with the rights under the building permit and the contractual rights for the joint construction of residential buildings.
Board of Directors	June 27, 2025	22nd term 31st session	1	Approved the Company's subsidiary, Royal Sunway Development Co., Ltd. applying for a NT$40 million short-term loan from Shinshin Credit Co., Ltd., with the Company acting as joint guarantor.
Board of Directors	July 11, 2025	22nd term 32nd session	1	Approved the subsidiary First Steamship S.A. proposes to extend a loan to Grand Ocean Retail Group Ltd.
			2	Approved the proposed transaction price and volume for the disposal on the open market by the subsidiaries First Steamship S.A. and Ahead Capital Limited of their investment in the subsidiary Grand Ocean Retail Group Limited.
Board of Directors	August 13, 2025	22nd term 33rd session	1	Reported on the execution of internal audit work in June and July 2025.
			2	Reported on the status of new funds lending and endorsements from April to June 2025.

140

			3	Approved the proposal on the Company's consolidated financial reports for the second quarter of 2025.
			4	Approved the Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain Sunny Stand Limited as a joint guarantor.
Board of Directors	August 27, 2025	22nd term 34th session	1	Approved the subsidiary First Steamship S.A. proposes to obtain a HKD 50 million medium-term loan from SHK Finance Ltd., with the Company acting as a joint guarantor.
			2	Approved the subsidiary First Steamship S.A. proposes to extend a loan to First Steamship Co., Ltd.
			3	Approved the Company proposes to participate in the cash capital increase announced on July 30, 2025 by Da Yu Financial Holdings Limited.
Board of Directors	October 15, 2025	22nd term 35th session	1	Reported on the execution of internal audit work in August and September 2025.
			2	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.
			3	Approved the proposed amendments to the Company's "Sustainability Report Preparation and Assurance Procedures," the addition of the definition of entry-level employees under the "Payroll Cycle," and certain provisions of the subsidiary's "Procedures for Endorsements and Guarantees."
			4	Approved the subsidiaries First Steamship S.A. and Ahead Capital Limited propose to dispose of part of their equity interest in the invested subsidiary Grand Ocean Retail Group Limited on the open market at prevailing market prices.
Board of Directors	November 13, 2025	22nd term 36th session	1	Reported on the status of new funds lending and endorsements from July to September 2025.
			2	Reported on the performance evaluation and implementation results of the operations of the Board of Directors from November 2024 to October 2025.
			3	Approved the proposed revision of the Company's organizational structure.
			4	Approved the appointment of the Company's Vice President of Administrative Headquarters, Corporate Governance Officer, and Deputy Spokesperson.
			5	Approved the reappointment or change of directors and supervisors of the Company's invested companies.
			6	Approved the proposal of removing the prohibition on the Company's managerial officers from competing for business.
			7	Approved the proposed amendments to certain articles of the Company's "Sustainable Development Best Practice Principles."
			8	Approved the proposal on the Company's consolidated financial statements for the third quarter of 2025.
			9	Approved the Company's application for a short-term loan facility from Bank of Panhsin.
			10	Approved the subsidiary First Steamship S.A. proposes to extend a loan to First Steamship Co., Ltd.
			11	Approved the proposal for the subsidiary First Steamship S.A. to obtain a USD 1 million short-term loan facility from Long Set Investments Limited, with the Company acting as a joint guarantor.
			12	Approved the Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain

				Sunny Stand Limited as a joint guarantor.
Board of Directors	December 11, 2025	22nd term 37th session	1	Reported on the execution status of the disposal of part of the equity interest in the invested subsidiary Grand Ocean Retail Group Limited by the subsidiaries First Steamship S.A. and Ahead Capital Limited on the open market at prevailing market prices.
			2	Approved the Company proposes to dispose of part of the equity interest in Grand Ocean Retail Group Limited held by group companies.
Board of Directors	December 19, 2025	22nd term 38th session	1	Reported on the execution of internal audit work in October and November 2025.
			2	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.
			3	Reported on the Company's liability insurance coverage for directors, supervisors and key employees.
			4	Reported on the execution of the Company's corporate governance in 2025.
			5	Reported on the promotion of the Company's ethical corporate management and prevention of insider trading in 2025.
			6	Reported on the communication between the Company and the various stakeholders in 2025.
			7	Approved the Company's operating budget for 2026.
			8	Approved the independent judgment from December 2024 to November 2025 attesting CPAs in compliance with the competent authorities.
			9	Approved the audit fee proposal for 2025 attesting CPAs.
			10	Approved the proposal to accept the non-assurance service to be provided by KPMG in 2026.
			11	Approved the Company's 2026 annual audit plan by internal audit.
			12	Approved the adoption of the Company's "Information Security Policy" and the proposed amendments to the related internal control systems.
			13	Approved the Company's "Corporate Value Enhancement Plan."
			14	Approved the Company proposes to dispose of part of the equity interest in its invested subsidiary Grand Ocean Retail Group Limited, held by group companies, to strategic investor Trinity Gold Limited, together with the results of the relevant negotiations.
			15	Approved the appointment of the Company's Accounting Officer.
			16	Approved the proposal of removing the prohibition on the Company's managerial officers from competing for business.
			17	Approved the monthly remuneration to directors, independent directors and audit committee members of the Company.
18	Approved the periodic review of the remuneration of the Company's managerial officers.
Board of Directors	January 23, 2026	22nd term 39th session	1	Reported on the execution of internal audit work in November and December 2025.
			2	Reported on the status of the Group's disposal of a portion of its equity interest in its investee subsidiary, Grand Ocean Retail Group Limited, conducted on the

				open market at prevailing market prices.
			3	Approved the subsidiaries First Steamship S.A. and Ahead Capital Limited propose to dispose of part of their equity interest in the invested subsidiary Grand Ocean Retail Group Limited on the open market at prevailing market prices.
			4	Approved the renewal of a short-term borrowing facility in the amount of NT$130 million with Mega Bank.
			5	Approved the amendment to the terms of the Company's NT$2 billion syndicated credit facility with Chang Hwa Bank, under which a subsidiary will provide vessel collateral as endorsement and guarantee for the Company.
			6	Approved the proposed extension of the credit period and partial amendment to the terms of the Company's NT$2,000 million syndicated credit facility with Chang Hwa Bank.
			7	Approved the subsidiary First Steamship S.A. proposes to obtain a HKD 24 million short-term loan from SHK Finance Ltd., with the Company acting as a joint guarantor.
			8	Approved the extension of the short-term credit facility of USD 1 million granted by First Steamship S.A. to Long Set Investments Limited, with the Company acting as a joint guarantor.
			9	Approved the extension of the loan to First Steamship Co., Ltd. through subsidiary First Steamship S.A.
			10	Approved the appointment of the Company's General Manager.
			11	Approved the proposal of removing the prohibition on the Company's managerial officers from competing for business.
Board of Directors	February 10, 2026	22nd term 40th session	1	Approved the proposed amendments to certain provisions of the Company's "Procedures for Acquisition or Disposal of Assets."
			2	Approved the adjustment of the remuneration of the Company's managerial officers.
Board of Directors	March 13, 2026	22nd term 41st session	1	Approved the extension of the short-term credit facility of USD 1 million granted by First Steamship S.A. to Long Set Investments Limited, with the Company acting as a joint guarantor.
			2	Approved to issue the Company's 2025 "Internal Control System Statement".
			3	Approved the Company's 2025 self-consolidated financial statement.
			4	Approved the Company proposes to extend a loan to Royal Sunway Development Co., Ltd. and to obtain Sunny Stand Limited as a joint guarantor.
Board of Directors	March 30, 2026	22nd term 42nd session	1	Reported on the status of new funds lending and endorsements from October to December 2025.
			2	Reported on the execution of internal audit work in February 2026.
			3	Reported on the Company and its subsidiaries' progress in GHG emissions inventory.
			4	Reported on the progress of the Company's implementation of the IFRS Sustainability Disclosure

	Standards.
5	Approved the changes to the structure of the task force for the ESG Report, greenhouse gas inventory, and verification for the Company and its subsidiaries.
6	Approved the proposed revision of the Company's organizational structure.
7	Approved the proposed amendments to certain provisions of the Company's “Regulations on Delegation of Authority and Management of Authorized Agents” and “Seal Usage Management Regulations.”
8	Approved the adjustment of the duties of Mr. Dennis Wai Tak Yau, Chief Financial Officer, in response to changes in the Company's organizational structure.
9	Approved the award of the construction contract for the “L'AMOUR Residential New Construction Project on Tucheng Yongfu Section (Lots 70, 73, and 74),” to be undertaken by the subsidiary Royal Sunway Development Co., Ltd.
10	Approved the Company's Business Report, Consolidated Financial Statements, and Parent Company Only Financial Statements for 2025.
11	Approved the Company's proposal for the distribution of employee and director remuneration for 2025.
12	Approved the Company's 2025 profit and loss supplement proposal.
13	Approved the change of the Company's signing certified public accountants at KPMG.
14	Approved the proposed amendments to certain provisions of the Company's “Rules of Procedure for Shareholders' Meeting.”
15	Approved the date, place, method of convening, and agenda of the Company's 2026 Annual General Meeting, with voting rights exercisable by written or electronic means.
16	Approved matters related to the acceptance of written shareholder proposals for the 2026 Annual General Meeting of the Company.
17	Approved matters related to the acceptance of shareholder nominations for director candidates for the Company's 2026 Annual General Meeting.
18	Approved the proposed re-election of the Company's directors.
19	Approved the proposed waiver of the non-competition restriction for the newly appointed directors of the Company.

(XIII) During the last year or the current year up to the date of publication of the annual report, if board directors had different opinions on important resolutions approved by the Board of Directors with records or written statements, the main content of the opinions: None.

(XIV) For the last year or the current year up to the date of publication of the annual report, summarize the resignation and discharge of the Company's chairperson, general managers, accounting officer, finance officer, internal audit officer, corporate governance officer, and R&D officer:

Title	Name	Date of Appointment	Date of Removal	Reason for Resignation or Removal
Vice President, Administrative Headquarters	Ruei-Da Lin	107.06.15	114.10.31	Resignation / personal career planning
Corporate Governance Officer (Assistant Vice President)	Hsin-Kai Kung	111.05.16	114.10.31	Resignation / personal career planning
Assistant Vice President, Investment division	Hui-Chi Lin	110.03.01	114.10.31	Resignation / personal career planning
Assistant Vice President, Accounting department (Accounting officer)	Tzu-Yuan Pei	103.10.01	114.11.30	Resignation / personal career planning
General Manager	Jen-Hao Kuo	105.06.24	115.02.01	Removal / organizational adjustment

III. Information on CPA professional fees

CPA firm	CPA name	CPA audit period	Audit fee	Non-audit fees	Total	Remarks
KPMG Taiwan	Pan Chun Ming	January 1, 2025~December 31, 2025	6,430	822	7,252	Non-audit fees include the following services: 1. Business registration 2. Tax compliance audit 3. Other financial services fees, etc.
	Shu-Ying Chang

(I) Competency of CPAs (measured by AQIs): Submitted to the 37th meeting of the 3rd Audit Committee and the 38th meeting of the 22nd Board of Directors for review.

FIRST STEAMSHIP COMPANY LIMITED

Audit Quality Indicators (AQIs) used to assess the competency of CPAs

2025

Aspect	Category	Item order	Explanation	Competent or not, as the evaluation indicates	Board of Directors meeting
Aspect 1	Professionalism	Indicator 1-1	Audit experience	Yes	Approved as proposed without objection
		Indicator 1-2	Training hours	Yes	Approved as proposed without objection
		Indicator 1-3	Turnover	Yes	Approved as proposed without objection
		Indicator 1-4	Turnover	Yes	Approved as proposed without objection
Aspect 2	Quality control	Indicator 2-1	CPAs’ work load	Yes	Approved as proposed without objection
		Indicator 2-2	Audit engagement	Yes	Approved as proposed without objection
		Indicator 2-3	Engagement Quality Control Review (EQCR)	Yes	Approved as proposed without objection
		Indicator 2-4	Quality control support capability	Yes	Approved as proposed without objection
Aspect 3	Independence	Indicator 3-1	Non-audit fees	Yes	Approved as proposed without objection
		Indicator 3-2	Familiarity with customers	Yes	Approved as proposed without objection
Aspect 4	Oversight	Indicator 4-1	External inspection deficiency and punishment	Yes	Approved as proposed without objection
		Indicator 4-2	Official letter from the competent authority demanding improvement	Yes	Approved as proposed without objection
Aspect 5	Ability to innovate	Indicator 5-1	Innovation Planning or Initiatives	Yes	Approved as proposed without objection

(II) Independence of CPAs: Submitted to the 37th meeting of the 3rd Audit Committee and the 38th meeting of the 22nd Board of Directors for review.

益航股份有限公司
First Steamship Co., Limited
會計師獨立性及適任性評估表
Accountant Independence and Competency Assessment Form

一、評估年度：113年12月至114年11月
Assessment year : December 2024 to November 2025

二、評估日期：114.11.10
Evaluation date : 2025.11.30

三、評估委任會計師事務所及會計師：安侯建業聯合會計師事務所／潘俊名、張淑瑩會計師
Evaluation and appointment of accounting firms and accountants : KPMG
Accountants Firm / Pan,Jun-Ming and Chang,Shu-Ying Accountant.

四、評估內容：
Assessment content :

| 項目Item | 獨立性及適任性評估說明
Independence and Competency Notes | 評估結果
Evaluate | |
| --- | --- | --- | --- |
| | | 是
Yes | 否
No |
| 1 | 簽證會計師與本公司無直接或重大間接財務利益關係。
Certified public accountants hadn’t direct or indirect relationship of financial interests with FSC. | V | |
| 2 | 簽證會計師與本公司或本公司董事無融資或保證行為。
Certified public accountants hadn’t provide loans or guarantees to FSC or its director. | V | |
| 3 | 簽證會計師與本公司間無潛在之僱佣關係。
Certified public accountants hadn’t close business relationship or potential employment relationship with FSC. | V | |
| 4 | 簽證會計師及審計服務小組成員目前或最近二年內無擔任審計客戶之董監事、經理人或對審計案件有重大影響之職務。
Certified public accountants and its auditing teammates that hadn’t currently serve as directors, managers, or jobs that influence materially on auditing assignments or served as such in the past 2 years. | V | |

| 項目
Item | 獨立性及適任性評估說明
Independence and Competency Notes | 評估結果
Evaluate | |
| --- | --- | --- | --- |
| | | 是
Yes | 否
No |
| 5 | 簽證會計師對本公司所提供之非審計服務無直接影響審計案件之重要項目
Certified public accountants offer non-auditing services that hadn’t directly or indirectly affect auditing assignments to FSC. | V | |
| 6 | 簽證會計師無仲介本公司所發行之股票或其他證券
Certified public accountants hadn’t intermediary to the shares or other securities issued by FSC. | V | |
| 7 | 簽證會計師及審計服務小組成員無與本公司之董監事、經理人或對審計案件有重大影響職務之人員有親屬關係。
Certified public accountants and audit services team member that hadn’t kinship relations with FSC's directors, managers, or personnel who had great influence over auditing affairs. | V | |
| 8 | 簽證會計師已符合會計師職業道德規範公報第 10 號有關獨立性之規範，並取得簽證會計師出具之「獨立性聲明書」。
Certified public accountants had complied with the independence requirements of the Bulletin of the Code of Professional Ethics for Accountants No. 10 and obtained the "Declaration of Independence" issued by accountants. | V | |
| 9 | 簽證會計師並無已連續七年提供本公司審計服務。
Certified public accountants hadn’t provide audit services to FSC for seven consecutive years. | V | |
| 10 | 簽證會計師無收受本公司或其董監事、經理人或主要股東價值重大之禮物餽贈或特別優惠。
Certified public accountants hadn’t accepte any valuable gifts or special benefits from FSC or its directors, supervisors, managers or major shareholders. | V | |
| 11 | 簽證會計師定期主動向本公司提供最新的稅務、證管法令及國際財務報導準則(IFRS)等相關資訊。
Certified public accountants regularly and proactively provided FSC with the latest tax, securities laws and regulations, and International Financial Reporting Standards (IFRS) and other related information. | V | |
| 12 | 簽證會計師協助本公司與主管機關間之溝通與協調。
Certified public accountants assisted FSC in communication and coordination with the competent authorities. | V | |

148

項目 Item	獨立性及適任性評估說明 Independence and Competency Notes	評估結果 Evaluate
		是 Yes	否 No
13	各期財務報告皆能於期限內完成查核或核閱。 Each financial report was audited or reviewed within the deadline.	V
14	公司已取得事務所審計品質指標(AQI)報告。 FSC obtained the Audit Quality Index (AQI) report from KPMG.	V

註 Note：益航股份有限公司 First Steamship Co., Limited（以下簡稱 FSC）

五、評估結果：

Evaluation results：

本年度財務報表委任安侯建業聯合會計師事務所滙俊名、張淑瑩會計師簽證，經評估二位會計師獨立性及適任性均符合無虞。

After implementing the results of the preceding assessment, Pan, Jun-Ming and Chang, Shu-Ying Accountant of KPMG Accountants Firm were appointed to issue the financial statements for this year. It was assessed that the independence and competency of the two accountants were satisfactory.

核准：
Approved

評估人員：
Evaluated

IV. Information on the replacement of CPA: None.

V. Anyone among the Company's chairperson, general managers, or any managerial officers in charge of finance or accounting affairs who have in the last year held a position at the counting firm of the attesting CPA or an affiliate of the accounting firm: None.

VI. Any equity transfer or change in equity pledge by a director, supervisor, managerial officer, or shareholder with $10\%$ stake or more during the last year or during the current year up to the date of publication of the annual report.

(I) Director, supervisor, managerial officer, or shareholder with $10\%$ stake or more

Title	Name	2025		2026 up to March 31
		Change in shares held	Change in shares pledged	Change in shares held	Change in shares pledged
Chairperson	Yonghenghui Investment Co. Ltd.	0	0	0	0
	Representative Jen-Hao Kuo	0	0	0	0
Director	Henghua Investment Co., Ltd.	0	0	0	0
	Representative Chien-Wan Chuang	0	0	0	0
Director	Xundong Investment Co., Ltd.	0	0	0	0
	Representative Dennis Wai-Tak Yau	0	0	0	0
Independent director	Tseng-ping Chao	0	0	0	0
Independent director	Jung-Tsung Yang	0	0	0	0
Independent director	Ping-Sum Lui	0	0	0	0
Independent director	Jaime Che (Assuming office on June 16, 2023)	0	0	0	0
General Manager (Note1)	Jen-Hao Kuo	0	0	0	0
General Manager (Note2)& Chief Operating Officer of Marine Business Unit	Chien-Wan Chuang	0	0	0	0
Chief Financial Officer & Corporate Governance Officer (Note3)	Dennis Wai-Tak Yau	0	0	0	0
Vice President, Administrative Headquarters (Note4)	Ruei-Da Lin	0	0	0	0
Assistant Vice President, Accounting department (Accounting officer) (Note5)	Tzu-Yuan Pei	0	0	0	0
Assistant Vice President, Board secretariat	Yen-Ling Lin	0	0	0	0
Assistant Vice President, Investment division(Note6)	Hui-Chi Lin	0	0	0	0
Assistant Vice President, Treasury department	Ko-Hua Chu	0	0	0	0
Corporate Governance Officer Assistant Vice President (Note7)	Hsin-Kai Kung	0	0	0	0
Manager, Accounting Department (Accounting Officer) (Note8)	Chen-Fang Liu	0	0	0	0

(II) If the counterparty to whom the shares are transferred is a related party, the name, relationship with the Company, directors, supervisors, officers and shareholders holding more than 10% of the shares, and the number of shares acquired by such counterparty shall also be disclosed: Not applicable.

(III) If the counterparty to whom the shares are pledged is a related party, the name, relationship with the Company, directors, supervisors, officers and shareholders holding more than 10% of the shares, and the number of shares acquired by such counterparty shall also be disclosed: Not applicable.

(Note 1): Mr. Jen-Hao Kuo was relieved from the position of General Manager on February 1, 2026.

(Note 2): Mr. Chien-Wan Chuang assumed the position of General Manager on February 1, 2026.

(Note 3): Mr. Dennis Wai-Tak Yau assumed the position of Corporate Governance Officer on November 13, 2025.

(Note 4): Mr. Ruei-Da Lin resigned from the position of Vice President of the Administrative Headquarter on October 31, 2025.

(Note 5): Ms. Tzu-Yuan Pei resigned from the position of Assistant Vice President of the Accounting Department (Accounting Officer) on November 30, 2025.

(Note 6): Mr. Hui-Chi Lin resigned from the position of Assistant Vice President of the Investment Division on October 31, 2025.

(Note 7): Mr. Hsin-Kai Kung resigned from the position of Corporate Governance Officer (Assistant Vice President) on October 31, 2025.

(Note 8): Ms. Chen-Fang Liu assumed the position of Manager of the Accounting Department (Accounting Officer) on December 19, 2025.

151

VII. Information on the relationship among the top 10 shareholders if anyone is a related party, a spouse or a relative within the second degree of kinship of another
April 20, 2026

Name	Shareholding by the individual		Shareholding of spouse and minor children		Shareholding in the name of others		The name of and relationship among the top 10 shareholders if anyone is a related party, a spouse or a relative within the second degree of kinship of another		Remarks
	Number of shares	Share-holding (%)	Number of shares	Share-holding (%)	Number of shares	Share-holding (%)	Name (or alias)	Relation
Henghua Investment Co., Ltd.	57,065,945	6.92	0	0	0	0	None	None	None
Person in charge: Yung-Kang Chuang	0	0	0	0	0	0	None	None
Capital Securities Corp. in custody for Investment Account of Luk Fook Securities (HK) Ltd.	46,358,716	5.62	0	0	0	0	None	None	None
Yonghenghui Investment Co., Ltd.	23,791,000	2.88	0	0	0	0	None	None	None
Person in charge: Jen-Hao Kuo	1,057,006	0.13	0	0	0	0	None	None
Xundong Investment Co., Ltd.	15,154,441	1.84	0	0	0	0	None	None	None
Person in charge: Seng-Chay Lee	0	0	0	0	0	0	None	None
JPMorgan Chase Bank (Taiwan) in custody for Advance Starlight Aggregate International Stock Index Fund	9,797,441	1.19	0	0	0	0	None	None	None
JPMorgan Chase Bank (Taiwan) in custody for Vanguard Emerging Markets Fund Investment Account	9,150,968	1.11	0	0	0	0	None	None	None
CTBC Bank in custody for CTBC Securities Investment Account	6,868,000	0.83	0	0	0	0	None	None	None
JPMorgan Chase Bank (Taiwan) in custody for Advance Trust Stock Index II Investment Account	5,642,000	0.68	0	0	0	0	None	None	None
Citi Commercial Bank (Taiwan) in custody for DFA Emerging Markets Core Securities Investment Account	5,234,960	0.63	0	0	0	0	None	None	None
Citibank (Taiwan) in custody of Dimension Emerging Markets Evaluation Fund Investment Account	2,874,042	0.35	0	0	0	0	None	None	None

VIII. The total number of shares and the consolidated equity stake percentage held in any single reinvested enterprise by the Company, its directors, supervisors, managerial officers, or any companies controlled either directly or indirectly by the Company

December 31, 2025 Unit: shares: %

Reinvested enterprises	Investment by the Company		Directors, supervisors, managerial officers, or investment controlled either directly or indirectly by the Company		Total investment
	Number of shares	Share-holding (%)	Number of shares	Share-holding (%)	Number of shares	Share-holding (%)
Royal Sunway Development CO., Ltd.	16,500,000	55.00	-	-	16,500,000	55.00
First Steamship S.A.	594	100.00	-	-	594	100.00
First Mariner Holding Ltd.	49,300,000	100.00	-	-	49,300,000	100.00
Alliance Steamship S.A.	120,000	100.00	-	-	120,000	100.00
Best Steamship S.A.	170,000	100.00	-	-	170,000	100.00
Black Sea Steamship S.A.	110,000	100.00	-	-	110,000	100.00
Excellent Steamship International S.A.	90,000	100.00	-	-	90,000	100.00
Grand Steamship S.A.	160,000	100.00	-	-	160,000	100.00
Longevity Navigation S.A.	135,000	100.00	-	-	135,000	100.00
Praise Maritime S.A.	185,000	100.00	-	-	185,000	100.00
Reliance Steamship S.A.	120,000	100.00	-	-	120,000	100.00
Ship Bulker Steamship S.A.	120,000	100.00	-	-	120,000	100.00
Shining Steamship International S.A.	96,000	100.00	-	-	96,000	100.00
Sure Success Steamship S.A.	143,000	100.00	-	-	143,000	100.00
Da Yu Financial Holdings Limited	994,980,000	29.11	-	-	994,980,000	29.11
Grand Ocean Retail Group Ltd.	10,437,000	5.34	46,284,000	23.67	56,721,000	29.01
Sandmartin International Holdings Limited	473,869,283	38.52	-	-	473,869,283	38.52
Jia Wang Asset Development Co., Ltd.	-	-	980,000	49.00	980,000	49.00
Ahead Capital Ltd.	-	-	1,550	100.00	1,550	100.00
Media Assets Global Ltd.	-	-	50,000	100.00	50,000	100.00
Heritage Riches Ltd.	-	-	5	100.00	5	100.00
Nature Sources Ltd.	-	-	8,430,000	100.00	8,430,000	100.00
First Mariner Capital Ltd.	-	-	32,920,000	100.00	32,920,000	100.00
Mariner Far East Ltd.	-	-	3,800,000	100.00	3,800,000	100.00
Mariner Capital Ltd.	-	-	28,010,000	100.00	28,010,000	100.00
Mariner Finance Ltd.	-	-	Not applicable	100.00	Not applicable	100.00

Three. Capital Overview

I. Company capital and shares

(I) Source of capital

Year and Month	Issue price	Authorized capital stock		Paid-in capital		Remarks
		Number of shares	Amount (NT$)	Number of shares	Amount (NT$)	Source of capital (NT$)	Using property other than cash as payment of shares	Others
2001.12		520 million	5.2 billion	441,622,500	4,416,225,000	-	0
2002.08		520 million	5.2 billion	211,993,334	2,119,933,340	Capital reduction 2,296,291,660	0	Note 1
2003.02	*2.8	520 million	5.2 billion	370,564,759	3,705,647,590	*Cash capital increase by private placement 1,585,714,250	0	Note 2
2004.02		520 million	5.2 billion	243,192,314	2,431,923,140	Capital reduction 1,273,724,450	0	Note 3 Note 4
2004.02	10	520 million	5.2 billion	244,188,000	2,441,880,000	*Cash capital increase by private placement 9,956,860	0	Note 4
2009.08	10	520 million	5.2 billion	268,606,800	2,686,068,000	Capital increase by retained earnings 244,188,000	0	Note 5
2010.03	43.9	520 million	5.2 billion	269,342,562	2,693,425,620	Conversion of overseas corporate bonds into shares 7,357,620	0	Note 6
2010.08	43.9	520 million	5.2 billion	272,506,337	2,725,063,370	Conversion of overseas corporate bonds into shares 31,637,750	0	Note 7
2010.12	43.2	520 million	5.2 billion	275,187,965	2,751,879,650	Conversion of overseas corporate bonds into shares 26,816,280	0	Note 8
2011.04	43.2	520 million	5.2 billion	277,211,792	2,772,117,920	Retirement of treasury shares of 16,000,000 Conversion of overseas corporate bonds into shares 36,238,270.	0	Note 9
2011.06	43.2	520 million	5.2 billion	279,023,706	2,790,237,060	Conversion of overseas corporate bonds into shares 18,119,140.	0	Note 10
2011.08	43.2	520 million	5.2 billion	280,182,150	2,801,821,500	Retirement of treasury shares 21,030,000 Conversion of overseas corporate bonds into shares 32,614,440.	0	Note 11
2011.12		520 million	5.2 billion	277,617,150	2,776,171,500	Retirement of treasury shares 25,650,000	0	Note 12
2013.01	22	520 million	5.2 billion	377,617,150	3,776,171,500	Cash capital increase of 1,000,000,000	0	Note 13
2016.08		520 million	5.2 billion	370,883,150	3,708,831,500	Retirement of treasury shares 67,340,000	0	Note 14
2017.08	7.6	800 million	8 billion	630,883,150	6,308,831,500	Cash capital increase of 2,600,000,000	0	Note 15

Continued from previous page

Year and Month	Authorized capital stock		Paid-in capital		Remarks
	Number of shares	Amount (NT$)	Number of shares	Amount (NT$)	Source of share capital(NT$)	Using property other than cash as payment of shares	Others
2020.11	1.2 billion	12 billion	686,762,634	6,867,626,340	Capital increase by retained earnings 558,794,840	0	Note 16
2021.04	1.2 billion	12 billion	745,968,008	7,459,680,080	Conversion of overseas corporate bonds into shares 592,053,740	0	Note 17
2021.07	1.2 billion	12 billion	790,372,038	7,903,720,380	Conversion of overseas corporate bonds into shares 444,040,300	0	Note 18
2021.09	1.2 billion	12 billion	834,776,067	8,347,760,670	Conversion of overseas corporate bonds into shares 444,040,290	0	Note 19
2023.04	1.2 billion	12 billion	824,776,067	8,247,760,670	Retirement of treasury shares 100,000,000	0	Note 20

Note 1: (1) Approved on 2002.7.30 with Letter Tai-Cai-Zheng-Yi-Zi No. 0910131595

(2) Approved on 2002.9.9 with Letter Jing-Shou-Shang-Zi No. 09101358450.

Note 2: Approved on 2003.3.20 with Letter Jing-Shou-Shang-Zi No. 09201075240

Note 3: Approved on 2004.1.27 with Letter Tai-Cai-Zheng-Yi-Zi No. 0930101443.

Note 4: Approved on 2004.3.2 with Letter Jing-Shou-Shang-Zi No. 09301032480.

Note 5: Approved on 2009.8.25 with Letter Jing-Shou-Shang-Zi No. 09801193130.

Note 6: Approved on 2010.5.03 with Letter Jing-Shou-Shang-Zi No. 09901089020.

Note 7: Approved on 2010.9.23 with Letter Jing-Shou-Shang-Zi No. 09901213260.

Note 8: Approved in 2011.2 with Letter Jing-Shou-Shang-Zi No. 10001025230.

Note 9: Approved in 2011.4 with Letter Jing-Shou-Shang-Zi No. 10001083570.

Note 10: Approved in 2011.6 with Letter Jing-Shou-Shang-Zi No. 10001130930.

Note 11: Approved in 2011.9 with Letter Jing-Shou-Shang-Zi No. 10001213270.

Note 12: Approved in 2012.1 with Letter Jing-Shou-Shang-Zi No. 10101004750.

Note 13: Approved in 2013.2 with Letter Jing-Shou-Shang-Zi No. 10201023280.

Note 14: Approved in 2016.8 with Letter Jing-Shou-Shang-Zi No. 10501197110.

Note 15: Approved in 2017.6 with Letter Jing-Shou-Shang-Zi No. 10601071930.

Note 16: Approved in 2020.11 with Letter Jing-Shou-Shang-Zi No. 10901211790.

Note 17: Approved in 2021.4 with Letter Jing-Shou-Shang-Zi No. 11001066170

Note 18: Approved in 2021.8 with Letter Jing-Shou-Shang-Zi No. 11001127950

Note 19: Approved in 2021.9 with Letter Jing-Shou-Shang-Zi No. 11001173680

Note 20: Approved in 2023.4 with Letter Jing-Shou-Shang-Zi No. 11230057560

Share type	Authorized capital stock
	Outstanding shares			Unissued shares	Total
	Already listed	Not listed	Total
Common stock	824,776,067	-	824,776,067	375,223,933	1,200,000,000

Note: The Company does not use the shelf registration system for the issuance of marketable securities.

(II) List of major shareholders

April 20, 2026

| Shares
Name of major shareholder | Shareholding | Shareholding (%) |
| --- | --- | --- |
| Henghua Investment Co., Ltd. (The person in charge: Yung-Kang Chuang) | 57,065,945 | 6.92 |
| Capital Securities Corp. in custody for Investment Account of Luk Fook Securities (HK) Ltd. | 46,358,716 | 5.62 |
| Yonghenghui Investment Co., Ltd. (The person in charge: Jen-Hao Kuo) | 23,791,000 | 2.88 |
| Xundong Investment Co., Ltd. (The person in charge: Seng-Chay Lee) | 15,154,441 | 1.84 |
| JPMorgan Chase Bank (Taiwan) in custody for Advance Starlight Aggregate International Stock Index Fund | 9,797,441 | 1.19 |
| JPMorgan Chase Bank (Taiwan) in custody for Vanguard Emerging Markets Fund Investment Account | 9,150,968 | 1.11 |
| CTBC Bank in custody for CTBC Securities Investment Account | 6,868,000 | 0.83 |
| JPMorgan Chase Bank (Taiwan) in custody for Advance Trust Stock Index II Investment Account | 5,642,000 | 0.68 |
| Citi Commercial Bank (Taiwan) in custody for DFA Emerging Markets Core Securities Investment Account | 5,234,960 | 0.63 |
| Citibank (Taiwan) in custody of Dimension Emerging Markets Evaluation Fund Investment Account | 2,874,042 | 0.35 |
| Total | 181,937,513 | 22.06 |

(III) Dividend policy and implementation

If the result of the final accounting close concludes the Company makes profits for the period, it should first make up for the accumulated losses, then allocate 10% as legal reserve according to law except when the legal reserve has reached the amount of the Company's paid-in capital. Then, the special reserve is provided for or reversed as required by law or by the competent authority. The Board of Directors shall prepare a proposal for distributing the remaining earnings, together with the cumulative unappropriated earnings at the beginning of the period, and submit it to the shareholder meeting for resolution.

The Company's dividend policy is established with reference to the current and future industry dynamics, capital requirements and financial structure. It stipulates that the distributable earnings, unless otherwise reserved, may be paid out in the form of stock dividends or cash dividends, with the cash dividends not less than 10% of the total dividends.

Proposal of dividend distribution at the shareholder meeting

On March 30, 2026, the Company's Board of Directors approved a resolution on the profit distribution and supplement proposal of 2025. The company's undistributed profit at the beginning of the period was NT$(288,218,695), plus the remeasurement of the defined benefit plan of NT$1,150,089, minus the net loss after tax of 2025 of NT$(1,343,910,206) and the change in equity of associated and joint ventures accounted for using the equity method of NT$(742,424), and the changes in ownership interests in subsidiaries of NT$(68,151,308), the accumulated deficit amounted to NT$(1,411,653,849). No dividends will be distributed; after the resolution of the shareholders' meeting on June 18, 2026 is passed, it will be handled in accordance with relevant regulations.

Expected significant changes in dividend policy: None

(IV) The effect of the stock dividends to be resolved at the shareholder meeting on the Company's operating performance and earnings per share:

There is no proposed allotment of free rights shares at this shareholders' meeting.

(V) Correlation of the remuneration to directors, supervisors, and employees with the evaluation of their performance

The percentage or range of profits sharing with employees, directors and supervisors as set forth in the Company's Article of Incorporation are as follows:

The Company should contribute no less than 1% of the profit as employee remuneration and no more than 3% as director remuneration when there is profit (profits before tax minus the distribution of profits sharing with employees, directors and supervisors) for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit.

Employee compensation could be distributed by cash or shares. The recipients of shares and cash may include the employees of the Company's affiliated companies under certain conditions approved by the board of directors. Directors' remuneration should only be distributed in the form of cash.

The basis for estimating the amount in profits sharing with employees, directors and supervisors for the current period, the basis for calculating the number of shares distributed as employee profits sharing, and the accounting treatment if the actual amount of distribution differs from the estimated amount:

Profits sharing with employees, directors and supervisors is based on profits before tax minus the distribution of profits sharing with employees, directors and supervisors, with no less than 1% as employee profits sharing and no more than 3% as director and supervisor profits sharing. If there is a significant change in the amount of distribution resolved by the Board of Directors before the Board of Directors approves the annual financial statements, the amount difference is posted as an adjustment to the original expense for the year. If there is still a change in the amount after the Board of Directors' approval of the annual financial statements, the amount difference is treated as a change in accounting estimate and posted to the following year. If the Board of Directors resolves to pay stock for employee profits sharing, the basis for calculating the number of shares is the closing price on the day before the Board of Directors' resolution, taking into account the ex-dividends effect.

Distribution of profits sharing approved by the Board of Directors.

(1) Amount of profits sharing with employees, directors and supervisors distributed in cash or stock. If there is a difference from the amount estimated in the year in which the expense is recognized, the amount of the difference, the reason for the difference, and the treatment of the difference shall be disclosed:

According to the Company's Articles of Incorporation, if the Company has earnings, it shall distribute remuneration to employees, directors, and supervisors in cash as required. Since it is Loss before income tax in 2025, no

157

provision will be made.

(2) The proposed amount of stock-based profits sharing with employees and its proportion to the net profits after-tax and total profits sharing amount to employees for the period: Not applicable.

The difference between the actual amount of profits sharing with employees, directors and supervisors in the previous year (including the number of shares distributed, the amount and the price of the shares) and the recognized amount of profits sharing with employees, directors and supervisors, the reasons for the difference and the treatment of the difference should be described :

The employee remuneration and director and supervisor remuneration provided for 2024 are NT$ 0 and NT$ 0 respectively. There is no difference between the company's estimated amount and the actual distribution situation.

According to Article 25 of the Articles of Incorporation, the Company shall pay compensation to directors for their performance of duties based on the extent of their participation in the Company's operations and the value of their contributions, and with reference to the usual standard in the industry in accordance with the Company's Article of Incorporation. In addition, according to Article 25 and Article 31 of the Articles of Incorporation, if the Company has earnings in a given year, it shall allocate no greater than 3% of such profits as director remuneration. Independent directors are not allowed to participate in the distribution of directors' remuneration. The Company assesses directors' remuneration regularly by its "Rules for Performance Evaluation of Board of Directors". The assessment scope includes five indicators, namely, grasp of company goals and tasks, awareness of the duties of a director, extent of participation in the Company's operations, internal relation management and communication, professional and continuing education of directors, and internal control. The performance of the Chairperson is measured by looking at the operating performance indicators and sustainable development indicators. The assessment scope includes the financial statements and sustainability report. The reasonability of performance evaluation and remuneration is regularly reviewed by the Remuneration Committee and the Board of Directors.

Remuneration to managers are determined by the Company's "Regulations for Management of Remuneration to Directors and Managers", taking into account the prevailing remuneration and welfare standards in Taiwan's Human Resources market and among industry peers. Appointed managers shall receive a salary that matches their title, job, education, experience, professional competency, and duties. The scope of regular assessment includes extent of contribution to the Company's profits, work fulfillment rate, cost awareness, work quality, and coordination, based on which reasonable compensation is given. The remuneration system for directors and managers will be reviewed in a timely manner so required by operating circumstances or relevant laws and regulations.

Policy on linking senior managerial officers' remuneration with ESG-related performance evaluation:

To ensure sustainable operation and emphasize the long-term development of key talent,

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the Company, in order to motivate senior executives, established and disclosed in 2024 a policy linking the remuneration of senior executives with ESG-related performance evaluation. The Company plans to link sustainable development with the incentive compensation of the Chairman and senior executives starting from 2025.

Target	Indicator	Implementation Method (Weighting)
Chairman	Financial Performance	40%
	Risk Management	20%
	Compliance with Laws and Regulations	20%
	Talent cultivation	10%
	Greenhouse Gas Emissions : Power Saving	5%
	Water Consumption	5%
Senior Managerial Officers (General Manager, Vice President)	Greenhouse Gas Emissions : Power Saving	5%
	Water Consumption	5%

The operating achievements are properly reflected on employees' salary. To meet the regulatory welfare requirements and formulate a fair, transparent remuneration policy, FIRST STEAMSHIP, aside from providing a remuneration system that is both assuring and stimulating, also offers generous benefits so that employees can concentrate on work and big bonus so that employees can continue to improve themselves.

(1) Fair and just remuneration standards correlated with occupational competency
(2) Regular, transparent performance evaluation and bonus systems
(3) Employee welfare guaranteed by the welfare unit
(4) Defined pension contributions meeting the legal requirements

According to Article 31 of the Company's Articles of Incorporation, if the Company makes profits during the year (i.e., profits before tax inclusive of profits to be distributed as employee compensation and director compensation), no less than 1% of such profits should be appropriated as employee compensation, aiming to share the Company's operating profits with employees according to their performance, so that their remuneration will grow in tandem with the Company's operating performance. In addition, the Company has put in place some internal regulations, e.g., Code of Ethical Conduct, and Ethical Corporate Management Best Practice Principles, so as to align employees' conduct with legal requirements, thereby facilitating sustainable development.

Set a succession plan for members of the Board of Directors and the key management Succession plan for the key management and the operation thereof:

(1) Succession Planning and Operation for Board Members: The Company cultivates

senior managerial officers to join the Board of Directors, enabling them to become familiar with board operations and the business of various units within the Group. Currently, three senior management personnel serve as directors of the Company, all of whom possess the necessary knowledge, skills, and qualities required to perform their duties.

(2) Succession Planning and Operation for Key Management: The Company arranges on-the-job training courses for managerial officers, encourages and assists them in continuing education (currently one person is pursuing further education at the National Chengchi University Law School Master's Program for working professionals, class of 2024, developing legal expertise for professional managers to enhance business operation safety). Through job rotation, managerial officers become familiar with the operations of various departments within the Company and business units across the Group. The Company currently has two Assistant Vice Presidents in the finance and corporate governance functions, serving as part of the succession pipeline for senior managerial positions.

Practice diversity and equality at workplace

The Company offers equal access to men and women alike to promotion. In 2025, female employees accounted for 54.29% of total employees, and female managers accounted for 33.33% of all managers.

(VI) Repurchases of the Company’s shares: None

II. Issuance of corporate bonds: None
III. Issuance of special shares: None
IV. Issuance of overseas depository receipts: None
V. Employee stock option plan: None
VI. Employee restricted stock: None
VII. Mergers and acquisitions (including consolidations, acquisitions and divisions) or issuance of new shares due to acquisition of shares of other companies: None.
VIII. Financing planning and implementation: None.

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Four. Operation Overview

I. Business content

(I) The main contents of the business are as follows

The main contents of the business are as follows :
(1) F111090 Wholesale of Building Materials.
(2) F113010 Wholesale of Machinery.
(3) F113030 Wholesale of Precision Instruments.
(4) F114010 Wholesale of Motor Vehicles.
(5) F114060 Wholesale of Ship and Component Parts.
(6) F211010 Retail Sale of Building Materials.
(7) F213040 Retail Sale of Precision Instruments.
(8) F213080 Retail Sale of Machinery and Tools.
(9) F214010 Retail Sale of Motor Vehicles.
(10) F401010 International Trade.
(11) G801010 Warehousing.
(12) H201010 Investment.
(13) H701010 Housing and Building Development and Rental.
(14) H701020 Industrial Factory Development and Rental.
(15) H701040 Specific Area Development.
(16) H701050 Investment, Development and Construction in Public Construction.
(17) H701060 New Towns, New Community Development.
(18) H703090 Real Estate Business.
(19) H703100 Real Estate Leasing.
(20) I101120 Shipbuilding Consulting.
(21) I102010 Investment Consulting.
(22) I103060 Management Consulting.
(23) I401010 General Advertisement Service.
(24) JB01010 Conference and Exhibition Services.
(25) JJE01010 Rental and Leasing.
(26) ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
Business proportion (%):
Parent company only
Unit: Thousand NT$

Item	2024		2025
	Amount	%	Amount	%
Agency income	-	0.00	-	0.00
Rental income	8,586	100.00	9,028	100.00
Consulting Services Income	-	0.00	-	0.00
Total	8,586	100.00	9,028	100.00

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Consolidated
Unit: Thousand NT$

Item	2024		2025
	Amount	%	Amount	%
Commission income (department store revenues - associated operations)	839,261	51.96	663,259	44.53
Merchandise sales (department store revenues - self operated)	529,614	32.79	447,915	30.07
Rental income	1,057,050	65.45	952,974	63.99
Marine transportation revenue	1,583,988	98.07	1,447,889	97.22
Interest income from financial leasing	5,429	0.34	290	0.02
Service income and others	834,650	51.68	728,278	48.90
Less: Reclassified to discontinued operations	(3,234,915)	-200.29	(2,751,254)	-184.73
Total	1,615,077	100.00	1,489,351	100.00

Note: For strategic considerations at the Group level, the Company disposed of its shareholding in GRAND OCEAN RETAIL GROUP LTD. in stages during 2025. As of December 30, 2025, the independent auditors have determined that the Company no longer has substantive control over Grand Ocean Retail Group, and therefore the department store segment has been classified as a discontinued operation.

Current main services and new products and services planned to be developed
Marine Transportation Business

The Company's marine transportation business is international dry bulk cargo transportation, with cope of operation spanning various secure ports around the world, providing bulk cargo transportation and vessel leasing services to customers from time to time and mainly transporting bulk materials such as grain, ore, coal, fertilizer and other raw materials. At present, the Group has 11 operating vessels, including 5 Kamsarmax, 2 Lightweight and 4 Supramax vessels, which are on period charter, voyage charter, bareboat charter or syndicated charter to provide stable, safe and economical transportation services in seaworthy ports around the world from time to time.

The Group currently has the following operating vessels:

Vessel name	Vessel type	Weight tonnage	Vessel registration
Ever Imperial	Kamsarmax	85,025	Panama
Ever Best	Kamsarmax	81,717	Panama
Ever Grand	Kamsarmax	81,688	Panama
Ever Shining	Kamsarmax	81,842	Liberia
Ever Excellent	Kamsarmax	81,935	Liberia
Ever Alliance	Supramax	57,991	Panama
Ever Reliance	Supramax	57,991	Panama
Ever Success	Supramax	58,086	Panama
Medi Aero	Supramax	57,517	Panama
Ever Brilliant	Handy	28,367	Panama
Ever Gallant	Handy	28,206	Panama

New products and services planned to be developed: None.

(II) Industry Overview

Current state and development of the industry

The dry bulk market is expected to remain highly uncertain in the year ahead, while not exhibiting a one-way trend. Under a baseline scenario of continued supply-side growth and moderate demand expansion, freight rate levels are likely to remain under pressure. However, the market may still experience periodic upswings driven by seasonal demand, route diversions, port efficiency, and unexpected events.

In response to such an environment, in addition to continuously optimizing fleet structure, improving vessel efficiency, and enhancing compliance capabilities, it is also necessary to strengthen the diversification of trade routes and cargo sources, enhance cost pass-through and risk-sharing mechanisms in contract terms, and maintain operational flexibility amid market volatility, so as to seek relatively stable profitability opportunities and sustain competitive advantages amid challenges.

To address fluctuations in the international dry bulk shipping market, the fleet operates under a combination of long-term and short-term charter arrangements. The Company's shipping fleet consists of 11 vessels, all operated under time charter arrangements or participating in pool operations. The combination of these two operating strategies enables the shipping segment to pursue stable growth in an uncertain environment. In response to the fluctuations in the international dry bulk marine transportation market, the fleet is operated on a short and long term charter basis.

Correlations of upstream, midstream and downstream industries.

International bulk marine shipping is a transportation service industry, mainly for bulk cargo delivery. Unlike the general manufacturing industry, there is no obvious relationship between upstream, midstream and downstream as there is no production process or supply of major raw materials similar to that of general products.

Development trends of products

The global shipbuilding industry has returned to stability, and shipyards, to attract shipowners to order new ships, are designing ships with larger weight tonnage and more environmentally friendly and diverse structures to meet the demand with advanced design concepts. The host and auxiliary machines of the ship are oriented toward speed economy and minimum fuel consumption to reduce operating costs and

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at the same time, also to meet the environmental requirements of energy saving and carbon reduction.

Competition situation of products

In response to the uncertain factors and changes in the market, the FIRST STEAMSHIP fleet has been able to reduce operating costs, eliminate outdated vessels, and improve operating efficiency with its stability and strength. And will purchase new types of vessels that meet future regulatory requirements at the right time and seek reputable charterers in the market to sign stable and profitable contracts in order to enhance fleet capacity and improve the competitiveness in the marine transportation market.

(III) Technology and R&D Overview

The Company's marine transportation business is in the international bulk shipping service industry, with shipping routes to major ports around the world and sailing between ports on an irregular basis; the department store and retail business are not involved in product R&D and manufacturing, so there are no research and development plans or expenses. However, in view of the characteristics of the industry, the development and training of management personnel and the improvement of the quality of human resources are necessary to enhance the competitiveness of the Company in the future.

(IV) Long-term and short-term business development plans

Short-term plans

(1) Implement electronic ship management, improve maintenance efficiency, reduce operating costs, and improve operating efficiency.
(2) Strengthen the professional skills training of crew and shore management, improve ship safety management, and reduce operational risks.
(3) Closely observe the trend of the marine transportation market, carefully evaluate the lease and purchase of vessels at the appropriate time, reduce the average age of the fleet, and increase the fleet's operating utilization.

Long-term plans

(1) Expand bulk carrier businesses for both self-owned and chartered vessels.
(2) Promote ship management business and steadily increase operating revenues.
(3) Establish an efficient ship management system and reduce operating costs.

II. Market and production and sales overview

(I) Market analysis

Major product sales areas

The characteristics of bulk carrier businesses are to provide spaces for cargo owners to use and to transport to designated safe ports. Its operation mode can be divided into two major types: (1) Shipowners solicit forwarding businesses from cargo

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owners and collect freight. (2) Shipowners lease out ships by period charter and receive rental fees. The major businesses of dry bulk carriers are the transportations of bulk materials, such as ore, coal, grains and other dry bulk cargoes. Its market spreads all over the world and it sails on an irregular basis between major ports around the world. Freight rates or rental fees may vary from time to time, depending on market fluctuations.

In recent years, the Group believes that earning revenues ship chartering is a better operating strategy. The cargoes carried and the routes taken by vessels are all instructed by the consignors or charterers. Therefore, it is not possible to differentiate the sales areas because of the characteristics of the industry.

Market share

The Group’s bulk carriers have always focused mainly on the international market, supplemented by the domestic market. Due to the huge tonnage of bulk carriers worldwide, the Group’s market share is still small in terms of the tonnage of vessels in operation.

Future supply and demand, and growth of the market

The dry bulk freight market remains in a phase influenced by multiple intersecting factors. On the demand side, the global economy is expected to grow moderately; however, the pace of recovery and regional disparities remain significant, and demand growth for major commodities is likely to remain at a low-to-medium level.

Iron ore demand continues to depend on the performance of China’s steel industry and the pace of infrastructure investment. Coal demand will be subject to changes in national energy policies, power generation structures, and the availability of alternative energy sources. By contrast, bauxite, grains, and other diversified dry bulk commodities may continue to provide some support for smaller vessel segments, particularly amid developments in emerging markets and ongoing supply chain adjustments. It is also noteworthy that the key driver of demand in 2026 will not only be cargo volume growth or decline, but also changes in sailing distances and ton-miles, which may amplify or reduce effective shipping demand. If geopolitical risks ease, leading to a normalization of trade routes and a reduction in rerouting demand, the resulting decline in ton-mile demand could represent a downside risk to the market.

Competitive advantage

(1) Professional management team

The management team all have complete academic backgrounds and working experiences in the shipping industry and has accumulated extensive exposure and maritime expertise over the years, which enables them to effectively anticipate market dynamics and stably operate the bulk cargo business with lower operating costs, thus helping to enhance the competitiveness of the Group's fleet in the market.

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(2) The fleet of vessels are all of the mainstream types in the market
The Group's fleet currently consists of 11 vessels of Kamsarmax, Supramax and Lightweight types, which can operate in different markets with different cargoes and port requirements.

(3) Low vessel operating costs
The average age of the vessels operated by the Group is relatively young. Vessels' maintenance, crew, supplies and spare parts are managed by the Company's team, and there are long-term suppliers in some areas, so the operating costs are lower than average in the market.

Favorable and unfavorable factors of development prospects, and corresponding measures

(1) Favorable factors
a. Interest rates remain low, so vessel operating costs are reduced.
b. The demand for raw materials such as iron ore increased due to the war between Russia and Ukraine, which led to an increase in freight market

(2) Unfavorable factors and corresponding measures
The market is generally focused on the pressure that new vessel deliveries may exert on supply-demand balance. In particular, the relatively concentrated delivery schedule for certain vessel types in the coming years is likely to intensify market competition and increase the probability of downward pressure on freight rate levels. Although demolition of older vessels and slow steaming can partially offset supply growth, under a baseline scenario of only moderate demand expansion, supply-side pressure may still result in weaker average freight rates and heightened volatility. On the other hand, if newbuilding order momentum remains relatively subdued, it would help slow the growth of supply over the medium to long term; nevertheless, the outlook for the full year still warrants a cautious approach.

Corresponding measures: In response to the uncertain factors and changes in the market, the FIRST STEAMSHIP fleet has been able to reduce operating costs, eliminate outdated vessels, and improve operating efficiency with its stability and strength. And at the right time, we will purchase new vessels with profitable long-term contracts and reputable charterers to strengthen fleet capacity and enhance competitiveness in the transportation market.

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(II) Major customers in the past two years
Unit: NT$ Thousand.

Item	2024				2025
	Name	Amount	As a percentage of net sales for the year (%)	Relationship with the issuer	Name	Amount	As a percentage of net sales for the year (%)	Relationship with the issuer
1	PORT DRAGON CHARTERING INC	173,036	10.71	Not a related party to the Company	GOLDBEAM SHIPPING INC.	167,566	11.25	Not a related party to the Company
2	IINO KAIUN KAISHA, LTD	167,795	10.39	Not a related party to the Company	PORTLINE CHARTERING INC.	160,686	10.79	Not a related party to the Company
3	GOLDBEAM SHIPPING INC.	162,303	10.05	Not a related party to the Company	IINO KAIUN KAISHA, LTD.	157,424	10.57	Not a related party to the Company
4	CLIPPER BULK A/S	155,131	9.61	Not a related party to the Company	D' AMICO DRY LTD.	142,531	9.57	Not a related party to the Company
5	D' AMICO DRY LTD.	146,941	9.10	Not a related party to the Company	WESTERN BULK PTE LTD.	123,607	8.30	Not a related party to the Company
6	BAUMARINE BY MARUKLAV	144,744	8.96	Not a related party to the Company	NOVA MARINE CARRIERS S.A.	120,675	8.10	Not a related party to the Company
7	OLDENDORFF CARRIERS GMBH AND CO,KG OF LUEBECK/GERMANY	136,938	8.48	Not a related party to the Company	BAUMARINE BY MARUKLAV	114,570	7.69	Not a related party to the Company
8	DAMPSKIBSSELSKABET NORDEN A/S	132,246	8.19	Not a related party to the Company	FULL GLORY SHIPPING LIMITED.	105,287	7.07	Not a related party to the Company
9	CARGILL OCEAN TRANSPORTATION SINGAPORE PTE LTD	131,292	8.13	Not a related party to the Company	PACIFIC BASIN SUPRAMAX LIMITED.	104,113	6.99	Not a related party to the Company
10	SWISS MARITIME PTE. LTD.	129,821	8.04	Not a related party to the Company	LIGHTHOUSE NAVIGATION PTE LTD.	85,610	5.75	Not a related party to the Company
11	Others	134,830	8.34	Not a related party to the Company	Others	207,282	13.92	Not a related party to the Company
Total	Net sales	1,615,077	100.00		Net sales	1,489,351	100.00

The Company's reinvested marine transportation business is a non-scheduled, irregular international bulk cargo business, and its operation is mainly based on time charter, voyage, bareboat or syndication depending on market conditions. While the targets of department stores business are mainly individual consumers. As a result, there is no single factor that affects net sales. Depending on the characteristics of the industry, it is not possible to fully explain the reasons for changes in customer sales.

(III) Total operating revenues in the last 2 years

Year	2024	2025
Standalone operating revenues	8,586	9,028
Consolidated operating revenues	1,615,077	1,489,351

(IV) Expected sales volume, applications of major products, production process, raw material supply, sales customers, production volume value, sales volume value: Not applicable.

III. Employees

Year		2024	2025	March 31, 2026
Number of employees	Staff	61	48	46
	crew	233	227	227
	Department store personnel	906	0	0
	Total	1,190	275	273
Average age		34.53	43.95	43.31
Average years of service		5.27	6.84	7.73
Education distribution (%)	Doctor	0.00	0.00	0.00
	Masters	2.69	3.27	3.30
	Junior college	67.73	57.09	59.70
	High school	22.35	39.64	37.00
	Below high school	7.23	0.00	0.00

Note: Starting from 2025, information on employees in the department store business will no longer be disclosed, as GORG-KY was determined by the auditor on December 30, 2025, to no longer have control.

IV. Environmental Protection Expenditure

(1) The vessels in the marine transportation business sail almost all year round at sea and have minimal impact on land environment. The vessels are equipped with the necessary equipment in accordance with marine environmental protection regulations. For example, the engine room is equipped with a sewage treatment machine, an oil-water separator and an incinerator. Each fuel pipeline interface is equipped with an oil catch pan to prevent oil from dripping and leaking so as to avoid pollution of the ocean or port waters. All anti-pollution equipment is inspected by the surveyor of the International Association of Classification Societies every year to ensure its proper operation. Newly built vessels are equipped with environmentally friendly and energy-saving host machines, carbon dioxide with low sulfur content; and ballast water treatment system and sewage discharge treatment system to avoid endangering marine life. The Group has acquired shipowner's

liability insurance to spread the risk of damages caused by environmental pollution. The Group and all vessels took the lead in implementing the safety management system in mid-October 1996 at the same time to comply with the International Safety Management Code, which became mandatory on July 1, 1998 in order to ensure better the health of the crew and the safety of ship operations, and to achieve the purpose of protecting the marine environment.

(2) Relevant measures to implement the EU Restriction of Hazardous Substances Directive (RoHS) and to avoid affecting the rights and interests of investors: Not applicable.

(3) For 2025 and the current year up to the date of publication of the annual report, the Group has not suffered any losses or penalties for environmental pollution. It has no significant capital expenditures for environmental protection.

(4) Corresponding measures for Improvement and possible expenditures: None.

V. Labor relations

(I) The Company's various employee welfare measures, education, training and retirement systems, and their implementation as well as agreements between management and employees of the Group and measures to protect the rights and interests of employees:

(1) Employee welfare measures

In accordance with law, acquire labor insurance, national health insurance, and group term life insurance (including medical), as well as offer benefits such as health checkups, birthday gifts, wedding and funeral stipends, and annual festival grants. The Company has a welfare committee responsible for handling various employee welfare matters.

(2) Continuing education and training

The crew exercises various drills from time to time to ensure the safety of life and cargo. Depending on the business and work requirements, employees attend various training courses to absorb new information, enhance professional ability, and improve work efficiency.

(3) Retirement System and Implementation

In accordance with the Labor Standards Act, each employee who chooses the old scheme of labor pension will receive 2 base figures for each year of service in the first 15 years, and 1 base figure for each year of service starting in the 16th year, up to a maximum of 45 base figures. Employee pensions are calculated based on the length of service and the average salary of the last month prior to retirement. The Company contributes 13% of employees' monthly salaries as their pension reserve funds to a special-purpose account in the Bank of Taiwan in the name of the Supervisory Committee of Labor Retirement Reserve in accordance with the Regulations for the Allocation and Management of the Workers' Retirement Reserve Funds. For employees who choose the new scheme of the labor retirement systems, 6% of their monthly insured salary will be contributed to their personal accounts at the Bureau of Labor Insurance.

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(4) Measures to protect the rights and interests of employees

In accordance with the Labor Standards Act and the spirit of gender equality in the workplace, the company has established HR management rules and worker safety and health work guidelines, building a relationship of mutual trust to ensure the protection of employee rights. In the work rules, various employee behaviors or ethical guidelines are stipulated; these are prioritized as an important item in the year-end evaluation. And to ensure the fulfillment of all these rules, a comprehensive reward and punishment system is in place.

(5) Other important agreements: None.

(II) Working environment and employee safety protection measures.

The Group has safety and health management personnel and has set up various safety measures such as fire-fighting facilities, emergency evacuation routes and notification systems to prevent accidental disasters. In accordance with requirements of the Labor Safety and Health Act and the MLC Code for ships, the Labor Safety and Health Work Rules have been established, and warning signs are marked on dangerous equipment to require employees to be in full compliance to ensure a safe working environment. Implement regular maintenance of elevator and fire fighting facilities, strengthen access control, and arrange labor safety and fire fighting training and health inspection to protect employees' life and safety. As for the "Sexual Harassment Prevention Act," in addition to strengthening educational propaganda, there are also complaints and disciplinary measures to protect employees.

In 2025, the number of fire disasters in First Steamship was zero and the number of casualties was zero. In response to and in anticipation of fire hazards, the Company has set up fire detection devices, automatic sprinkler systems and placed fire extinguishers (cylinders), escape exit guide signs and keep the escape exits unobstructed, organized safety and health education training from time to time and required every employee to participate in order to reduce the chance of accidents, implemented fire safety drills and CPR education training for employees every year, and hired external professional organizations to inspect fire equipment (including office interior and exterior around the entire building) three times per year to ensure the safety of life, property and the work environment. Therefore, in 2025, First Steamship had no record of occupational accidents, complaints, occupational diseases, or infections among employees.

(III) Losses incurred due to labor-management disputes in the last year and the current year up to the date of the publication of the annual report and disclosure of the estimated amount of current or future potential losses and corresponding measures:

Based on co-existence, co-prosperity and mutual understanding, the Group values employees' rights and interests and has harmonious labor relations without major disputes. The company always respects employees' feedback, who can reflect their opinions at any time through meetings, emails or mailboxes, and there is no obstruction in the communication between management and employees. Therefore, there have been no losses or penalties due to labor disputes in 2025 and the current year up to the date of publication of the annual report.

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VI. Cyber security management

In order to comply with government regulations, the Company's cyber security policy will be established in accordance with ISO 27001, taking into account the Company's needs. On December 23, 2014, the Company established and obtained Board approval for the “Personal Data Protection Management Guidelines.” On December 19, 2025, the Company formulated and obtained Board approval for the “Information Security Policy” to strengthen information management and ensure that the confidentiality, integrity, and availability of the Company’s information assets comply with applicable legal and regulatory requirements, and are protected against intentional or accidental internal and external threats.

The Company’s annual information security objectives are to implement “a multi-layered information security defense framework and strengthen collaborative information protection” and to “deepen information security awareness and enhance early warning capabilities.”

The Company’s information security risk management framework has identified the two most significant and frequently occurring risks affecting the Company as “digital information security risks” and “General Data Protection Regulation (GDPR)-related risks.”

The Company’s response and actions:

Continue software updates and replace outdated equipment to establish a comprehensive information system security protection framework, including data center facilities, network equipment, network connections, and personal information device management, in order to implement data protection.

【Day-to-day management measures】:

a. Send firewall reports daily, review the previous day’s information security incident logs, and examine and analyze the status of warning events.
b. Promote information security awareness via the internal official website, reminding employees not to open emails from unknown sources or download unidentified files.
c. Review daily backup results, which are emailed to information security personnel to monitor related progress.
d. Configure the firewall system to perform weekly backups.
e. Monitor the data center status daily at scheduled times, including temperature control, indicator lights, stable power supply, and personnel access control.
f. Monitor daily network connection status and ensure normal operation of email sending and receiving.
g. Every employee has executed an Undertaking of Confidentiality, which prohibits employees from taking business materials out of the Company, visiting an illegal website, installing software other than that of the Company, or attaching storage device. As of the current date, 35 employees are required to sign the agreement, and all 35 employees have duly signed it.

Strengthen information security awareness training for personnel. To enhance employees’ awareness of information security, relevant information security messages are announced and promoted through various channels as appropriate.

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【Day-to-day management measures】:

a. Information department personnel are required to participate in externally organized training programs or seminars to acquire knowledge of information security protection mechanisms and the latest cybersecurity attack trends, thereby enhancing information security protection capabilities. Examples include information security awareness sessions held by competent authorities and professional information security management courses offered by external institutions.
b. The IT Department holds awareness sessions on cyber security to communicate the importance of cyber security and the musts and must-nots.

Information security education and training in 2025:

Time	Course name	Number of Attendees	Remarks
September 15, 2025	Information Security Seed Education Training Promotion	14 people	Each department designated a representative to attend the course for one hour.
October 17, 2025	Training Course on Trends in Digital Technology and Artificial Intelligence and Risk Management	56 people	Engaged a KPMG instructor to conduct an on-site training session for three hours.

c. The IT Section presents information security incident cases to all employees, to acquaint them with signs of cyber security risks and improve their cyber security literacy.

Manpower and resources invested by the Company in cyber security:

a. The information security management team comprises one manager, and one IT personnel.
b. The manager who is also in the cyber security team attended 16-hour “Postgresql” training courses.
c. Information Security Conference in 2025:

Time	Agenda Content	Number of Attendees	Highest level of the meeting	Reporting Officer
June 12, 2025	Establishment of Information Security Prevention Mechanism	3	Vice President	Deputy Manager, Information Section & Senior Engineer
September 15, 2025	Seed Education and Training Awareness Session on Information Security	14	Vice President	Deputy Manager, Information Section & Senior Engineer
October 16, 2025	Ares Safety Disaster Recovery Exercise Program	3	Vice President	Deputy Manager, Information Section & Senior Engineer
December 3, 2025	Annual Review Meeting of Ares Safety	2	Vice President	Deputy Manager, Information Section

Losses suffered by the Company due to significant cyber security incidents:

For the most recent year and for the current year up to the publication of the Annual Report, the loss and possible impact due to major cyber security incidents is zero.

VII. Significant Regulatory

Contract nature	Party	Contract start and end date	Main content	Restrictions
Borrowing contracts	The Company and First Commercial Bank	2025.05.05~2026.05.05	Interest is charged monthly and the principal is repaid once at maturity.	None
	The Company and Bank of Taiwan	2024.12.26~2025.12.26	Interest is charged monthly and the principal is repaid in installments	None
	The Company and Bank of Panhsin.	2025.09.11~2026.09.11	Interest is charged monthly and the principal is repaid in installments	None
	The Company and Mega International Commercial Bank	2025.08.25~2026.08.25	Interest is charged monthly and the principal is repaid in installments	None
	The Company and Taishin International Bank	2020.11.05~2027.11.05	Interest is charged monthly and the principal is repaid once at maturity.	None
	The Company and Hua Nan Commercial Bank, Ltd.	2025.04.18~2026.04.18	Interest is charged monthly and the principal is repaid in installments	None
	The Company and EnTie Commercial Bank	2024.07.22~2026.07.22	Interest is charged monthly and the principal is repaid once at maturity.	None
	The Company and KGI Bank Co., Ltd.	2023.12.29~2025.12.29	Interest is charged monthly and the principal is repaid once at maturity.	None
	The Company and Chang Hwa Commercial Bank, Ltd.	2021.02.03~2027.02.03	Joint credit facility the Company entrusted Chang Hwa Bank to coordinate and apply for.	None
	The Company and Taichung Commercial Bank Co., Ltd.	2025.01.23~2028.01.23	Interest is charged monthly and the principal is repaid in installments	None
	The Company and Taiwan Shin Kong Commercial Bank Company Ltd.	2020.11.20~2026.11.20	Interest is charged monthly and the principal is repaid once at maturity.	None
Guarantee contracts	The Company and International Bills Finance Corporation	2025.04.10~2026.04.10	Entrusted guarantee	None
Borrowing contracts	First Steamship S.A. and SHK Finance Limited	2025.08.27~2027.02.27	Interest is charged quarterly and the principal is repaid once at maturity.	None
	First Steamship S.A. and Long Set Investments Limited	2025.11.14~2027.08.16	Interest is charged monthly and the principal is repaid once at maturity.	None
	First Steamship S.A. and SHK Finance Limited	2026.01.29~2027.07.29	Interest is charged quarterly and the principal is repaid once at maturity.	None
	Alliance Steamship S.A. and Bank of Taiwan	2014.07.25~2025.07.25	Interest is charged quarterly and the principal is repayable in installments.	None
	Best Steamship S.A. and Bank of Panhsin.	2021.06.03~2026.06.03	Interest is charged monthly and the principal is repayable in installments.	None
	Excellent Steamship International S.A. and Bank of Taiwan	2021.06.07~2032.03.08	Interest is charged quarterly and the principal is repayable in installments.	None

Contract nature	Party	Contract start and end date	Main content	Restrictions
	Grand Steamship S.A. and Hua Nan Commercial Bank, Ltd.	2024.01.31~2026.07.31	Interest is charged monthly and the principal is repayable in installments.	None
	Longevity Navigation S.A. and Bank of Panhsin.	2025.02.04~2027.08.04	Interest is charged monthly and the principal is repayable in installments.	None
	Praise Maritime S.A. and Landbank of Taiwan	2016.08.22~2026.07.22	Interest is charged monthly and the principal is repayable in installments.	None
	Reliance Steamship S.A. and EnTie Commercial Bank	2021.06.23~2026.06.23	Interest is charged quarterly and the principal is repayable in installments.	None
	Sure Success Steamship S.A. and Taichung Commercial Bank Co., Ltd.	2025.01.22~2028.01.22	Interest is charged monthly and the principal is repayable in installments.	None
	Shining Steamship International S.A. and Hua Nan Commercial Bank, Ltd.	2020.08.19~2031.02.25	Interest is charged monthly and the principal is repayable in installments.	None
Insurance contracts	The Company and AIG Asia Pacific Insurance Pte. Ltd, Taiwan Branch	2025.12.05~2026.12.05	The Company and AIG Asia Pacific Insurance Pte. Ltd, Taiwan Branch entered into a contract for directors' and managerial officers' liability insurance.	None
Lease agreements	ALLIANCE STEAMSHIP S.A. and XIANGLONG SHIPPING COMPANY LIMITED	2024.12~2025.02	Chartering of the Company's vessels	None
	ALLIANCE STEAMSHIP S.A. and DRYDEL SHIPPING DMCC	2025.02~2025.04	Chartering of the Company's vessels	None
	ALLIANCE STEAMSHIP S.A. and PACIFIC BASIN SUPRAMAX LIMITED	2025.04~2025.12	Chartering of the Company's vessels	None
	ALLIANCE STEAMSHIP S.A. and ULTRABULK A/S	2025.12~2027.02	Chartering of the Company's vessels	None
	BLACK SEA STEAMSHIP S.A. and LIGHTHOUSE NAVIGATION PTE LTD	2024.12~2025.10	Chartering of the Company's vessels	None
	BLACK SEA STEAMSHIP S.A. and PACIFIC BASIN HANDYSIZE LTD	2025.10~2026.02	Chartering of the Company's vessels	None
	BLACK SEA STEAMSHIP S.A. and LYNUX SHIPPING LIMITED	2026.02~2026.03	Chartering of the Company's vessels	None
	BLACK SEA STEAMSHIP S.A. and HMM CO LTD	2026.03~2026.04	Chartering of the Company's vessels	None
	SHIP BULKER STEAMSHIP S.A. and SOCIETE INDUSTRIELLE DE PLATRE DU SUD (SIPS)	2024.11~2025.01	Chartering of the Company's vessels	None
	SHIP BULKER STEAMSHIP S.A. and AXLE MARINE PTE LTD	2025.01~2025.03	Chartering of the Company's vessels	None
	SHIP BULKER STEAMSHIP S.A. and HMM CO., LTD.	2025.03~2026.05	Chartering of the Company's vessels	None
	GRAND STEAMSHIP S.A. and WESTERN BULK PTE LTD	2024.11~2025.12	Chartering of the Company's vessels	None
	GRAND STEAMSHIP S.A. and WESTERN BULK PTE LTD	2025.12~2026.12	Chartering of the Company's vessels	None

Five. Review and analysis of financial position and financial performance, and risks

I. Comparative Analysis of Financial Status

(I) Assets, liabilities and equity for the last two years Financial Statements of First Steamship and Subsidiaries

Unit: NT$ Thousand

Year Item	2025	2024	Increase or decrease
			Amount	%
Current Assets	3,094,638	4,564,141	(1,469,503)	-32.20
Property, plant and equipment	6,238,319	12,207,724	(5,969,405)	-48.90
Right-of-use Assets	4,077	11,751,521	(11,747,444)	-99.97
Intangible Assets	34,037	1,752,654	(1,718,617)	-98.06
Other Assets	2,410,225	4,617,393	(2,207,168)	-47.80
Total Assets	11,781,296	34,893,433	(23,112,137)	-66.24
Current Liabilities	3,096,129	9,618,295	(6,522,166)	-67.81
Non-current Liabilities	1,238,224	14,173,999	(12,935,775)	-91.26
Total Liabilities	4,334,353	23,792,294	(19,457,941)	-81.78
Capital stock	8,247,761	8,247,761	0	0.00
Capital surplus	355,902	836,382	(480,480)	-57.45
Retained earnings	(1,699,874)	(288,220)	(1,411,654)	-489.78
Other Equity Interest	460,686	224,418	236,268	105.28
Treasury shares	0	0	0	0.00
Non-controlling Interests	82,468	2,080,798	(1,998,330)	-96.04
Total Equity	7,446,943	11,101,139	(3,654,196)	-32.92

Explanation for items with an increase or decrease by more than $20\%$ :

For strategic considerations at the Group level, the Company disposed of its shareholding in GRAND OCEAN RETAIL GROUP LTD. in stages during 2025. As of December 30, 2025, the independent auditors have determined that the Company no longer has substantive control over Grand Ocean Retail Group, and therefore the department store segment has been classified as a discontinued operation.

(II) Effect of changes in financial status: No significant effect on financial status.
(III) Future corresponding measures: Not applicable.

II. Comparative Analysis of Financial Performance

(I) Operating revenues, operating net profits and net profits before tax for the last two years

Financial Statements of First Steamship and Subsidiaries

Unit: NT$ Thousand

| Year
Item | 2025 | 2024 | Increase or decrease | |
| --- | --- | --- | --- | --- |
| | | | Amount | % |
| Operating revenue | 1,489,351 | 1,615,077 | (125,726) | -7.78 |
| Operating costs | 1,273,044 | 1,273,613 | (569) | -0.04 |
| Gross profit from operations | 216,307 | 341,464 | (125,157) | -36.65 |
| Operating expenses | 167,664 | 228,509 | 60,845 | 26.63 |
| Net operating income | 48,643 | 112,955 | (64,312) | -56.94 |
| Non-operating income and expenses | (133,840) | (149,525) | 15,685 | 10.49 |
| Net profits (loss) before tax | (85,197) | (36,570) | (48,627) | -132.97 |
| Net profits (loss) from discontinued operations | (1,764,211) | (481,154) | (1,283,057) | -266.66 |
| Income tax expense (benefit) | 0 | 47 | (47) | -100.00 |
| Net income (loss) for the period | (1,849,408) | (517,771) | (1,331,637) | -257.19 |
| Other comprehensive income(loss) after tax | 265,827 | 673,228 | (407,401) | -60.51 |
| Total comprehensive income for the period | (1,583,581) | 155,457 | (1,739,038) | -1118.66 |
| Net profits (loss) attributable to Owners of parent | (1,343,910) | (288,774) | (1,055,136) | -365.38 |
| Comprehensive income (loss) attributable to Owners of parent | (1,106,491) | 291,186 | (1,397,677) | -479.99 |

In 2024, the former consolidated subsidiary, Grand Ocean Department Store (5907 GORG-KY), was deconsolidated due to the loss of control and has since been accounted for using the equity method. The results for the current period have been reclassified as discontinued operations.

Explanation for items with an increase or decrease by more than 20%:

Gross profit from operations : Gross profit for the current period declined due to a higher proportion of revenue derived from the construction segment and the leasing segment in China, both of which are characterized by lower gross margins compared to other operations of the Group.
Net operating income : Changes in the Group's revenue and gross profit structure resulted in a decrease in operating profit.
Net loss before tax and net loss for the period: Please refer to explanations 1 and 2.
Net profits (losses) from discontinued operations : Revenue and gross profit from the

Department Store Business Unit decreased during the current period, resulting in an overall decline in operating net profit. In addition, gains or losses arising from the Group's disposal of the department store unit were classified under discontinued operations, leading to an increase in loss for the period.

Net loss attributable to owners of the parent company: Please refer to explanations 1 and 2.
Other comprehensive income for the period (net of tax), Total comprehensive income for the period, and Comprehensive income attributable to shareholders of the parent: This was primarily due to a decrease in 2025 exchange differences arising from the translation of financial statements of foreign operations, as well as a decrease compared to 2024 in the Group's share of other comprehensive income of associates accounted for using the equity method.

(II) Expected sales volume and forecast basis, possible impact on the Company's future financial and business matters and corresponding measures:

The businesses of the Group are mainly marine transportation and department store. Due to the characteristics of the industries, the expected sales volume is not applicable. For details of the possible impact on the Company's future financial and business matters and corresponding measures, please refer to the Market and production and sales overview of the Four. Operation Overview - Market Analysis in this annual report.

III. Review and Analysis of Cash Flow

(I) Analysis of 2025 cash flow

Cash at beginning of period	Net cash flows from operating activities during the year	Net cash flows from investing activities during the year	Net cash flows from financing activities during the year	Effect of exchange rate changes on cash and cash equivalents	Net decrease in cash	Remedies for cash shortfall
						Investment plan	Financing plan
1,123,799	902,703	-500,138	-1,244,534	-29,558	252,272	Not applicable	Not applicable

Analysis of change in cash flow in the current year:

(1) Operating activities: Net cash inflow amounted to NT$902,703 thousand, primarily due to cash inflows generated from operating activities, offset by interest and income tax payments.
(2) Investing activities: Net cash outflow amounted to NT$500,138 thousand, primarily due to an increase in other non-current assets, the acquisition of long-term equity investments, and the disposal of a subsidiary.
(3) Financing activities: Net cash outflow amounted to approximately NT$1,244,534 thousand, primarily due to repayment of bank borrowings and repayment of lease principal.

Remedies for cash shortfall and liquidity analysis: Not applicable.

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(II) Cash flow analysis for the coming year
Unit: NT$ Thousand

Cash at beginning of period	Net cash flows from operating activities during the year	Net cash flows from investing activities during the year	Net cash flows from financing activities during the year	Net decrease in cash	Remedies for cash shortfall
					Investment plan	Financing plan
252,272	700,000	50,000	-192,510	809,762	Not applicable	Not applicable

Analysis of change in cash flow for the coming year:

(1) Operating activities: This represents revenues, costs and expenses of operating activities, interest paid and income taxes.

(2) Investing activities: Docking maintenance of bulk carriers, the refurbishment of various stores, and long-term and short-term investments.

(3) Financing activities: Primarily consist of lease principal repayments, as well as borrowings and repayments of bank loans for real estate development or operational purposes.

Remedies for cash shortfall and liquidity analysis: Not applicable.

IV. Effect of major capital expenditures on finance and business matters in the last year.

Marine Transportation Business: None.

V. Reinvestment policy for the last year, the main reasons for profits or losses, improvement plan and investment plan for the coming year.

(I) The Company's reinvestment policy

The Company's investment policy is designed for long-term strategic purposes, and the investment targets are related to the industries in which the Company currently operates. The Company follows the internal control systems and the "Procedures for the Acquisition or Disposal of Assets." It actively seeks other suitable strategic investment opportunities to expand the scope of the Group's operations in order to increase the Company's profitability.

(II) The main reasons for profits or losses for the last year and improvement plan.
December 31, 2024 Unit: NT$ Thousand

Explanation Item	Share-holding %	Book value	Profits or losses for the period	The main reasons for profits or losses	Improvement plan	Investment plan for the coming year
Royal Sunway Development Co., Ltd	55	100,794	(39,457)	The new project has not yet started	-	None
First Steamship S.A.	100	2,531,627	(1,067,813)	Due to the loss of the transfer investment subsidiary "5907 GORG-KY" in the current period	-	None
First Mariner Holding Ltd.	100	(283,493)	(3,619)	Due to the loss of the transfer investment subsidiary Mariner Finance Ltd. in the current period	-	None
Grand Ocean Retail Group Ltd.	29.01	1,107,958	(890,325)	Please refer to the "5907 GORG-KY" annual report description	-	None
Alliance Steamship S.A.	100	418,665	(4,690)	Due to the extended vessel maintenance period, off-hire days increased, thereby affecting operating capacity and revenue.	-	None
Best Steamship S.A.	100	519,356	(14,767)	Due to the extended vessel maintenance period, off-hire days increased, thereby affecting operating capacity and revenue.	-	None
Black Sea Steamship S.A.	100	304,837	(15,658)	The vessel is relatively old, resulting in lower charter revenue.	-	None
Excellent Steamship International S.A.	100	370,667	30,017	Stable operational performance	-	None
Grand Steamship S.A.	100	565,596	(18,578)	Due to the extended vessel maintenance period, off-hire days increased, thereby affecting operating capacity and revenue.	-	None
Longevity Navigation S.A.	100	489,615	28,244	Stable operational performance	-	None
Praise Maritime S.A.	100	697,811	37,782	Stable operational performance	-	None
Reliance Steamship S.A.	100	418,785	(413)	Due to the extended vessel maintenance period, off-hire days increased, thereby affecting operating capacity and revenue.	-	None
Ship Bulker Steamship S.A.	100	369,779	(18,257)	The vessel is relatively old, resulting in lower charter revenue.	-	None
Shining Steamship International S.A.	100	372,680	35,583	Stable operational performance		None
Sure Success Steamship S.A.	100	587,258	12,050	Stable operational performance	-	None

Explanation Item	Share-holding %	Book value	Profits or losses for the period	The main reasons for profits or losses	Improvement plan	Investment plan for the coming year
First Mariner Capital Ltd.	100	(289,308)	(3,168)	Due to the loss of the transfer investment subsidiary Mariner Finance Ltd. in the current period	-	None
Mariner Capital Ltd.	100	(290,256)	(3,078)	Due to the loss of the transfer investment subsidiary Mariner Finance Ltd. in the current period	-	None
Da Yu Financial Holdings Ltd	29.11	898,880	155,508	Stable operational performance	-	None
Sandmartin International Holdings Ltd	38.52	-	-	The Company’s investment in Sandmartin International Holdings Ltd has been measured in accordance with relevant regulations, and its book value has been reduced to zero.	-	None
Mariner Finance Ltd.	100	(288,681)	(2,805)	Mainland China has not been able to effectively recover since the outbreak. It is facing problems such as weak domestic consumption and investment, real estate market bubbles, increasing financial risk pressures and local government debt. Externally, it is facing the Sino-US trade war, which has greatly reduced domestic tourism and business trips, resulting in operating losses.	-	None

(III) Investment plan for the coming year: None

VI. Analysis and evaluation of risks for the last year and the current year up to the date of publication of the annual report

(I) The impact of the changes in the interest rate and exchange rate, and inflation on the Company's profitability and corresponding future measures:

Interest rate risk

Marine Transportation Business

The Group's interest rate risk comes mainly from long-term and short-term borrowings. Currently, interest rates remain at a certain level and the interest rate risk is not high. The majority of the borrowings were repaid on principal as scheduled, so even if interest rates increase, the magnitude is estimated to be small. Therefore, the risk of interest rate changes has no significant impact on the Group.

Exchange rate risk

Marine Transportation Business

The main operating incomes and expenses and capital expenditures of the bulk shipping business are mostly denominated in U.S. dollars. Therefore, there is no significant impact because of the risk of exchange rate changes.

Inflation

The bulk shipping business is chartered based on time, voyage, bareboat or syndication. Inflation or deflation has no significant impact on the operation and profitability of the Group.

(II) Policies on high-risk, highly-leveraged investments, lending funds others, endorsement and guarantee, and derivatives transactions, main reasons for gain or loss, and corresponding future measures:

To control the risk of various transactions, the Group has established management procedures, including "Operating Procedures for Lending Funds to Others," "Operating Procedures for Endorsement and Guarantee," "Procedures for Acquisition or Disposal of Assets," and "Procedures for Financial Derivatives Transactions." It follows the relevant procedures to ensure effective management of various risk. The Group's subsidiaries have working capital needs, so there are cases of lending funds and providing endorsements or guarantees to each other. The fund lending, endorsement and guarantee are all handled are in accordance with the "Operating Procedures for Lending Funds to Others" and the "Operating Procedures for Endorsement and Guarantee." Currently, the Group does not engage in high-risk, highly leveraged derivative transactions and follows the "Procedures for Financial Derivatives Transactions" to control risks.

(III) Future R&D plans and the estimated expenses:

The business is to provide transportation of ships so there are no R&D plans or expenses.

(IV) The impact of important domestic and foreign policy and legal changes on the Company's finance and business and corresponding measures:

The management of the Group keeps abreast of important domestic and international policies and legal changes. It evaluates their impact on the Company in order to propose corresponding measures in a timely manner.

Some of the Group's reinvested companies are domiciled in the British Cayman Islands and the Virgin Islands. As the British Cayman Islands and the Virgin Islands implemented the Economic Substance Law in 2019, the Group's reinvested companies are now free from legal issues.

Some of the Group's reinvested companies are domiciled in Mainland China and Hong Kong. Mainland China is one of the major economies in the world, and its economic development and political environment remain stable. Still, Hong Kong is a special

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administrative region of China, and its political and economic development direction and risks will be affected by the direction of China's policies.

For the last year and the current year up to the date of publication of the annual report, the above circumstances did not have a material impact on the Group's finance and business matters.

(V) The impact of important changes in technology (including cyber security risks) or industry on the Company's finance and business and corresponding measures:

Marine Transportation Business

The global shipbuilding industry is in the doldrums and shipyards, in order to attract shipowners to order new ships, are therefore designing ships with larger weight tonnage and more environmentally friendly and diverse structures to meet the demand with advanced design concepts. The host and auxiliary machines of the ship are oriented toward speed economy and minimum fuel consumption to reduce operating costs and at the same time, also to meet the environmental requirements of energy saving and carbon reduction.

In recent years, the international dry bulk shipping market has undergone drastic changes. The main market has gradually evolved from scattered shipowners, charterers and cargo owners to a centralized and integrated model with a variety of roles.

The Group's vessels are chartered based on time, voyage or syndication. Therefore, changes in technology and industry changes have not had a significant impact on the finance and business matters of the Company's marine transportation business in the last year and the current year up to the date of publication of the annual report.

Information security risks and protective measures

(1) Continue to update various security measures and upgrade equipment to establish a comprehensive information system security protection framework, including data center facilities, network equipment, network connections, and personal information device management, in order to implement data protection.

(2) Strengthen information security awareness training for personnel. To enhance employees' information security awareness, relevant information security messages are announced and promoted through various channels as appropriate.

(Note: For information on cyber security management, please refer to P.171 to P.172)

(VI) The impact of change in the corporate image on corporate crisis management and corresponding measures:

The Group operates on the principle of stability and integrity, with a good corporate image, and continues to bring in more talented people to serve the Company, to build up the strength of the business team, return the results of the operation to the investing public, and fulfill the social responsibility of the enterprise. There was no such matter for the last year and the current year up to the date of publication of the annual report for the Group.

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(VII) Expected benefits and possible risks of mergers and acquisitions and corresponding measures: Not applicable.

(VIII) Expected benefits and possible risks of plant expansion and corresponding measures: Not applicable

(IX) Risks of concentrations of purchases or sales and corresponding measures:

Most of the consumables, spare parts, supplies, lubricating oil, fuel oil, etc., for ships are procured and replenished locally at any port convenient, and there is no risk of concentration. The choice of business customers is based on the level of freight rates, and there is no risk of concentration.

(X) The impact on the Company and risks of the massive transfer or change of shares by directors or major shareholders with a 10% stake or more and corresponding measures:

If it is a legal and normal financial management activities of the shareholders, the transfer or change of equity will not have any impact or risk to the Company. For the last year and the current year up to the date of publication of the annual report, there has been no significant transfer or change of equity by the Company's directors or major shareholders with a 10% stake or more.

(XI) The impact on the Company and risks of change in management rights and corresponding measures: Not applicable.

(XII) Litigation or Non-litigation Events:

Final judgments or pending litigation, non-litigation, or administrative disputes within the past two years and up to the printing date of this annual report that might significantly impact shareholders' equity or securities prices shall disclose the disputed facts, monetary amount, litigation commencement date, main parties involved, and current status:

The Company's subsidiary Sure Success Steamship S.A. (hereinafter referred to as "subsidiary SSS") signed a ship lease agreement with Perfect Bulk Limited (hereinafter referred to as "PB company") in May 2022, leasing the bulk carrier Ever Success to PB company. Subsequently, as PB company did not pay the remaining rent and fuel price difference totaling USD 431,000, and with the advance payment of fuel costs by subsidiary SSS for PB company of USD 350,000 (listed as other current assets of 11,001 thousand), the Company submitted arbitration in July 2023 in London, UK. In August 2023, the consolidated company applied to the South African court for the arrest of the PB vessel Tai Harmony, which was approved. PB has already deposited a guarantee of 27,533 thousand (USD 876,000) to lift the arrest on the vessel. In September 2023, PB company also filed a counterclaim with the Indian court, requesting compensation from the consolidated company for business losses during the lease period due to factors such as the refusal to carry steel coils and container goods. They also applied for the arrest of the subsidiary SSS vessel Ever Success as security for the counterclaim, which was approved. To lift the arrest of the vessel, the consolidated company deposited a guarantee of 77,870 thousand (USD 2,478,000) with the Indian court in October 2023 (listed as other financial assets non-current). The aforementioned case is now consolidated and undergoing arbitration in London, UK. Both parties

185

presented their statements in March 2025. Based on the opinion of the handling attorney, the counterclaim amount by PB company might range from USD 1,500,000 to USD 2,000,000. In June 2025, both parties agreed to pause the arbitration for discussions, but no settlement was reached subsequently. PB company then recommenced arbitration in September 2025. The Company submitted a statement referencing the analysis from maritime experts in October 2025. PB company submitted an amended petition in January 2026, and the handling attorney is currently reviewing it with the experts.

The Company, based on the limitations of vessel use specified in the contract with the charterer, the coil loading manual, and the IMSBC (International Maritime Solid Bulk Cargoes) code and other regulations, therefore rejected the loading of PB company's cargo in accordance with the contract. PB company's claims are unfounded, and the consolidated company assesses that there should be no obligation for compensation.

In the second quarter of 2024, the consolidated company applied to the South African court for an additional guarantee deposit of 13,688 thousand (USD 436,000) from PB, which was approved. PB company has appealed to the South African court, requesting the cancellation of both the existing and subsequent additional guarantee deposits totaling 41,221 thousand (USD 1,312,000). This application was dismissed by the court judgment on July 23, 2024. PB company later appealed to the Supreme Court on August 22, 2024, and on December 9, 2024, applied to the court for proof that the PB company's responsible person had no shareholding relation with Tai Harmony before the arrest of the ship, which is currently pending court review.

Litigation, non-litigation, or administrative disputes involving the Company's directors, supervisors, general manager, de facto responsible person, shareholders holding more than 10% of shares, and subsidiaries, for the most recent two fiscal years and up to the date of publication of this annual report, which have been finally adjudicated or are still pending, and the outcomes of which may have a material impact on shareholders' equity or securities prices: None.

(XIII) Other important risks and corresponding measures: None.

VII. Other important matters: None.

186

Six.Special Disclosure

I. Information on affiliated companies

(I) Consolidated financial statements of affiliated companies: The consolidated financial statements of affiliated companies are prepared in the same manner as the annual financial reports, and a statement has been issued in the annual financial reports (see page 3 of the financial reports for details).

Please refer to the following website path: EMOPS >> Electronic Books >> Shareholders' Meetings https://mops.twse.com.tw/mops/#/web/home

(II) Consolidated business report of affiliated companies:

Organizational chart of affiliated companies

2.Basic information on each affiliated company

Company name	Date of incorporation	Address	Paid-in capital	Main business or production items
Royal Sunway Development Co., Ltd.	September 21, 2015	Address: 14F., No. 237, Sec. 2, Fuxing S. Rd., Da’an District, Taipei City	NT$300,000 thousand	1. Investment.
2. Housing and Building Development and Rental.
3. New County and Community Construction and Investment.
4. Investment, Development and Construction in Public Construction.
5. Zone expropriation and urban land readjustment agency business.
6. Urban renewal, reconstruction and maintenance.
7. Construction management.
8. Real estate trading and leasing business.
9. Housing for the elderly.
10. Building materials development and retail.
First Mariner Holding Ltd.	April 5, 2013	Portcullis Chambers, 4^{th} Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town, Tortola, British Virgin Islands	US$49,300,000	Investment holding
Grand Ocean Retail Group Ltd	August 23, 2006	Scotia Center, 4^{th} Floor, P.O. Box 2804, George Town, Grand Cayman, Gayman Islands	NT$1,955,310 thousand	Investment holding
Da Yu Financial Holdings Limited	July 12, 2019	Room 1801, 18th Floor, Union Kashima Building, 138 Gloucester Road, Wanchai, Hong Kong	HK$341,799,000	Corporate finance advisory services including financial advisory services, compliance advisory services, placement agency, underwriting services and investment business
Asset management services such as investment advisory services, etc.
First Steamship S.A.	January 18, 1994	23^{rd} Floor, MMG Tower, Ave. Paseo del Mar And Pacific Avenue, Costa del Este, Panama City, Rep. of Panama	US$59,400,000	1. Domestic and overseas shipping and related supplementary businesses
2. Domestic and overseas shipping agency business.
3. Agency for the sale, purchase, charter and construction of ships and their accessories.
Praise Maritime S.A.	August 1, 1994	〃	US$18,500,000	〃

188

Company name	Date of incorporation	Address	Paid-in capital	Main business or production items
Longevity Navigation S.A.	May 12, 1994	〃	US$13,500,000	〃
Best Steamship S.A.	August 5, 2010	Bloc Office Hub, Fifth Floor, Santa Maria Business District, Panama, Republic of Panama	US$17,000,000	1. Domestic and overseas shipping and related supplementary businesses
2. Domestic and overseas shipping agency business.
3. Agency for the sale, purchase, charter and construction of ships and their accessories.
Grand Steamship S.A.	December 2, 2010	〃	US$16,000,000	〃
Alliance Steamship S.A.	April 1, 2014	〃	US$12,000,000	〃
Reliance Steamship S.A.	April 1, 2014	〃	US$12,000,000	〃
Black Sea Steamship S.A.	March 5, 2012	〃	US$11,000,000	〃
Ship Bulker Steamship S.A.	March 5, 2012	〃	US$12,000,000	〃
Sure Success Steamship S.A.	November 11, 2014	23^{rd} Floor, MMG Tower, Ave. Paseo del Mar And Pacific Avenue, Costa del Este, Panama City, Rep. of Panama	US$14,300,000	〃
Shining Steamship International S.A.	March 7, 2019	PANAMA City,SAN FRANCISCO,Calle AVE 5 Y CALLE 78 ESTE, edificio, EVERGREEN, departamento C5	US$9,600,000	〃
Excellent Steamship International S.A.	March 7, 2019	23^{rd} Floor, MMG Tower, Ave. Paseo del Mar And Pacific Avenue, Costa del Este, Panama City, Rep. of Panama	US$9,000,000	〃
Nature Source Ltd.	May 10, 2002	Room 2102, 21/F, Tower Two, Lippo Centre, 89 Queensway, Hong Kong	US$8,430,000	Investment holding
Ahead Capital Ltd.	November 8, 2011	Portcullis Chambers, 4^{th} Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town , Tortola, British Virgin Islands	US$15,500,000	Investment holding

Information on directors, supervisors and general managers of affiliated companies

Company name	Title	Name or representative	Shareholding
			Number of shares	Shareholding (%)
Royal Sunway Development Co., Ltd.	Chairperson	Juristic-person representative of Sunny Stand Limited of British Virgin Islands: Jen-Hao Kuo	16,500,000	55
	Director	Juristic-person representative of First Steamship: Chien-Wan Chuang, Yen-Ling Lin
	Supervisor General Manager	Ko-Hua Chu Jen-Hao Kuo
First Mariner Holding Ltd.	Director	Jen-Hao Kuo, Chien-Wan Chuang, Dennis Wai-Tak Yau	49,300,000	100
Grand Ocean Retail Group Ltd.	Chairperson	Juristic-person representative of First Steamship S.A: LEE SENG LEONG	56,721,000	29.01
	Director	Jen-Hao Kuo
	Director	Juristic-person representative of First Steamship: Qing-Hai Ng
Da Yu Financial Holdings Limited	Independent director General Manager	Lee Seng Chay, Chin-Hui Ting, Ching-Yi She, Jenn-Yuh Lee Qing-Hai Ng	994,980,000	29.11
	Chairperson and non-executive director Executive director and general manager Executive director Independent non-executive director	Jen-Hao Kuo Hua-Lun Li Hao-Hao Xu, Chih-Cheng Lin, Ming Li Ssu-Tsung Chen, Chih-Wei Sun, Wei-Chi Tsen
First Steamship S.A.	Chairperson Director	Jen-Hao Kuo Chien-Wan Chuang, Dennis Wai-Tak Yau	594	100
Praise Maritime S.A.	〃	〃	185,000	100
Longevity Navigation S.A.	〃	〃	135,000	100
Best Steamship S.A.	〃	〃	170,000	100
Grand Steamship S.A.	〃	〃	160,000	100
Alliance Steamship S.A.	〃	〃	120,000	100
Reliance Steamship S.A.	〃	〃	120,000	100
Black Sea Steamship S.A.	〃	〃	110,000	100

191

Company name	Title	Name or representative	Shareholding
			Number of shares	Shareholding (%)
Ship Bulker Steamship S.A.	n	n	120,000	100
Sure Success Steamship S.A.	n	n	143,000	100
Shining Steamship International S.A.	n	n	96,000	100
Excellent Steamship International S.A.	n	n	90,000	100
Nature Sources Ltd.	Director	Chien-Wan Chuang, Dennis Wai-Tak Yau	8,430,000	100
Ahead Capital Ltd.	n	Jen-Hao Kuo, Chien-Wan Chuang, Dennis Wai-Tak Yau	1,550	100
Media Assets Golbal Ltd.	n	n	50,000	100
Heritage Riches Ltd.	n	n	5	100
First Mariner Capital Ltd.	n	n	32,920,000	100
Mariner Far East Ltd.	Director	Jen-Hao Kuo, Dennis Wai-Tak Yau	3,800,000	100
Mariner Capital Ltd.	Director	Jen-Hao Kuo, Chien-Wan Chuang, Dennis Wai-Tak Yau	28,010,000	100
Mariner Finance Ltd.	Chairperson Director Supervisor General Manager	Jen-Hao Kuo Dennis Wai-Tak Yau Chien-Wan Chuang Ko-Hua Chu (Resigned on February 2, 2026)	Not applicable	100
Sandmartin International Holdings Limited	Chairperson and non-executive director Executive director Independent non-executive director	Jen-Hao Kuo Tsung-Chin Hung, Wei-Chun Chen Ming-Hsuan Lu, Chia-Ming Wu, Wei-Huei Chen	473,869,283	38.52
Jia Wang Asset Development Co., Ltd.	Chairperson Director Supervisor	Chia-Fu Hsiao Chia-Ling Ho, Royal Sunway Development Co., Ltd. Ko-Hua Chu	980,000	49

Information on the shareholders in common of the Company and affiliates presumed to be in a controlling and subordinate relation: None.

5. Business overview of affiliated companies

December 31, 2025 Unit: NT$ Thousand (Except for earnings per share)

Company name	Capital	Total assets	Total liabilities	Net worth	Operating revenue	Operating profits	Profits or losses for the period	Earnings per share (NT$)
Royal Sunway Development Co., Limited	300,000	1,441,563	1,258,301	183,262	26,065	-11,466	-39,457	-1.32
First Steamship S.A.	1,866,942	3,051,397	519,770	2,531,627	0	-3,123	-1,067,813	-1,797,665
First Mariner Holding Ltd.	1,549,499	-283,034	459,630	-283,493	0	-281	-3,619	-0.07
Grand Ocean Retail Group Ltd.	1,955,310	21,258,556	17,439,328	3,819,228	2,751,254	-238,167	-890,325	-4.55
Jia Wang Asset Development Co., Ltd.	20,000	150,537	107,956	42,580	0	-254	24,805	12.40
Alliance Steamship S.A.	377,160	494,942	76,278	418,665	120,786	3,175	-4,690	-39.09
Advantage Steamship Co., Ltd.	0	0	38	-38	0	-19	-19	-
Best Steamship S.A.	534,310	569,261	49,905	519,356	114,570	-9,464	-14,767	-86.87
Black Sea Steamship S.A.	345,730	321,080	16,243	304,837	102,526	-11,825	-15,658	-142.35
Excellent Steamship International S.A.	282,870	840,302	469,635	370,667	160,686	58,853	30,017	333.52
Grand Steamship S.A.	502,880	614,955	49,358	565,596	123,607	-16,513	-18,578	-116.11
Longevity Navigation S.A.	424,305	595,056	105,440	489,615	142,531	34,971	28,244	209.22
Mighty Steamship Co., Ltd.	0	0	38	-38	0	-19	-19	-
Praise Maritime S.A.	581,455	769,085	71,274	697,811	157,424	42,545	37,781	204.22
Reliance Steamship S.A.	377,160	482,309	63,524	418,785	128,790	11,111	-413	-3.44
Ship Bulker Steamship S.A.	377,160	371,645	1,867	369,779	89,092	-18,263	-18,257	-152.15
Shining Steamship International S.A.	301,728	868,114	495,434	372,680	167,566	61,956	35,583	370.66
Sure Success Steamship S.A.	449,449	557,719	-29,539	587,258	140,312	19,893	12,050	84.26

193

Nature Sources Ltd.	264,955	282,622	102	282,519	0	-249	-248	-0.03
Ahead Capital Ltd.	487,165	15,639	637,556	-621,917	0	-192	-34,658	-22,358.71
Media Assets Global Ltd.	157,150	194	352,231	-352,036	0	-125	-80	-1.60
Heritage Riches Ltd.	314	9,184	22,118	-31,302	0	-119	4,157	831,400.00
First Mariner Capital Ltd.	1,034,676	-289,211	97	-289,308	0	-97	-3,168	-0.10
Mariner Far East Ltd.	119,434	27	-4,076	4,103	0	-246	-185	-0.05
Mariner Capital Ltd.	880,354	288,670	1,586	-290,256	0	-273	-3,078	-0.11
Mariner Finance Ltd.	840,667	78,955	367,636	-288,681	7,962	-7,513	-2,805	-
Da Yu Financial Holdings Limited	1,380,184	3,441,046	754,242	2,686,804	268,400	23,527	155,508	0.06
Sandmartin International Holdings Limited	496,836	2,816,327	3,655,581	-839,254	1,786,400	-585,963	-628,425	-3.70

(III) Relationship report: Not applicable.

II. Private placement of securities during the last year or the current year up to the date of publication of the annual report: None

III. Holding or disposal of shares in the Company by the Company's subsidiaries during the last year or the current year up to the date of publication of the annual report: None.

IV. Other matters that require additional explanation: None.

V. If any of the situations listed in Article 36, Paragraph 3, Subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholder equity or the price of the Company's securities, has occurred during the last year or the current year up to the date of publication of the annual report: None

195

Chairperson Jen-Hao Kuo

AI assistant

FSC Annual Report 2025

52157_rns_2026-05-20_8748391f-557a-4793-95b9-91da03c8be86.pdf

FIRST STEAMSHIP COMPANY LIMITED

2025 Annual Report

Table of Contents

(II) Business Outlook

Marine Transportation Business

III. Future Development Strategy

Marine Transportation Business

IV. Impact of External Competition, Legal Environment, and Overall Business Environment

Climate information of TWSE/TPEx-listed companies

III. Information on CPA professional fees

FIRST STEAMSHIP COMPANY LIMITED

Three. Capital Overview

(II) Industry Overview

III. Employees

IV. Environmental Protection Expenditure

Five. Review and analysis of financial position and financial performance, and risks

I. Comparative Analysis of Financial Status

III. Review and Analysis of Cash Flow

Six.Special Disclosure

I. Information on affiliated companies

5. Business overview of affiliated companies

AI assistant

FSC — Annual Report 2025

52157_rns_2026-05-20_8748391f-557a-4793-95b9-91da03c8be86.pdf

FIRST STEAMSHIP COMPANY LIMITED

2025 Annual Report

Table of Contents

(II) Business Outlook

Marine Transportation Business

III. Future Development Strategy

Marine Transportation Business

IV. Impact of External Competition, Legal Environment, and Overall Business Environment

Climate information of TWSE/TPEx-listed companies

III. Information on CPA professional fees

FIRST STEAMSHIP COMPANY LIMITED

Three. Capital Overview

(II) Industry Overview

III. Employees

IV. Environmental Protection Expenditure

Five. Review and analysis of financial position and financial performance, and risks

I. Comparative Analysis of Financial Status

III. Review and Analysis of Cash Flow

Six.Special Disclosure

I. Information on affiliated companies

5. Business overview of affiliated companies

More from FSC

FSC Annual Report 2025