GLOBAL PMX - AGM Information 2019

GLOBAL PMX CO., LTD.

Minutes of 2019 Annual General Shareholders’ Meeting (Translation)

Time: 9:00 AM, June 14, 2019

Place: 3F., No.398, Minquan Rd., Zhongli Dist., Taoyuan City

Quorum: 68,291,262 shares were represented by the shareholders and proxies present, which amounted to 83.34% of the Company’s 81,934,000 issued and outstanding shares.

Broad Members Present: Zheng-Sheng Lin, Sixxon Precision Machinery Co., Ltd. Legal representative: Rui-Quan Yan, Chin-Wei Lu, SuiCheng Ho, Liang-Xiong Lin, Chia-Yu Tsai (Independent Director). 6 members of the Board of Directors (including 1 Independent Directors) are present.

Attendance : Miss Kuo, Frida N., CPA, Deloitte & Touche

Chairman: Zheng-Sheng Lin, Chairman of the Board of Directors

Recorder : Rui-Quan Yan

1. Commencement: (The aggregate shareholding of the shareholders and proxies present constituted a quorum. The chairman called the meeting to order.)

2. Chairman’s speech: (omitted)

3. Report Items

<1>

Proposal: Business Report of 2018 Explanation: Business Report of 2018, please see Attachment 1.

<2>

Proposal: Audit Committee’s Review Report on the 2018 Business Report and Financial Statements.

Explanation: Audit Committee’s Review Report on the 2018, please see Attachment 2.

<3>

Proposal: Compensation distribution for employees and directors of 2018.

Explanation: According to the allocation ratio of Article of Incorporation and the company's 2018 annual profitability. It was approved by the Compensation Committee and the Board of Directors to distribute 2018 annual employee

compensation of NT$18,463,189 and director's compensation of NT$9,265,913 in cash.

<4>

Proposal:The first issue of Domestic Unsecured Convertible Corporate Bonds.

Explanation: (1) The first issue of Domestic Unsecured Convertible Corporate Bonds was approved for recordation per 17 January 2018 Letter No. FinancialSupervisory-Securities-Corporate-1060051431.
(2) As of March 24, 2019, the issuance and conversion of this convertible bond is as follows:

bond is as follows:
Bond	GLOBAL PMX CO., LTD. The first issue of Domestic Unsecured Convertible Corporate Bonds.
Issue reason	Repayment of bank loans and overseas re- investment.
Total amount of issue	NT$1,500,000,000
Issue denomination	NT$ 100,000
Coupon rate	0%
Issue period	3 years, due from February 5, 2018 to February 5, 2021.
Conversion price	NT$ 183.50
Conversion status	As of March 24, 2019, there has been no application for conversion.

4. Matters for Ratification

<1> Proposed by the Board of Directors

Proposal: Business Report and Financial Statements of 2018.

Explanation: (1) The financial statements and consolidated financial statements of 2018 were verified by Deloitte & Touche. Accountants Weng, Roy and Kuo, Frida N., and audit report on which an unqualified opinion has been issued. Reviewed with the business report by the Audit Committee, and submitted to the shareholders’ meeting for resolution.
(2) The business report, certified public accountant’s audit report and financial statement, please see Attachment 1 and Attachment 3.
Resolution: The subject is voting by poll and the result is: approval votes: 67,925,214shares (including electronic voting 19,899,264 shares) accounted for 99.46% of total shares, disapproval votes: 5,041shares (including electronic voting 5,041 shares), abstention votes / no votes: 361,007 shares (including electronic voting 361,007 shares), invalid votes: 0 share. Because the approval votes exceeded statutory votes, the subject is passed.

<2>

Proposed by the Board of Directors

Proposal: Distribution of 2018 earnings.

10 -
Explanation: (1) The availabie annual profit in 2018 for distribution is NT$ 701,835,186. Considering the need of business development, it is proposed to allocate shareholders' cash dividends of NT$ 253,995,400, NT$ 3.1 per share, calculated to an integer. If the cash dividend distribution is less than NT$ 1, it will be transferred to other income of the company.
(2) Upon the approval of the Shareholders’ Meeting, it is proposed that the chairman be authorized to resolve the date of payment and other relevant issues.
(3) If the distribution is amended by the competent authority, or because of the buyback of shares of the company, the transfer of employees or cancellation of treasury shares, the execution of employee stock option certificates, and the conversion of convertible corporate bonds, the number of shares outstanding in circulation will be affected, and the shareholder ratio will occur. In the event of a change, it is proposed to request the shareholders' meeting to authorize the chairman to handle the relevant issues.
(4) The distribution of 2018 earnings, please see Attachment 4.
Resolution: The subject is voting by poll and the result is: approval votes: 67,924,214shares (including electronic voting 19,898,264 shares) accounted for 99.46% of total shares, disapproval votes: 6,041shares (including electronic voting 6,041 shares), abstention votes / no votes: 361,007 shares (including electronic voting 361,007 shares), invalid votes: 0 share. Because the approval votes exceeded statutory votes, the subject is passed.

5. Matters for Discussion

<1>

Proposed by the Board of Directors

Proposal: Amendment to the Articles of Incorporation

Explanation: (1) In order to comply with the relevant statutory amendments and the operational requirements, some provisions of the Articles of Incorporation are amended and the comparison table of the proposed amendments is attached. Please refer to Attachment 5 on pages35 to 36 of the Meeting Handbook.
(2) Please proceed to discuss.
Resolution: The subject is voting by poll and the result is: approval votes: 67,397,214shares (including electronic voting 19,371,264 shares) accounted for 98.69% of total shares, disapproval votes: 533,041shares (including electronic voting 533,041 shares), abstention votes / no votes: 361,007 shares (including electronic voting 361,007 shares), invalid votes: 0 share. Because the approval votes exceeded statutory votes, the subject is passed.
<2> Proposed by the Board of Directors Proposal: Amendment to the Operational Procedures for Acquisition and Disposal of Assets. Explanation: (1) The amendment of some provisions of Operational Procedures for Acquisition and Disposal of Assets was approved for recordation per 26 November 2018 Letter No.Financial-Supervisory-Securities-Corporate1070341072.
(2) The comparison table of the proposed amendments is attached. Please refer to Attachment 6 on pages 37 to 59 of the Meeting Handbook.
11 -

(3) Please proceed to discuss.

Resolution: The subject is voting by poll and the result is: approval votes: 67,925,214 shares (including electronic voting 19,899,264 shares) accounted for 99.46% of total shares, disapproval votes: 5,041 shares (including electronic voting 5,041 shares), abstention votes / no votes: 361,007 shares (including electronic voting 361,007 shares), invalid votes: 0 share. Because the approval votes exceeded statutory votes, the subject is passed.

<3>

Proposed by the Board of Directors

Proposal: Amendment to the Operational Procedures for Loaning Funds to Others Explanation: (1) Amend some provisions of the Operational Procedures for Loaning Funds to Others in accordance with the approved for recordation per 7 March 2019 Letter No.Financial-Supervisory-Securities-Auditing-1080304826 and in line with the company's operational requirements.
- (2) The comparison table of the proposed amendments is attached. Please refer to Attachment 7 on pages 60 to 62 of the Meeting Handbook.
(3) Please proceed to discuss.
Resolution: The subject is voting by poll and the result is: approval votes: 67,925,214 shares (including electronic voting 19,899,264 shares) accounted for 99.46% of total shares, disapproval votes: 5,041shares (including electronic voting 5,041 shares), abstention votes / no votes: 361,007 shares (including electronic voting 361,007 shares), invalid votes: 0 share. Because the approval votes exceeded statutory votes, the subject is passed.

<4>

Proposed by the Board of Directors

Proposal: Amendment to the Operational Procedures for Endorsement and Guarantee

Explanation: (1) Amend some provisions of the Operational Procedures for Endorsement and Guarantee in accordance with the approved for recordation per 7 March 2019 Letter No.Financial-Supervisory-Securities-Auditing-1080304826.
(2) The comparison table of the proposed amendments is attached. Please refer to Attachment 8 on pages 63 to 64 of the Meeting Handbook.
(3) Please proceed to discuss.
Resolution: The subject is voting by poll and the result is: approval votes: 67,924,214 shares (including electronic voting 19,898,264 shares) accounted for 99.46% of total shares, disapproval votes: 6,041shares (including electronic voting 6,041 shares), abstention votes / no votes: 361,007 shares (including electronic voting 361,007 shares), invalid votes: 0 share. Because the approval votes exceeded statutory votes, the subject is passed.
12 -
Extempore Motion: None
Adjournment: 9:23 AM, June 14, 2019.

Chairman: Zheng-Sheng Lin

Recorder: Rui-Quan Yan

13 -

Attachment 1

Business Report 2018

1. Business Report 2018:

(1) Operating results results in 2018:

With the full support of shareholders and the efforts of all staffs, the consolidated revenue in 2018 increased by 9.28 percent higher than the previous year, 2017. Due to the impact of the vehicle market and exchange rate fluctuations, resulting in a slight decline in net profit to NT$499,709 thousand, decreased by 16.67 percent compared with a year earlier.The after-tax earnings per share was NT$6.10 in 2018.

Unit: NT$ thousands

2018	2017	Change ratio
4,424,839	4,048,921
		9.28%


1,286,270	1,290,758	-0.35%


819,064	876,958	-6.60%


726,669	828,106	-12.25%


499,709	599,673	-16.67%

(2) Budget implementation:

According to the laws and regulations, the company has not disclosed the 2018 financial forecast. The overall operation and actual performance are roughly equivalent to the business plans developed within the company.

(3) Financial revenue, expenditure, and profitability analysis:

	Item	2018	2017
Financial structure	Debt to asset ratio %	62.92	50.23
	Long-term capital to property, plant and equipment %	88.26	114.86
Solvency	Current ratio %	123.17	97.16
	Quick ratio %	91.92	70.15
Profitability	Return on total assets %	7.82	11.42
	Return on shareholders’ equity %	17.22	21.37
	Profit ratio	11.29	14.81
	Earnings per share (NT$)	6.10	7.32

(4) Research and Development status:

The company is a professional precision metal component processing manufacturer, the main technology lies in the development of CNC lathes, milling machines, turning and milling composite automatic lathes, grinding machines, surface treatment and etc. To achieve optimal production and quality with systematic

14 -

measurement control management for quality feedback. Therefore, in the development of new products, the selection of machinery and equipment, the design of the manufacturing process, the development and production of the fixtures required in the process, and the innovation of the measurement and inspection tools are the focus of research and development. With the introduction of automation, the production is optimized. The developed technology can be applied to the processing of metal products in various industries, such as automotive components, disk drive motor components, semiconductor components, medical equipment components, consumer electronic components and so on.

The research and development for the implementation of the short-term, mediumterm and long-term plans are as follows:

●Short term: In the automotive, medical and information industries, through new customer products such as dual clutch parts, automotive diesel nozzles, high pressure pump core parts, brake safety components, and surgical automatic stapler components, we continue to register as a qualified FDA medical orthopedic surgical device component assembly in the United States and develop cloud drive product capacity verification.
●Medium term: Cooperate with the client to develop precision finishing workpieces for hybrid electric vehicles. Enhance process integration such as stamping, forging, multi-axis machine multi-station processing and so on. To provide integrated processing service modules, including integrated front-end stamping, forging, casting, injection molding, machined turning, milling, multi-axis and back-end surface treatment and assembly services.
●Long term: Cut into the important supply chain of electric vehicle precision components. Integrate new machine performance and develop more processing and assembly capabilities. In order to provide more high value-added products for clients. We expect to be a "world-class leading factory for precision machinery foundry."

2. 2019 Operational Plan Summary:

(1) Operating strategy
<1> The annual goal: return to the foundation to take root and create another peak.
<2> To accelerate talented person development programs and actively cultivate talented person with international diversity.
<3> To promote the talented elite program and to accelerate the development of automated equipment.
<4> The successful mass production of new products is a key issue for this year.
<5> To build the new plant and expand manufacturing production capacity to meet future customer demand.
(2) Sales Quantity forecast and its basis
The shipments for 2019 are expected to continue to grow under the enthusiasm of major customers' original product orders and the gradual entry of new products into mass production. The shipment estimation of this year is based on long-term demand forecasts provided by customers, new project development schedules, and capacity planning.
(3) Important production and marketing policy
<1> Production policy: The integrity of the new plant and the availability of the
15 -

machines have been prepared to meet the large production plan for new products.

  - <2> Marketing Policy: To meet the needs of existing customers, and actively strive for new orders. To manage potential customers, and fully cooperate with new customers to develop the required resources. To observe the market trends and strive to develop high-quality, stable and high value-added customers.

Future company development strategy:
(1) To reduce the proportion of auto parts with low traditional additional value, and increase industrial products such as high additional value automobiles, medical supplies, high-tech industries and environmental green energy.
(2) To develop new industry customers and increase the proportion of non-automotive customer products in order to diversify the risk of customer concentration.
(3) To integrate critical processes vertically, and to enhance high additional value processes such as stamping, forging and multi-axis machining processes, front-end material and back-end surface treatment capabilities and equipment investment.
Affection of the external competitive environment, regulatory environment and overall business environment:
The government amends multiple enterprise accounting standards in response to the rapid changes in the overall environment, multiple reforms, new regulations of the competent authorities, and the corporate governance internationalization, and to keep the corporate in line with international standards and maintaining competitiveness. We cooperate with government policies based on the sustainable management, continuously enhances our international competitiveness, and maximize the value of shareholders under financial transparency.

GLOBAL PMX CO., LTD.

Chairman: Zheng-Sheng Lin

General Manager: En-Dao Lin

Chief Accountant: Yao-Ling Huang

16 -

Attachment 2

Review Report of Audit Committee

GLOBAL PMX CO., LTD.

Review Report of Audit Committee

The Board of Directors made the Company's 2018 business report, financial statements (including consolidated financial statements) and appropriation of earnings, among which the financial statements (including consolidated financial statements) were certified by Deloitte & Touche. and issued a verification report.

The above-mentioned business report, financial statements (including consolidated financial statements) and appropriation of earnings are approved by the Audit Committee, and it is considered that there is no disagreement, and in accordance with Article 14.4 of the Securities and Exchange Act and Article 219 of the Company Act made a report, please review it.

2019 Annual Shareholders’ Meeting

GLOBAL PMX CO., LTD.

Audit committee chairperson ： Chia-Yu Tsai

March 25, 2019

17 -

Attachment 3

Independent Auditors' Report

The Board of Directors and Shareholders Global PMX Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Global PMX Co., Ltd. and subsidiaries (the “Company”), which comprise the consolidated balance sheets as of December 31, 2018, and 2017, and the consolidated statements of the comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2018 and 2017, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Report by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2018 consolidated financial statements of Global PMX Co., Ltd. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a

18 -

separate opinion on these matters.

Key audit matters for the Company’s consolidated financial statements for the year ended December 31, 2018 are stated as follows:

Revenue recognition

Sales revenue of auto parts represented 73% of the consolidated total revenue of the Company and its subsidiaries for the year ended December 31, 2018. As the recognition of revenue from sales of auto parts has significant influences on presentation of financial statements, we consider it a key audit matter based on the materiality along with the guidance that Statements on Auditing Standards prescribes sales revenue as significant risk. Please refer to Note 4 (11) to consolidated financial statements for information on accounting policies relating to revenue recognition.

Below are our main audit procedures performed for revenue recognition:
A. Understood and tested the design and operating effectiveness of the internal controls over revenue recognition from sales customer.
B. Sampled and inspected the receivable records of the sales customer aforementioned, selected the appropriate sample to examine the external supporting source documents, to verify whether the sales transaction actually occurred.
C. Inspected balance sheet to ascertain whether there have been any material sales returns or allowances in the current period and the subsequent period, and, if so, inquire about the reason and find out whether they have been adequately presented.

Other Matter

We have also audited the parent company only financial statements of Global PMX Co., Ltd. as of and for the years ended December 31, 2018 and 2017 on which we have issued an unmodified opinion.

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

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

19 -

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

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

Auditors’ responsibilities for the audit of the consolidated financial statements

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

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

A. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists,
20 -

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

E. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
F. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2018 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the

public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Weng, Roy and Kuo, Frida N.

Reference number of the FSC approval letter, Order no. Financial-Supervisory-Securities-Auditing-1010028123 of the Financial Supervisory Commission

21 -

Reference number of the FSC approval letter, Order no. Financial-Supervisory-Securities-Auditing-1070323246 of the Financial Supervisory Commission

Deloitte & Touche

Taipei, Taiwan Republic of China March 25, 2019

22 -

Global PMX Co., Ltd. and Subsidiaries Consolidated balance sheet As of December 31, 2018 and 2017

In thousands of New Taiwan Dollars

C o d e 1100 1150 1170 1180 1200 1210 1220 130X 1410 1470 11XX 1510 1600 1801 1840 1915 1920 1985 15XX 1XXX C o d e 2100 2170 2180 2219 2220 2230 2399 21XX 2530 2540 2640 2645 2570 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3XXX	Assets Current assets Cash and cash equivalents`（`Notes 6`）` Notes receivable, net`（`Notes 8`）` Accounts receivable, net`（`Notes 8`）` Accounts receivable due from related parties, net`（`Notes 8 and 27`）` Other receivables`（`Notes 8`）` Other receivables due from related parties`（`Notes 8 and 27`）` Current tax assets`（`Notes 22`）` Current inventories`（`Notes 9`）` Prepayments`（`Notes 13`）` Other current assets`（`Notes 13 and 28`）` Total current assets Non-current assets Non-current financial assets at fair value through profit or loss`（`Notes 7`）` Property, plant and equipment`（`Notes 11, 27 and 28`）` Computer software, net`（`Notes 12`）` Deferred tax assets`（`Notes 22`）` Prepayments for business facilities`（`Notes 13`）` Guarantee deposits paid`（`Notes 13 and 27`）` Long-term lease prepayments`（`Notes 13 and 28) Total non-current assets Total assets L i a b i l i t i e s a n d e q u i t y Current liabilities Current borrowings`（`Notes 14`）` Accounts payable`（`Notes 16`）` Accounts payable to related parties`（`Notes 16 and 27`）` Other payables`（`Notes 17`）` Other payables to related parties`（`Notes 17 and 27`）` Current tax liabilities`（`Notes 22`）` Other current liabilities`（`Notes 17`）` Total current liabilities Non-current liabilities Bonds payable`（`Notes 15`）` Non-current portion of non-current borrowings`（`Notes 14`）` Net defined benefit liability, non-current`（`Notes 18`）` Guarantee deposits received`（`Notes 17`）` Deferred tax liabilities`（`Notes 22`）` Total non-current liabilities Total liabilities Equity attributable to owners of parent`（`Notes 19`）` Share capital Oridinary share Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity interest Total equity Total liabilities and equity		December 31,2018 m o u n t `％` $ 1,325,232 17 14,321 - 1,458,285 19 16,330 - 35,279 - 26 - 1,076 - 750,717 10 219,400 3 3,702 - 3,824,368 49 600 - 3,386,168 43 15,490 - 46,322 1 365,429 5 15,784 - 158,180 2 3,987,973 51 $ 7,812,341 100 $ 1,830,644 23 285,617 4 59,301 1 838,290 11 12,438 - 73,017 1 5,673 - 3,104,980 40 1,472,679 19 92,145 1 4,775 - 89 - 241,184 3 1,810,872 23 4,915,852 63 819,340 11 1,107,664 14 217,679 3 84,243 1 785,973 10 1,087,895 14 118,410) ( 2) 2,896,489 37 $ 7,812,341 100	December 31,2018 m o u n t `％` $ 1,325,232 17 14,321 - 1,458,285 19 16,330 - 35,279 - 26 - 1,076 - 750,717 10 219,400 3 3,702 - 3,824,368 49 600 - 3,386,168 43 15,490 - 46,322 1 365,429 5 15,784 - 158,180 2 3,987,973 51 $ 7,812,341 100 $ 1,830,644 23 285,617 4 59,301 1 838,290 11 12,438 - 73,017 1 5,673 - 3,104,980 40 1,472,679 19 92,145 1 4,775 - 89 - 241,184 3 1,810,872 23 4,915,852 63 819,340 11 1,107,664 14 217,679 3 84,243 1 785,973 10 1,087,895 14 118,410) ( 2) 2,896,489 37 $ 7,812,341 100		December 31,2017	December 31,2017	December 31,2017
		A	m o u n t $ 1,325,232 14,321 1,458,285 16,330 35,279 26 1,076 750,717 219,400 3,702 3,824,368 600 3,386,168 15,490 46,322 365,429 15,784 158,180 3,987,973 $ 7,812,341 $ 1,830,644 285,617 59,301 838,290 12,438 73,017 5,673 3,104,980 1,472,679 92,145 4,775 89 241,184 1,810,872 4,915,852 819,340 1,107,664 217,679 84,243 785,973 1,087,895 118,410) 2,896,489 $ 7,812,341		A	m o u n t $ 563,091 15,941 1,302,508 13,608 32,923 223 9,592 567,361 179,393 2,157 2,686,797 - 2,531,364 8,715 36,528 548,198 1,442 29,134 3,155,381 $ 5,842,178 $ 1,432,145 269,341 54,315 915,989 3,060 84,791 5,793 2,765,434 - - 4,880 278 164,105 169,263 2,934,697 819,340 1,064,002 157,712 64,310 886,360 1,108,382 84,243) 2,907,481 $ 5,842,178		`％`
		(		(	(		(	10 - 22 - 1 - - 10 3 - 46 - 43 - 1 9 - 1 54 100 24 5 1 16 - 1 - 47 - - - - 3 3 50 14 18 3 1 15 19 1) 50 100

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

23 -

Global PMX Co., Ltd. and Subsidiaries Consolidated Statements of Comprehensive Income For the year ended December 31, 2018 and 2017 In thousands of New Taiwan Dollars, except earnings per share

C o d e Operating revenue (Notes20and27`）` 4100 Sales revenue 4110 Sales revenue 4170 Sales returns 4190 Sales discounts and allowances 4000 Total operating revenue 5000 Operating costs`（`Notes 9,21and27`）` 5900 Gross profit from operations Operating expenses `（`Notes21and27`）` 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Impairment loss determined in accordance with IFRS 9 6000 Total operating expenses 6900 Net operating income Non-operating income and expenses`（`Notes21and27`）` 7190 Other income 7020 Other gains and losses 7050 Finance costs 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expenses `（`Notes22`）` `（`continued`）`	Year 2018 A m o u n t `％` $ 4,470,214 101 ( 33,501 ) ( 1 ) ( 11,874) - 4,424,839 100 (3,138,569) (71) 1,286,270 29 ( 93,491 ) ( 2 ) ( 216,776 ) ( 5 ) ( 153,717 ) ( 3 ) ( 3,222) - ( 467,206) (10) 819,064 19 28,852 1 ( 80,183 ) ( 2 ) ( 41,064) ( 1) ( 92,395) ( 2) 726,669 17 ( 226,960) ( 5)	Year 2017	Year 2017
	A m o u n t $ 4,470,214 ( 33,501 ) ( 11,874) 4,424,839 (3,138,569) 1,286,270 ( 93,491 ) ( 216,776 ) ( 153,717 ) ( 3,222) ( 467,206) 819,064 28,852 ( 80,183 ) ( 41,064) ( 92,395) 726,669 ( 226,960)	A m o u n t $ 4,124,136 ( 37,050 ) ( 38,165) 4,048,921 (2,758,163) 1,290,758 ( 95,500 ) ( 182,544 ) ( 135,756 ) - ( 413,800) 876,958 24,031 ( 58,770 ) ( 14,113) ( 48,852) 828,106 ( 228,433)	`％`
			102 ( 1 ) ( 1) 100 (68) 32 ( 2 ) ( 5 ) ( 3 ) - (10) 22 1 ( 2 ) - ( 1) 21 ( 6)

24 -

C o d e 8200 Profit Other comprehensive income 8310 Components of other comprehensive income that will not be reclassified to profit or loss: 8311 Gains (losses) on remeasurements of defined benefit plans 8360 Components of other comprehensive income that may be reclassified subsequently to profit or loss: 8361 Exchange differences on translation 8362 Unrealized gains (losses) on valuation of available-for-sale financial assets 8300 Total other comprehensive income 8500 Total comprehensive income Profit (loss) attributable to`：` 8610 owners of the parent 8620 Non-controlling interests 8600 Comprehensive income attributable to 8710 owners of the parent 8720 Non-controlling interests 8700 Earnings per share`（`Notes 23`）` From continuing operations 9710 Basic 9810 Diluted		Year 2018	Year 2018
	A

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

25 -

Global PMX Co., Ltd. and Subsidiaries Consolidated Statements of Changes in Equity For the year ended December 31, 2018 and 2017

In thousands of New Taiwan Dollars

E q u i t y	E q u i t y	a t t r	i b u t a b l e t o	i b u t a b l e t o	o w n e r s o f	t h e p a r e n t O t h e r e q u i t y i n t e r e s t Exchange differences on translation of foreign financial statements Unrealized Gains(losses) on available for sale financial assets ( $ 64,317 ) $ 7 - - - - - - - - ( 19,926) ( 7) ( 19,926) ( 7) ( 84,243 ) - - - - - - - - - - - ( 34,167) - ( 34,167) - ($ 118,410) $ -	t h e p a r e n t O t h e r e q u i t y i n t e r e s t Exchange differences on translation of foreign financial statements Unrealized Gains(losses) on available for sale financial assets ( $ 64,317 ) $ 7 - - - - - - - - ( 19,926) ( 7) ( 19,926) ( 7) ( 84,243 ) - - - - - - - - - - - ( 34,167) - ( 34,167) - ($ 118,410) $ -
S h a r e C		a p i t a l m o u n t $ 819,340 - - - - - - 819,340 - - - - - - - $ 819,340	Capital surplus $ 1,064,002 - - - - - - 1,064,002 43,662 - - - - - - $ 1,107,664	R e t a i n	e d E a r n i n g s Special reserve Unappropriate d r e t a i n e d e a r n i n g s $ - $ 776,941 - ( 48,775 ) 64,310 ( 64,310 ) - ( 376,896 ) - 599,673 - ( 273) - 599,400 64,310 886,360 - - - ( 59,967 ) 19,933 ( 19,933 ) - ( 520,281 ) - 499,709 - 85 - 499,794 $ 84,243 $ 785,973	O t h e r e q u i
						Exchange differences on translation of foreign financial statements ( $ 64,317 ) - - - - ( 19,926) ( 19,926) ( 84,243 ) - - - - - ( 34,167) ( 34,167) ($ 118,410)
S h a r e ( i n t h o u s a n d s ) 81,934 - - - - - - 81,934 - - - - - - - 81,934	A			Legal reserve $ 108,937 48,775 - - - - - 157,712 - 59,967 - - - - - $ 217,679	Special reserve $ - - 64,310 - - - - 64,310 - - 19,933 - - - - $ 84,243
							( (

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

26 -

Global PMX Co., Ltd. and Subsidiaries Consolidated Statements of Cash Flows

For the year ended December 31, 2018 and 2017 In thousands of New Taiwan Dollars

C o d e Cash flows from (used in) operating activities A10000 Profit (loss) before tax A20010 Adjustments to reconcile profit (loss) A20100 Depreciation expense A20200 Amortization expense A20300 Expected credit loss (gain) A20300 Provision (reversal of provision) for bad debt expense A20400 Net loss (gain) on financial assets or liabilities at fair value through profit or loss A20900 Finance cost A21200 Interest income A22500 Loss (gain) on disposal of property, plant and equipment A23100 Gain on disposal of available- for-sale financial assets, net A23800 (Gain)Loss on inventory valuation A29900 Amortization of lease prepayment A24100 foreign exchange loss (gain) A30000 Changes in operating assets and liabilities, net A31130 Decrease (increase) in notes receivable A31150 Decrease (increase) in accounts receivable A31180 Decrease (increase) in other receivable A31200 Decrease (increase) in inventories A31230 Decrease (increase) in prepayment A31240 Decrease (increase) in other current assets A32150 Increase (decrease) in accounts payable A32180 Increase (decrease) in other payable A32230 Increase (decrease) in other current liabilities A32240 Increase (decrease) in net defined benefit liability A33000 Cash inflow (outflow) generated from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash flows from (used in) operating activities Cash flows from (used in) investing activities B00300 Acquisition of available-for-sale financial assets `（`continued`）`	Year 2018 $ 726,669 333,083 7,815 3,222 - 1,657 41,064 ( 9,626 ) ( 2,752 ) - ( 19,276 ) 2,793 14,761 1,620 ( 161,370 ) ( 1,600 ) ( 162,968 ) ( 40,007 ) ( 1,545 ) 21,262 55,061 ( 120 ) ( 20) 809,723 ( 29,690 ) ( 150,746) 629,287 -	Year 2017
		$ 828,106 259,281 3,192 - 12,115 - 14,113 ( 3,477 ) ( 3,847 ) ( 39 ) ( 14,453 ) 762 23,477 ( 15,941 ) ( 277,228 ) ( 6,479 ) ( 133,848 ) ( 32,621 ) 3,661 140,995 106,144 ( 13,307 ) ( 65) 890,541 ( 13,975 ) ( 158,256) 718,310 ( 93,290 )

27 -

C o d e B00400 Proceeds from disposal of available-for-sale financial assets B02700 Acquisition of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Decrease (increase) in refundable deposits B04500 Acquisition of intangible assets B07300 Increase in other lease prepayments B07500 Interest received BBBB Net cash flows from (used in) investing activities Cash flows from (used in) financing activities C00100 Increase in short-term loans C01200 Proceeds from Issuing bonds C01600 Proceeds from long-term debt C03100 Decrease in guarantee deposits received C04500 Cash dividends paid CCCC Net cash flows from (used in) financing activities DDDD Effect of exchange rate changes on cash and cash equivalents EEEE Net increase (decrease) in cash and cash equivalents E00100 Cash and cash equivalents at beginning of period E00200 Cash and cash equivalents at end of period	Year 2018 - ( 1,192,876 ) 12,083 ( 14,342 ) ( 14,872 ) ( 134,794 ) 9,067 (1,335,734) 398,499 1,502,500 92,145 ( 189 ) ( 520,281) 1,472,674 ( 4,086) 762,141 563,091 $ 1,325,232	Year 2017
		135,625 ( 1,047,018 ) 19,797 9,872 ( 9,499 ) - 3,477 ( 981,036) 410,183 - - ( 3,581 ) ( 376,896) 29,706 ( 13,559) ( 246,579 ) 809,670 $ 563,091

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

28 -

Independent Auditors' Report

The Board of Directors and Shareholders

Global PMX Co., Ltd.

Opinion

We have audited the accompanying parent company only financial statements of Global PMX Co., Ltd. (the ‘Company’), which comprise the parent company only balance sheets as of December 31, 2018 and 2017, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2018 and 2017, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of Global PMX Co., Ltd. for the year of 2018. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and

29 -

in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company’s parent company only financial statements for the year of 2018 are stated as follows:

Sales revenue recognition

The Company’s sales of automotive parts in year of 2018 amounted for approximately 51% of total revenue. Based on the significant and Statements on Auditing Standards presupposes revenue recognition as a significant risk. We believe that the impact of the sales revenue recognition of automotive parts if actually realized on the financial statements is significant, it has been identified as a key audit matter. Please refer to NOTEs 4 (11) to the financial statements for the details of the information about the accounting policy for recognizing revenue.

Our key audit procedures performed in respect of the above area included the following:

Understood and tested the design and operating effectiveness of the internal controls over revenue recognition from sales customer.
Sampled and inspected the receivable records of the sales customer aforementioned, select the appropriate sample to examine the external supporting source documents, to verify whether the sales transaction actually occurred.
Inspected balance sheet to ascertain whether there have been any material sales returns or allowances in the current period and the subsequent period, and, if so, inquire about the reason and find out whether they have been adequately presented.

Responsibilities of Management and those charged with Governance for the Parent Company Only Financial Statements

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

In preparing the parent company only financial statement, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going

30 -

concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

Auditor’s responsibilities for the Audit of the Parent Company Only Financial Statements

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

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from errors, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty existed related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only
31 -

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

Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statement represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended 2018 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Reference number of the FSC approval letter,

Order no. Financial-Supervisory-Securities-Auditing-1010028123 of the Financial Supervisory Commission

Reference number of the FSC approval letter,

Order no. Financial-Supervisory-Securities-Auditing-1070323246 of the Financial Supervisory Commission

Deloitte & Touche Taipei, Taiwan Republic of China March 25, 2019

32 -

Global PMX Co., Ltd.

Parent Company Only Balance sheet

As of December 31, 2018 and 2017

Code 1100 1170 1180 1200 1210 130X 1410 1470 11XX 1510 1550 1600 1801 1840 1920 15XX 1XXX Code 2100 2170 2180 2219 2220 2230 2399 21XX 2530 2640 2570 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3XXX	Assets Current assets Cash and cash equivalents (Note 6) Accounts receivable, net (Note 8) Accounts receivable due from related parties, net (Note 8 and 27) Other receivables (Note 8) Other receivables due from related parties (Note 8and27) Current inventories (Note 9) Prepayments(Note 13) Other current assets (Note 13and28) Total current assets Non-current assets Non-current financial assets at fair value through profit or loss (Note 7) Investments accounted for using equity method (Notes 10) Property, plant and equipment (Notes 11) Computer software net (Note 12) Deferred tax assets (Note 22) Guarantee deposits paid (Note 27) Total non-current assets Total assets Liabilities and equity Current liabilities Current borrowings (Notes 14) Accounts payable (Note 16) Accounts payable to related parties (Note 16and27) Other payables (Note 17) Other payables to related parties (Note 17and27) Current tax liabilities (Notes 22) Other current liabilities (Note 17) Total current liabilities Non-current liabilities Bonds payable (Note 15) Net defined benefit liability, non-current (Note 18) Deferred tax liabilities (Note 22) Total non-current liabilities Total liabilities Equity attributable to owners of parent(Note 19) Share capital Ordinary share Capital surplus Retained earnings Legal reserve Special reserve Unappropriated retained earnings Total retained earnings Other equity interest Total equity Total liabilities and equity		In Thousands of New Taiwan Dollars December 31,2018 December 31,2017 Amount `％` Amount `％` $ 832,480 14 $ 176,599 5 591,065 10 536,693 14 754,098 12 516,578 13 2,176 - 1,609 - 26 - 223 - 58,952 1 43,664 1 53,197 1 149,371 4 3,699 - 2,154 - 2,295,693 38 1,426,891 37 600 - - - 3,716,521 61 2,372,146 62 24,130 - 24,593 1 38 - 265 - 30,085 1 23,570 - 359 - 359 - 3,771,733 62 2,420,933 63 $ 6,067,426 100 $ 3,847,824 100 $ 808,000 13 $ 230,000 6 33,080 1 40,000 1 474,325 8 389,010 10 77,819 1 73,928 2 12,438 - 3,060 - 49,323 1 35,454 1 4,686 - 4,740 - 1,459,671 24 776,192 20 1,472,679 24 - - 4,775 - 4,880 - 233,812 4 159,271 4 1,711,266 28 164,151 4 3,170,937 52 940,343 24 819,340 14 819,340 21 1,107,664 18 1,064,002 28 217,679 4 157,712 4 84,243 1 64,310 2 785,973 13 886,360 23 1,087,895 18 1,108,382 29 118,410) ( 2) ( 84,243) ( 2) 2,896,489 48 2,907,481 76 $ 6,067,426 100 $ 3,847,824 100	In Thousands of New Taiwan Dollars December 31,2018 December 31,2017 Amount `％` Amount `％` $ 832,480 14 $ 176,599 5 591,065 10 536,693 14 754,098 12 516,578 13 2,176 - 1,609 - 26 - 223 - 58,952 1 43,664 1 53,197 1 149,371 4 3,699 - 2,154 - 2,295,693 38 1,426,891 37 600 - - - 3,716,521 61 2,372,146 62 24,130 - 24,593 1 38 - 265 - 30,085 1 23,570 - 359 - 359 - 3,771,733 62 2,420,933 63 $ 6,067,426 100 $ 3,847,824 100 $ 808,000 13 $ 230,000 6 33,080 1 40,000 1 474,325 8 389,010 10 77,819 1 73,928 2 12,438 - 3,060 - 49,323 1 35,454 1 4,686 - 4,740 - 1,459,671 24 776,192 20 1,472,679 24 - - 4,775 - 4,880 - 233,812 4 159,271 4 1,711,266 28 164,151 4 3,170,937 52 940,343 24 819,340 14 819,340 21 1,107,664 18 1,064,002 28 217,679 4 157,712 4 84,243 1 64,310 2 785,973 13 886,360 23 1,087,895 18 1,108,382 29 118,410) ( 2) ( 84,243) ( 2) 2,896,489 48 2,907,481 76 $ 6,067,426 100 $ 3,847,824 100	In Thousands of New Taiwan Dollars December 31,2018 December 31,2017 Amount `％` Amount `％` $ 832,480 14 $ 176,599 5 591,065 10 536,693 14 754,098 12 516,578 13 2,176 - 1,609 - 26 - 223 - 58,952 1 43,664 1 53,197 1 149,371 4 3,699 - 2,154 - 2,295,693 38 1,426,891 37 600 - - - 3,716,521 61 2,372,146 62 24,130 - 24,593 1 38 - 265 - 30,085 1 23,570 - 359 - 359 - 3,771,733 62 2,420,933 63 $ 6,067,426 100 $ 3,847,824 100 $ 808,000 13 $ 230,000 6 33,080 1 40,000 1 474,325 8 389,010 10 77,819 1 73,928 2 12,438 - 3,060 - 49,323 1 35,454 1 4,686 - 4,740 - 1,459,671 24 776,192 20 1,472,679 24 - - 4,775 - 4,880 - 233,812 4 159,271 4 1,711,266 28 164,151 4 3,170,937 52 940,343 24 819,340 14 819,340 21 1,107,664 18 1,064,002 28 217,679 4 157,712 4 84,243 1 64,310 2 785,973 13 886,360 23 1,087,895 18 1,108,382 29 118,410) ( 2) ( 84,243) ( 2) 2,896,489 48 2,907,481 76 $ 6,067,426 100 $ 3,847,824 100	In Thousands of New Taiwan Dollars December 31,2018 December 31,2017 Amount `％` Amount `％` $ 832,480 14 $ 176,599 5 591,065 10 536,693 14 754,098 12 516,578 13 2,176 - 1,609 - 26 - 223 - 58,952 1 43,664 1 53,197 1 149,371 4 3,699 - 2,154 - 2,295,693 38 1,426,891 37 600 - - - 3,716,521 61 2,372,146 62 24,130 - 24,593 1 38 - 265 - 30,085 1 23,570 - 359 - 359 - 3,771,733 62 2,420,933 63 $ 6,067,426 100 $ 3,847,824 100 $ 808,000 13 $ 230,000 6 33,080 1 40,000 1 474,325 8 389,010 10 77,819 1 73,928 2 12,438 - 3,060 - 49,323 1 35,454 1 4,686 - 4,740 - 1,459,671 24 776,192 20 1,472,679 24 - - 4,775 - 4,880 - 233,812 4 159,271 4 1,711,266 28 164,151 4 3,170,937 52 940,343 24 819,340 14 819,340 21 1,107,664 18 1,064,002 28 217,679 4 157,712 4 84,243 1 64,310 2 785,973 13 886,360 23 1,087,895 18 1,108,382 29 118,410) ( 2) ( 84,243) ( 2) 2,896,489 48 2,907,481 76 $ 6,067,426 100 $ 3,847,824 100
			Amount $ 832,480 591,065 754,098 2,176 26 58,952 53,197 3,699 2,295,693 600 3,716,521 24,130 38 30,085 359 3,771,733 $ 6,067,426 $ 808,000 33,080 474,325 77,819 12,438 49,323 4,686 1,459,671 1,472,679 4,775 233,812 1,711,266 3,170,937 819,340 1,107,664 217,679 84,243 785,973 1,087,895 118,410) 2,896,489 $ 6,067,426		Amount $ 176,599 536,693 516,578 1,609 223 43,664 149,371 2,154 1,426,891 - 2,372,146 24,593 265 23,570 359 2,420,933 $ 3,847,824 $ 230,000 40,000 389,010 73,928 3,060 35,454 4,740 776,192 - 4,880 159,271 164,151 940,343 819,340 1,064,002 157,712 64,310 886,360 1,108,382 84,243) 2,907,481 $ 3,847,824	`％`
		(		(		5 14 13 - - 1 4 - 37 - 62 1 - - - 63 100 6 1 10 2 - 1 - 20 - - 4 4 24 21 28 4 2 23 29 ( 2) 76 100

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

33 -

Global PMX Co., Ltd.

Parent Company Only Statements of Comprehensive Income For the years ended December 31, 2018 and 2017

In Thousands of New Taiwan Dollars, Except Earnings Per Share

Code Operating revenue (Note 20 and 27) 4100 Sales revenue 4110 Sales revenue 4170 Sales returns 4190 Sales discounts and allowances 4000 Total Operating revenue 5000 Operating costs (Note 9, 21 and 27) 5900 Gross profit from operations Operating expenses (Note 21 and 27) 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expense 6450 Impairment gain and reversal of impairment loss determined in accordance with IFRS 9 6000 Total operating expenses 6900 Net operating income Non-operating income and expenses (Note 21 and 27) 7190 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of Profit (loss) of Associates & Joint Ventures Accounted for Using Equity Method 7000 Total non-operating income and expenses 7900 Profit from continuing operations before tax `（`continued on Next Page`）`	2018
	Amount $ 2,333,275 ( 7,101 ) ( 4,169) 2,322,005 (1,755,150) 566,855 ( 47,025 ) ( 91,331 ) ( 17,474 ) 169 ( 155,661) 411,194 4,450 29,374 ( 16,078 ) 231,984 249,730 660,924

34 -

`（` continued `）`

`（`continued`）`
Code 7950 Income tax expenses (Note 22) 8200 Profit Other comprehensive income 8310 Components of other comprehensive income that will not be reclassified to profit or loss: 8311 Gains (losses) on remeasurements of defined benefit plans 8360 Components of other comprehensive income that may be reclassified subsequently to profit or loss: 8361 Exchange differences on translation 8362 Unrealized gains (losses) on valuation of available-for-sale financial assets 8300 Total other comprehensive income 8500 Total comprehensive income Earnings per share (Note 23) From continuing operations 9710 Basic 9810 Diluted		2018

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

35 -

Global PMX Co., Ltd. Parent Company Only Statement of Changes in Equity

For the years ended December 31, 2018 and 2017

Share capital Shares (In Thousands) Amount 81,934 $ 819,340 - - - - - - - - - - - - 81,934 819,340 - - - - - - - - - - - - - - 81,934 $ 819,340	Retained earnings	Retained earnings	In Thousands of New Taiwan Dollars Other equityinterest Exchange differences on translation of foreign financial statements Unrealized Gains(losses)on Available-for- sale Financial Assets Total Equity ( $ 64,317 ) $ 7 $ 2,704,910 - - - - - - - - ( 376,896 ) - - 599,673 ( 19,926) ( 7) ( 20,206) ( 19,926) ( 7) 579,467 ( 84,243 ) - 2,907,481 - - 43,662 - - - - - - - - ( 520,281 ) - - 499,709 ( 34,167) - ( 34,082) ( 34,167) - 465,627 ($ 118,410) $ - $ 2,896,489	In Thousands of New Taiwan Dollars Other equityinterest Exchange differences on translation of foreign financial statements Unrealized Gains(losses)on Available-for- sale Financial Assets Total Equity ( $ 64,317 ) $ 7 $ 2,704,910 - - - - - - - - ( 376,896 ) - - 599,673 ( 19,926) ( 7) ( 20,206) ( 19,926) ( 7) 579,467 ( 84,243 ) - 2,907,481 - - 43,662 - - - - - - - - ( 520,281 ) - - 499,709 ( 34,167) - ( 34,082) ( 34,167) - 465,627 ($ 118,410) $ - $ 2,896,489	In Thousands of New Taiwan Dollars Other equityinterest Exchange differences on translation of foreign financial statements Unrealized Gains(losses)on Available-for- sale Financial Assets Total Equity ( $ 64,317 ) $ 7 $ 2,704,910 - - - - - - - - ( 376,896 ) - - 599,673 ( 19,926) ( 7) ( 20,206) ( 19,926) ( 7) 579,467 ( 84,243 ) - 2,907,481 - - 43,662 - - - - - - - - ( 520,281 ) - - 499,709 ( 34,167) - ( 34,082) ( 34,167) - 465,627 ($ 118,410) $ - $ 2,896,489
			Exchange differences on translation of foreign financial statements ( $ 64,317 ) - - - - ( 19,926) ( 19,926) ( 84,243 ) - - - - - ( 34,167) ( 34,167) ($ 118,410)
Shares (In Thousands) 81,934 - - - - - - 81,934 - - - - - - - 81,934	Legal Reserve $ 108,937 48,775 - - - - - 157,712 - 59,967 - - - - - $ 217,679	Special Reserve $ - - 64,310 - - - - 64,310 - - 19,933 - - - - $ 84,243
				( (	$ 2,704,910 - - ( 376,896 ) 599,673 ( 20,206) 579,467 2,907,481 43,662 - - ( 520,281 ) 499,709 ( 34,082) 465,627 $ 2,896,489

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

36 -

Global PMX Co., Ltd. Parent Company Only Statements of Cash Flows For the year ended December 31, 2018 and 2017

In Thousands of New Taiwan Dollars

Code Cash flows from (used in) operating activities A10000 Profit (loss) before tax A20010 Adjustments to reconcile profit (loss) A20100 Depreciation expense A20200 Amortization expense A20300 Expected credit loss (gain) A20300 Provision (reversal of provision) for bad debt expense A20400 Net loss (gain) on financial assets or liabilities at fair value through profit or loss A20900 Finance cost A21200 Interest income A22400 Share of loss (profit) of Associates & Joint Ventures Accounted for Using Equity Method A23100 Gain on disposal of available- for-sale financial assets, net A23800 (Gain)Loss on inventory valuation A30000 Changes in operating assets and liabilities, net 31150 Decrease (increase) in accounts receivable A31180 Decrease (increase) in other receivable A31200 Decrease (increase) in inventories A31230 Decrease (increase) in prepayment A31240 Decrease (increase) in other current assets A32150 Increase (decrease) in accounts payable A32180 Increase (decrease) in other payable A32230 Increase (decrease) in other current liabilities A32240 Increase (decrease) in net defined benefit liability A33000 Cash inflow (outflow) generated from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash flows from (used in) operating activities Cash flows from (used in) investing activities B00300 Acquisition of available-for-sale financial assets B00400 Proceeds from disposal of available-for-sale financial assets B01800 Acquisitions of investments accounted for using equity method `（`continued on Next Page`）`	Year 2018 $ 660,924 463 227 ( 169 ) - 1,657 16,078 ( 4,163 ) ( 231,984 ) - - ( 291,723 ) ( 370 ) ( 15,288 ) 96,174 ( 1,545 ) 78,395 12,914 ( 54 ) ( 20) 321,516 ( 4,139 ) ( 66,974) 250,403 - - ( 1,158,904 )	Year 2017
		$ 726,477 754 190 - 4,988 - 1,209 ( 504 ) ( 376,257 ) ( 39 ) ( 404 ) ( 496,688 ) 492 ( 3,778 ) ( 55,420 ) 3,661 122,697 20,066 ( 2,253 ) ( 65) ( 54,874 ) ( 1,209 ) ( 59,263) (115,346) ( 93,290 ) 135,625 -

37 -

`（`continued`）` Code B04500 Acquisition of intangible assets B07500 Interest received BBBB Net cash flows from (used in) investing activities Cash flows from (used in) financing activities C00100 Increase in short-term loans C01200 Proceeds from Issuing bonds C04500 Cash dividends paid CCCC Net cash flows from (used in) financing activities EEEE Net increase (decrease) in cash and cash equivalents E00100 Cash and cash equivalents at beginning of period E00200 Cash and cash equivalents at end of period	Year of 2018 - 4,163 (1,154,741) 578,000 1,502,500 (520,281) 1,560,219 655,881 176,599 $ 832,480	Year of 2017
	( (	( 455 ) 504 42,384 230,000 - (376,896) (146,896) ( 219,858 ) 396,457 $ 176,599

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

38 -

Attachment 4

GLOBAL PMX CO., LTD. 2018 Earnings Distribution Table

Attachment 4 GLOBAL PMX CO., LTD. 2018 Earnings Distribution Table	Attachment 4 GLOBAL PMX CO., LTD. 2018 Earnings Distribution Table
Unit:NT$ Item Amount Beginning retained earnings 286,178,835 Beginning retained earnings after adjustments 286,178,835 Actuarial (loss) gain included in retained earnings 85,517 Retained earnings after adjustments 286,264,352 Add: net income 499,708,899 Subtract: 10% legal reserve (49,970,890) Subtract: special reserve (34,167,175) Distributable earnings 701,835,186 Distributable items Shareholders’ dividend- cash (NT$3.10/per share in cash) 253,995,400 Unappropriated retained earnings 447,839,786
Item	Amount
Beginning retained earnings	286,178,835
Beginning retained earnings after adjustments	286,178,835
Actuarial (loss) gain included in retained earnings	85,517
Retained earnings after adjustments	286,264,352
Add: net income	499,708,899
Subtract: 10% legal reserve	(49,970,890)
Subtract: special reserve	(34,167,175)
Distributable earnings	701,835,186
Distributable items
Shareholders’ dividend- cash (NT$3.10/per share in cash)	253,995,400

Unappropriated retained earnings	447,839,786

Note: 2018 earnings are allocated in priority.

Chairman: Zheng-Sheng Lin President: En-Dao Lin Chief Accountant: Yao-Ling Huang

39 -

Attachment 5

GLOBAL PMX CO., LTD.

Amended Comparison Table of Articles of Incorporation

	GLOBAL PMX CO., LTD. Amended Comparison Table of Articles of Incorporation	GLOBAL PMX CO., LTD. Amended Comparison Table of Articles of Incorporation
A r t i c l e	Content		Amendment basis and reasons
	Modified provisions	Current provisions
Article 5- 2	The company's employee treasury		This article
	shares, employee stock warrants,		has been
	employee acquisition of new shares		added to
	and new restricted employee shares,		flexibly enable
	etc, the qualification requirements		the company
	of employees, including the		to apply the
	employees of subsidiaries of the		employee
	company meeting certain specific		reward system
	requirements.		and expand the
			rewards.
Article 6	The shares of the company are registeredand shall assign its share certificates with serial numbers and the share certificates shall be affixed with the signatures or personal seals of the director representing the company, and shall be duly certified or authenticatedby the bank which is competent to certify shares under the laws before issuance. The company may be exempted from printing any share certificate for the shares issued but shall register theissued shareswith a centralized securities depositary enterpriseand follow the regulations of that enterprise.	The shares of the company are registered and the share certificates shall be affixed with the signatures or personal seals of three directors or more, and shall be duly certified or authenticated under the lawsbefore issuance. The company may be exempted from printing any share certificate for the shares issued but shall register with a centralized securities depositary enterprise.	Amended in
			conjunction
			with the law.

Article 18	The company shall, after its losses have been covered and all taxes and dues have been paid and at the time of allocating surplus profits, first set aside ten percent of such profits as a legal reserve. However, when the legal reserve amounts to the authorized capital, this shall not apply. The rest will be allocated or reversed to special reserves by the law. If there is a balance together with the accumulated undistributed surplus in the previous year as the distributable surplus,the board of	The company shall, after its losses have been covered and all taxes and dues have been paid and at the time of allocating surplus profits, first set aside ten percent of such profits as a legal reserve. However, when the legal reserve amounts to the authorized capital, this shall not apply. The rest will be allocated or reversed to special reserves by the law. If there is a balance together with the accumulated undistributed surplus in the previous year as the distributable surplus,the board of	Amended in
			conjunction
			with the law
			and the
			operational
			needs.

40 -

A r t i c l e	Content	Content	Amendment basis and reasons
	Modified provisions	Current provisions
	directors shall formulate a surplus distribution and submit a shareholder dividend by resolution of the shareholders' meeting.The company may authorize the distributable dividends and bonuses	directors shall formulate a surplus distribution and submit a shareholder dividend by resolution of the shareholders' meeting. The company's dividend policy is based on the company's future annual operating plan and measuring the demand for funds. Each year,no less than 30% of the distributable earnings is allocated to the shareholders'dividend. However, if the shareholders' dividend is less than NT$ 0.5 per share, the distributable earnings may be retained and not distributed. When the dividends are distributed, they can be distributed in cash or stocks, and the cash dividends are not less than10%of the total dividends. The amount is determined by the board of directors and submitted to the shareholders’ meeting for resolution.
	in whole or in part may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and in addition
	thereto a report of such distribution shall be submitted to the shareholders’meeting. The company's dividend policy is based on the company's future annual operating plan and measuring the demand for funds. When the dividends are distributed, no less than 50% of the remaining amount of the net profit after tax of the current year, after covering the accumulative losses and setting aside the legal reserve and the special reserve. However, if the shareholders' dividend is less than NT$ 0.5 per share, the distributable earnings may be retained and not distributed. When the dividends are distributed, they can be distributed in cash or stocks, and the cash dividends are not less than50%of the total dividends. The amount is determined by the board of directors and submitted to the shareholders’ meeting for resolution.
Article 20	…Omitted… The twenty-first amendment was on June 14, 2019	…Omitted…	Add the date
			and number of
			this
			amendment.

41 -

Attachment 6

GLOBAL PMX CO., LTD.

Amended Comparison Table of Operational Procedures for Acquisition and Dis osal of Assets p

Modifiedprovisions	Current provisions	Explanation
Article 3 The scope of assets. (1) Investments in stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities. (2) Real property (including land, houses and buildings, investment property, and construction enterprise inventory) and other fixed assets. (3) Memberships. (4) Patents, copyrights, trademarks, franchise rights, and other intangible assets. (5)Right-of-use assets. (6)Claims of financial institutions (including receivables, bills purchased and discounted, loans, and overdue receivables). (7)Derivatives. (8)Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law. (9)Other major assets.	Article 3 The scope of assets. (1) Investments in stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities. (2) Real property (including land, houses and buildings, investment property, land use rights,and construction enterprise inventory) and other fixed assets. (3) Memberships. (4) Patents, copyrights, trademarks, franchise rights, and other intangible assets. (5) Claims of financial institutions (including receivables, bills purchased and discounted, loans, and overdue receivables). (6) Derivatives. (7) Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law. (8) Other major assets.	Amended in conjunction with the law.

42 -

Modifiedprovisions	Currentprovisions	Explanation
Article 4 Terms definition (1)Derivatives: Forward contracts, options contracts, futures contracts, leverage contracts, or swap contracts, whose value is derived froma specified interest rate, financial instrument price, commodity price,foreign exchange rate, indexof prices or rates, credit rating or credit index, or other variable; or hybrid contracts combining the above contracts; or hybrid contracts or structured products containing embedded derivatives.The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or long-term purchase (sales)contracts. (2)Assets acquired or disposed through mergers, demergers, acquisitions, or transfer of shares in accordance with law: Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156-3of the Company Act. (3)Related party or subsidiary: As defined in the Regulations Governing the Preparation of Financial Reports by Securities Issuers.	Article 4 Terms definition (1)Derivative products: Forward contracts, options contracts, futures contracts, leverage contracts, and swap contracts,and compound contracts combining the above products,whose value is derived fromassets, interest rates,foreign exchange rates, indexes orother interests. The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or long-term purchase (sales)agreements. (2)2. Assets acquired or disposed of by legal merger, division, acquisition or transfer of shares: assets acquired or disposed of by merger, division or acquisition in accordance with the Corporate Mergers Act, the Financial Holding Company Act, the Financial Institutions Consolidation Act or other laws, or In accordance with the provisions of Article 156, Paragraph 6,of the Company Act, the issue of new shares shall be transferred to the shares of the company (hereinafter referred to as share transfer). (3)Related party or subsidiary: As defined in the Regulations Governing the Preparation of Financial Reports by Securities Issuers.	Amended in conjunction with the law.

43 -

Modifiedprovisions	Modifiedprovisions	Currentprovisions	Currentprovisions	Explanation
(4) Professional appraiser: Refers to a real property appraiser or other person duly authorized by law to engage in the value appraisal of real property or equipment. (5) Date of occurrence: Refers to the date of contract signing, date of payment, date of consignment trade, date of transfer, dates of boards of directors resolutions, or other date that can confirm the counterpart and monetary amount of the transaction, whichever date is earlier; provided, for investment for which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply. (6) Mainland China area investment: Refers to investments in the mainland China area approved by the Ministry of Economic Affairs Investment Commission or conducted in accordance with the provisions of the Regulations Governing Permission for Investment or Technical Cooperation in the Mainland Area. (7) Investment professional: Refers to financial holding companies, banks, insurance companies, bill finance companies, trust enterprises, securities firms operating proprietary trading or underwriting business, futures commission merchants operating proprietary trading business, securities investment trust enterprises, securities investment consulting enterprises, and fund management companies, that are lawfully incorporated and are regulated by the competent financial authorities of the jurisdiction where they are located. (8) Securities exchange:"Domestic securities exchange"refers to the Taiwan Stock Exchange Corporation; "foreign securities exchange". "foreign securities exchange"refers to any organized securities exchange		(4) Professional appraiser: Refers to a real property appraiser or other person duly authorized by law to engage in the value appraisal of real property or equipment. (5) Date of occurrence: Refers to the date of contract signing, date of payment, date of consignment trade, date of transfer, dates of boards of directors resolutions, or other date that can confirm the counterpart and monetary amount of the transaction, whichever date is earlier; provided, for investment for which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply. (6) Mainland China area investment: Refers to investments in the mainland China area approved by the Ministry of Economic Affairs Investment Commission or conducted in accordance with the provisions of the Regulations Governing Permission for Investment or Technical Cooperation in the Mainland Area. (7)"Within the preceding year"as used refers to the year preceding the date of occurrence of the date of obtaining or disposing of assets. Items duly announced need not be counted toward the transaction amount. (8)"The most recent financial statement"		Amended in conjunction with the law.
			as used refers to the financial statement of the company prior to the obtaining or disposing of assets for the most recent period, certified or reviewed by a certified public
	"foreign securities exchange". "foreign securities exchange"refers to
	any organized securities exchange

44 -

		Modifiedprovisions	Modifiedprovisions		Currentprovisions	Explanation
market that is regulated by the competent securities authorities of the jurisdiction where it is located. (9) Over-the-counter venue ("OTC venue","OTC"):"Domestic OTC venue"refers to a venue for OTC trading provided by a securities firm in accordance with the Regulations Governing Securities Trading on the Taipei Exchange;"foreign OTC venue"refers to a venue at a financial institution that is regulated by the foreign competent authority and that is permitted to conduct securities business.		market that is regulated by the competent securities authorities of the			accountant.

		institution that is regulated by the foreign competent authority and that is permitted to conduct securities business.
Article 6 Professional appraisers and their officers, certified public accounts, attorneys, and securities underwriters that provide the company with appraisal reports, certified public accountant's opinions, attorney's opinions, or underwriter's opinions shall meet the following requirements: (1)May not have previously received a final and unappealable sentence to imprisonment for 1 year or longer for a violation of the Act, the Company Act, the Banking Act of The Republic of China, the Insurance Act, the Financial Holding Company Act, or the Business Entity Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crime. However, this provision does not apply if 3 years have already passed since completion of service of the sentence, since expiration of the period of a suspended sentence, or since a pardon was received. (2) May not be a related party or de facto related party of any party to the transaction. (3) If the company is required to				Article 6 Professional appraisers and their officers, certified public accounts, attorneys, and securities underwriters that provide the company with appraisal reports, certified public accountant's opinions, attorney's opinions, or underwriter's opinions shall not be a related party of any party to the transaction.		Amended in conjunction with the law.
	(1) (2)		May not have previously received a final and unappealable sentence to imprisonment for 1 year or longer for a violation of the Act, the Company Act, the Banking Act of The Republic of China, the Insurance Act, the Financial Holding Company Act, or the Business Entity Accounting Act, or
			for fraud, breach of trust, embezzlement, forgery of documents, or occupational crime. However, this provision does not apply if 3 years have already passed
			since completion of service of the sentence, since expiration of the period of a suspended sentence, or since a pardon was received. May not be a related party or de facto related party of any party to the transaction. If the company is required to
	(3)

45 -

		Modifiedprovisions	Currentprovisions	Explanation
	obtain appraisal reports from two or more professional appraisers, the different professional appraisers or appraisal officers may not be related parties or de facto related parties of each other. When issuing an appraisal report or opinion, the personnel referred to in the	obtain appraisal reports from two or
		more professional appraisers, the different professional appraisers or appraisal officers may not be related
		parties or de facto related parties of
	preceding paragraph shall comply with
	the	following: Prior to accepting a case, they shall
	(1)
	(2)	prudently assess their own professional capabilities, practical experience, and independence. When examining a case, they shall appropriately plan and execute adequate working procedures, in order to produce a conclusion and use the conclusion as the basis for issuing the report or opinion. The related working procedures, data collected, and conclusion shall be fully and accurately specified in the
	(3)
		case working papers. They shall undertake an item-by- item evaluation of the comprehensiveness, accuracy, and reasonableness of the sources of data used, the parameters, and the information, as the basis for issuance of the appraisal report or the opinion. They shall issue a statement attesting to the professional competence and independence of the personnel who prepared the report or opinion, and that they have evaluated and found that the information used is reasonable and accurate, and that they have complied with applicable laws and regulations.
	(4)

46 -

Modifiedprovisions	Currentprovisions	Explanation
Article 7 Acquisition or Disposal of the procedure of real property,equipment or right-of-use assets thereof (1)Appraisal and Operational Procedures In acquiring or disposing of real property,equipment,or right-of-use assets thereof,and is in accordance with the internal control system cyclic procedures of the company's real property, plant and equipment. (2) Approval procedure of transaction terms and degree of authority delegated <1> The Acquisition or Disposal of the real propertyor right-of-use assets thereof,reference shall be made to the publicly announced present value, assessed present value and actual sold price for the real property in the neighborhood, etc. The transaction terms and price shall be determined, and the analysis report shall be submitted to the chairman. If the amount is below NT$ 100,000,000 (including), it shall be handled according to the company's approval authority. Those which exceed NT$ 100,000,000 should be approved by the board of directors in advance. If it is necessary to meet the needs of the business and strive for timeliness, it must first be decided by the chairman then subsequently submitted to and ratified by the next meeting of the board. <2> Either price comparison, bargain process and tender process shall be performed to Acquisition or Disposal of equipmentor right-of-use assets thereof.If the amount is below NT$ 100,000,000 (including),it shall be handled	Article 7 Acquisition or Disposal of the procedure of real propertyor equipment (1)Appraisal and Operational Procedures In acquiring or disposing of real propertyandequipment, and is in accordance with the internal control system cyclic procedures of the company'sfixed assets. (2) Approval procedure of transaction terms and degree of authority delegated <1> The Acquisition or Disposal of the real property, reference shall be made to the publicly announced present value, assessed present value and actual sold price for the real property in the neighborhood, etc. The transaction terms and price shall be determined, and the analysis report shall be submitted to the chairman. If the amount is below NT$ 100,000,000 (including), it shall be handled according to the company's approval authority. Those which exceed NT$ 100,000,000 should be approved by the board of directors in advance. If it is necessary to meet the needs of the business and strive for timeliness, it must first be decided by the chairman then subsequently submitted to and ratified by the next meeting of the board. <2> Either price comparison, bargain process and tender process shall be performed to Acquisition or Disposal of equipment. If the amount is below NT$ 100,000,000 (including), it shall be handled according to the company's approval authority.	Amended in conjunction with the law.

47 -

Modifiedprovisions	Modifiedprovisions	Currentprovisions	Explanation
according to the company's approval authority. Those which exceed NT$ 100,000,000 should be approved by the board of directors in advance. If it is necessary to meet the needs of the business and strive for timeliness, it must first be decided by the chairman then subsequently submitted to and ratified by the next meeting of the board. <3> Where the Company's obtain or disposal of assets requires the approval of the board or directors pursuant to the procedures or the applicable laws, rules, and regulations, if a director expresses dissent and this is contained in the minutes or a written statement, the company shall submit the director's dissenting opinion to the audit committee. When a transaction involving the obtain or disposal of assets is submitted for discussion by meeting of the board, the meeting of the board shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of meeting of the board. (3) Executive unit In acquiring or disposing of real property, equipment,or right-of-use assets thereof,it shall be executed by the user department and the management after the verification of the preceding approval. (4) Appraisal reports of real property or equipment In acquiring or disposing of real property,equipment, or right-of-use		Those which exceed NT$ 100,000,000 should be approved by the board of directors in advance. If it is necessary to meet the needs of the business and strive for timeliness, it must first be decided by the chairman then subsequently submitted to and ratified by the next meeting of the board. <3> Where the Company's obtain or disposal of assets requires the approval of the board of directors pursuant to the procedures or the applicable laws, rules, and regulations, if a director expresses dissent and this is contained in the minutes or a written statement, the company shall submit the director's dissenting opinion to the audit committee. When a transaction involving the obtain or disposal of assets is submitted for discussion by meeting of the board, the meeting of the board shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of meeting of the board. (3) Executive unit In acquiring or disposing of real propertyorequipment, it shall be executed by the user department and the management after the verification of the preceding approval. (4) Appraisal reports of real property or equipment In acquiring or disposing of real property orequipment where the
		- 48 -

	Modifiedprovisions	Currentprovisions	Explanation
assets thereofwhere the transaction amount reaches 20 percent of the company's paid-in capital or NT$300 million or more, the company, unless transacting with a domesticgovernment agency, engaging others to build on its own land, engaging others to build on rented land, or acquiring or disposing of equipmentor right-of- use assets thereofheld for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions: <1> Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the board of directors; thesameprocedure shall also be followedwhenever there is any subsequent change to the terms and conditions of the transaction.		transaction amount reaches 20 percent of the company's paid-in capital or NT$300 million or more, the company, unless transacting with a government agency, engaging others to build on its own land, engaging others to build on rented land, or acquiring or disposing ofmachineequipment for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions: <1> Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the board of directors, andthe same procedure shall be followedfor anyfuture changes to the terms and conditions of the transaction.

49 -

Modifiedprovisions	Currentprovisions	Explanation
Article 9 Related party transaction procedure (1) When the company engages in any acquisition or disposal of assets from or to a related party, except for the handling of the acquisition of the procedure of real propertyor right- of-use assets thereofin accordance with Article 7,if the transaction amount reaches 10 percent or more of the company's total assets, the company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance with the provisions of the preceding Section and this Section. The calculation of the transaction amount referred to in the preceding paragraph shall be made in accordance with Article 10-1 herein, and shall ensure that the necessary resolutions are adopted and the reasonableness of the transaction terms is appraised. When judging whether a transaction counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered. (2) Assessment and Operational Procedures When the company intends to acquire or dispose of real propertyor right-of-use assets thereoffrom or to a related party, or when it intends to acquire or dispose of assets other than real propertyor right-of-use assets thereoffrom or to a related party and the transaction amount reaches 20 percent or more of paid- in capital, 10 percent or more of the company's total assets, or NT$300 million or more, except in trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued bydomesticsecurities investment trust enterprises,the	Article 9 Related party transaction procedure (1) When the company engages in any acquisition or disposal of assets from or to a related party, except for the handling of the acquisition of the procedure of real property in accordance with Article 7,if the transaction amount reaches 10 percent or more of the company's total assets, the company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance with the provisions of the preceding Section and this Section. The calculation of the transaction amount referred to in the preceding paragraph shall be made in accordance with Article 10-1 herein, and shall ensure that the necessary resolutions are adopted and the reasonableness of the transaction terms is appraised. When judging whether a transaction counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered. (2) Assessment and Operational Procedures When the company intends to acquire or dispose of real property from or to a related party, or when it intends to acquire or dispose of assets other than real property from or to a related party and the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the company's total assets, or NT$300 million or more, except in trading of government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises, the company may not proceed to enter into a transaction	Amended in conjunction with the law.

50 -

Modifiedprovisions	Currentprovisions	Explanation
company may not proceed to enter into a transaction contract or make a payment until the following matters have been approved by the board of directors and recognized by the Audit Committee:: <1> The purpose, necessity and anticipated benefit of the acquisition or disposal of assets <2> The reason for choosing the related party as a transaction counterparty. <3> With respect to the acquisition of real propertyor right-of-use assets thereoffrom a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with Subparagraph 1 to 4 and 6 of Paragraph 3 of this article. <4> The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the company and the related party. <5> Monthly cash flow forecasts for the year commencing from the anticipated month of signing of the contract, and evaluation of the necessity of the transaction, and reasonableness of the funds utilization. <6> An appraisal report from a professional appraiser or a CPA's opinion obtained in compliance with the preceding article. <7> Restrictive covenants and other important stipulations associated with the transaction. The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with Article31, paragraph 2 of Regulations	contract or make a payment until the following matters have been approved by the board of directors and recognized by the Audit Committee: <1> The purpose, necessity and anticipated benefit of the acquisition or disposal of assets <2> The reason for choosing the related party as a transaction counterparty. <3> With respect to the acquisition of real property from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with Subparagraph 1 to 4 and 6 of Paragraph 3 of this article. <4> The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the company and the related party. <5> Monthly cash flow forecasts for the year commencing from the anticipated month of signing of the contract, and evaluation of the necessity of the transaction, and reasonableness of the funds utilization. <6> An appraisal report from a professional appraiser or a CPA's opinion obtained in compliance with the preceding article. <7> Restrictive covenants and other important stipulations associated with the transaction. The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with Article30, paragraph 2 of Regulations
	- 51 -

	Modifiedprovisions		Currentprovisions	Explanation
Governing the Acquisition and Disposal of Assets by Public Companies, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the board of directors and recognized by the audit committees need not be counted toward the transaction amount. With respect to the types of transactions listed below, when to be conducted between the company and its subsidiaries,or between the company’s subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital,the company's board of directors may delegate the board chairman to decide such matters when the transaction is within a certain amount and have the decisions subsequently submitted to and ratified by the next board of directors meeting`：` <1> Acquisition or disposal of equipment or right-of-use assets thereof held for business use. <2> Acquisition or disposal of real property right-of-use assets held for business use. When a matter is submitted for discussion by the board of directors pursuant in accordance to Paragraph 1, the board of directors shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the board of directors meeting. (3) Reasonableness evaluation of the transaction cost <1> The company that acquires real propertyor right-of-use assets thereoffrom a relatedparty		Governing the Acquisition and Disposal of Assets by Public Companies, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the board of directors and recognized by the audit committees need not be counted toward the transaction amount. With respect to theacquisition or disposal of business-use equipment betweenthe company and its subsidiaries, the company's board of directors may delegate the board chairman to decide such matters when the transaction is within a certain amount and have the decisions subsequently submitted to and ratified by the next board of directors meeting. When a matter is submitted for discussion by the board of directors pursuant in accordance to Paragraph 1, the board of directors shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the board of directors meeting. (3) Reasonableness evaluation of the transaction cost <1> The company that acquires real property from a related party shall evaluate the

52 -

Modifiedprovisions	Currentprovisions	Explanation
shall evaluate the reasonableness of the transaction costs by the following means: 1. Based upon the related party's transaction price plus necessary interest on funding and the costs to be duly borne by the buyer. "Necessary interest on funding" is imputed as the weighted average interest rate on borrowing in the year the company purchases the property; provided, it may not be higher than the maximum non-financial industry lending rate announced by the Ministry of Finance. 2. Total loan value appraisal from a financial institution where the related party has previously created a mortgage on the property as security for a loan; provided, the actual cumulative amount loaned by the financial institution shall have been 70 percent or more of the financial institution's appraised loan value of the property and the period of the loan shall have been 1 year or more. However, this shall not apply where the financial institution is a related party of one of the transaction counterparties. <2> Where land and structures thereupon are combined as a single property purchasedor leasedin one transaction, the transaction costs for the land and the structures may be separately appraised in accordance with either of the means listed in thepreceding	reasonableness of the transaction costs by the following means:`：` 1. Based upon the related party's transaction price plus necessary interest on funding and the costs to be duly borne by the buyer. "Necessary interest on funding" is imputed as the weighted average interest rate on borrowing in the year the company purchases the property; provided, it may not be higher than the maximum non-financial industry lending rate announced by the Ministry of Finance. 2. Total loan value appraisal from a financial institution where the related party has previously created a mortgage on the property as security for a loan; provided, the actual cumulative amount loaned by the financial institution shall have been 70 percent or more of the financial institution's appraised loan value of the property and the period of the loan shall have been 1 year or more. However, this shall not apply where the financial institution is a related party of one of the transaction counterparties. <2> Where land and structures thereupon are combined as a single property purchased in one transaction, the transaction costs for the land and the structures may be separately appraised in accordance with either of the means listed in thepreceding paragraph.

53 -

Modifiedprovisions	Currentprovisions	Explanation
paragraph. <3> The company that acquires real propertyor right-of-use assets thereoffrom a related party and appraises the cost of the real propertyor right-of-use assets thereofin accordance with the Subparagraph (1) and (2) of the Paragraph 3 of this article shall also engage a CPA to check the appraisal and render a specific opinion. <4> The company that acquires real propertyor right-of-use assets thereoffrom a related party. When the results of the company's appraisal conducted in accordance with the Subparagraph (1) and (2) of the Paragraph 3 of this article are uniformly lower than the transaction price, the matter shall be handled in compliance with the Subparagraph (5) of the Paragraph 3 of this article. However, where the following circumstances exist, objective evidence has been submitted and specific opinions on reasonableness have been obtained from a professional real property appraiser and a CPA have been obtained, this restriction shall not apply: 1. Where the related party acquired undeveloped land or leased land for development, it may submit proof of compliance with one of the following conditions: (1) Where undeveloped land is appraised in accordance with the means in the preceding Article, and structures according to the related party's construction cost plus reasonable	<3> The company that acquires real property from a related party and appraises the cost of the real property in accordance with the Subparagraph (1) and (2) of the Paragraph 3 of this article shall also engage a CPA to check the appraisal and render a specific opinion. <4> The company that acquires real property from a related party. When the results of the company's appraisal conducted in accordance with the Subparagraph (1) and (2) of the Paragraph 3 of this article are uniformly lower than the transaction price, the matter shall be handled in compliance with the Subparagraph (5) of the Paragraph 3 of this article. However, where the following circumstances exist, objective evidence has been submitted and specific opinions on reasonableness have been obtained from a professional real property appraiser and a CPA have been obtained, this restriction shall not apply: 1. Where the related party acquired undeveloped land or leased land for development, it may submit proof of compliance with one of the following conditions: (1) Where undeveloped land is appraised in accordance with the means in the preceding Article, and structures according to the related party's construction cost plus reasonable

54 -

Modifiedprovisions	Currentprovisions	Currentprovisions
construction profit are valued in excess of the actual transaction price. The "Reasonable construction profit" shall be deemed the average gross operating profit margin of the related party's construction division over the most recent 3 years or the gross profit margin for the construction industry for the most recent period as announced by the Ministry of Finance, whichever is lower. (2) Completed transactions by unrelated parties within the preceding year involving other floors of the same property or neighboring or closely valued parcels of land, where the land area and transaction terms are similar after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property market sale or leasing practices.	construction profit are valued in excess of the actual transaction price. The "Reasonable construction profit" shall be deemed the average gross operating profit margin of the related party's construction division over the most recent 3 years or the gross profit margin for the construction industry for the most recent period as announced by the Ministry of Finance, whichever is lower. (2) Completed transactions by unrelated parties within the preceding year involving other floors of the same property or neighboring or closely valued parcels of land, where the land area and transaction terms are similar after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property market sale practices. (3) The leased transactions by unrelated parties within the preceding year involving other floors of the same property or neighboring or closely valued parcels of land, after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property

		or closely valued parcels of land, after calculation of reasonable price discrepancies in floor or
		area land prices in accordance with standard property

55 -

	Modifiedprovisions	Currentprovisions	Explanation
<5>	2. Where the company acquiring real property,or obtaining real property right-of-use assets through leasing, from a related party provides evidence that the terms of the transaction are similar to the terms of completed transactionsinvolving neighboring or closely valued parcels of land of a similar size by unrelated parties within the preceding year. Completedtransactions involving neighboring or closely valued parcels of land in the preceding paragraph in principle refers to parcels on the same or an adjacent block and within a distance of no more than 500 meters or parcels close in publicly announced current value; transactions involving similarly sized parcels in principle refers to transactions completed by unrelated parties for parcels with a land area of no less than 50 percent of the property in the planned transaction; within the preceding year refers to the year preceding the date of occurrence of the acquisition of the real property or obtainment of the right-of-use assets thereof. Where the company acquires real property or right-of-use assets thereoffrom a related partyand the results of	market leasing practices. 2. Where the company acquiring real property, from a related party provides evidence that the terms of the transaction are similar to the terms of completeddealsinvolving neighboring or closely valued parcels of land of a similar size by unrelated parties within the preceding year. Completeddeals involving neighboring or closely valued parcels of land in the preceding paragraph in principle refers to parcels on the same or an adjacent block and within a distance of no more than 500 meters or parcels close in publicly announced current value; transactions involving similarly sized parcels in principle refers to transactions completed by unrelated parties for parcels with a land area of no less than 50 percent of the property in the planned transaction; within the preceding year refers to the year preceding the date of occurrence of the acquisition of the real property. <5> Where the company acquires real property from a related party and the results of appraisals conducted in

56 -

	Modifiedprovisions	Currentprovisions	Explanation
appraisals conducted in accordance with the Subparagraph (1), (2), (3), (4), (6) of the Paragraph 3 of this article are uniformly lower than the transaction price, the following steps shall be taken. Where the company uses the equity method to account for its investment in another company that has set aside a special reserve under the following paragraph may not utilize the special reserve until it has recognized a loss on decline in market value of the assets it purchasedor leasedat a premium, or they have been disposed of,or the leasing contract has been terminated, or adequate compensation has been made, or the status quo ante has been restored, or there is other evidence confirming that there was nothing unreasonable about the transaction, and the FSC has given its consent. 1. A special reserve shall be set aside in accordance with Article 41, paragraph 1 of the Securities and Exchange Act against the difference between the real propertyor right-of-use assets thereof transaction price and the appraised cost, and may not be distributed or used for capital increase or issuance of bonus shares. Where a public company uses the equity method to account for its investment in another company, then the special reserve called for under Article 41, paragraph 1 of the Securities and Exchangee Act shall be set aside pro rata in aproportion consistent		accordance with the Subparagraph (1), (2), (3), (4), (6) of the Paragraph 3 of this article are uniformly lower than the transaction price, the following steps shall be taken. Where the company uses the equity method to account for its investment in another company that has set aside a special reserve under the following paragraph may not utilize the special reserve until it has recognized a loss on decline in market value of the assets it purchased at a premium, or they have been disposed of, or adequate compensation has been made, or the status quo ante has been restored, or there is other evidence confirming that there was nothing unreasonable about the transaction, and the FSC has given its consent. 1. A special reserve shall be set aside in accordance with Article 41, paragraph 1 of the Securities and Exchange Act against the difference between the real property transaction price and the appraised cost, and may not be distributed or used for capital increase or issuance of bonus shares. Where a public company uses the equity method to account for its investment in another company, then the special reserve called for under Article 41, paragraph 1 of the Securities and Exchange Act shall be set aside pro rata in a proportion consistent with the share ofpublic company's

57 -

	Modifiedprovisions	Modifiedprovisions	Currentprovisions	Explanation
with the share of public company's equity stake in the other company. <6> Where the company acquires real propertyor right-of-use assets thereoffrom a related party and one of the following circumstances exists, the acquisition shall be conducted in accordance with the Subparagraph 1 and 2 of this article of the assessment and Operational Procedures, and the Subparagraph (1), (2), (3) of the Paragraph 3 of this article do not apply: 1. The related party acquired the real propertyor right-of- use assets thereofthrough inheritance or as a gift. 2. More than 5 years will have elapsed from the time the related party signed the contract to obtain the real propertyor right-of-use assets thereofto the signing date for the current transaction. 3. The real property is acquired through signing of a joint development contract with the related party, or through engaging a related party to build real property, either on the company's own land or on rented land. 4. The real property right-of-use assets for business use are acquired by the company with its subsidiaries, or by its subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital. <7> When a public company obtains real propertyor right-of-use assets thereoffrom a related party, it shall also comply with the Subparagraph(5)of	with the share of public company's equity stake in the other company. Where the company acquires real propertyor right-of-use assets thereoffrom a related party and one of the following circumstances exists, the acquisition shall be conducted in accordance with the Subparagraph 1 and 2 of this article of the assessment and Operational Procedures, and the Subparagraph (1), (2), (3) of the Paragraph 3 of this article do not apply: 1. The related party acquired the real propertyor right-of- use assets thereofthrough inheritance or as a gift. 2. More than 5 years will have elapsed from the time the related party signed the contract to obtain the real propertyor right-of-use assets thereofto the signing date for the current transaction. 3. The real property is acquired through signing of a joint development contract with the related party, or through engaging a related party to build real property, either on the company's own land or on rented land. 4. The real property right-of-use		equity stake in the other company. <6> Where the company acquires real property from a related party and one of the following circumstances exists, the acquisition shall be conducted in accordance with the Subparagraph 1 and 2 of this article of the assessment and Operational Procedures, and the Subparagraph (1), (2), (3) of the Paragraph 3 of this article do not apply: 1. The related party acquired the real property through inheritance or as a gift. 2. More than 5 years will have elapsed from the time the related party signed the contract to obtain the real property to the signing date for the current transaction. 3. The real property is acquired through signing of a joint development contract with the related party, or through engaging a related party to build real property, either on the company's own land or on rented land. <7> When a public company obtains real property from a related party, it shall also comply with the Subparagraph (5)of Paragraph 3 of this
		assets for business use are acquired by the company with its subsidiaries, or by its

58 -

Modifiedprovisions	Currentprovisions	Explanation
Paragraph 3 of this article if there is other evidence indicating that the acquisition was not an arms length transaction.	article if there is other evidence indicating that the acquisition was not an arms length transaction.

59 -

Modifiedprovisions	Modifiedprovisions	Currentprovisions	Currentprovisions	Explanation
Article 10 Procedures for acquisition and disposal of intangible assetsor right-of-use assets thereoformembership (1)Assessment and Operational Procedures In acquiring or disposing of intangible assetsor right-of-use assets thereof or membership,and is in accordance with the internal control system cyclic procedures of the company'sproperty, plant and equipment. (2) Approval procedure of transaction terms and degree of authority delegated ...Omitted... <2> To obtain or dispose of intangible assetsor right-of-use assets thereof,refer to the expert assessment report or fair market price, determine the transaction conditions and prices, and the analysis report shall be submitted to the chairman. If the amount is less than NT$20,000,000, it shall be submitted to the chairman for approval and shall be reported in the latest meeting of the board after the event; if it exceeds NT$20,000,000, it shall be submitted to the board of directors for approval. (3) Executive unit In acquiring or disposing of intangible assetsor right-of-use assets thereof or membership,it shall be executed by the user department, and financial department or administration department after the verification of the preceding approval. (4) Expert evaluation opinions of intangible assetsor right-of-use assets thereof or membership In acquiring or disposing of membership or intangible assetsor right-of-use assets thereofwhere the transaction amount reaches 20 percent of the company'spaid-in		Article 10 Procedures for acquisition and disposal of membership or intangible assetsor right-of-use assets thereof (1)Assessment and Operational Procedures In acquiring or disposing of membershipor intangible assets, and is in accordance with the internal control system cyclic procedures of the company'sfixed assets. (2) Approval procedure of transaction terms and degree of authority delegated ...Omitted... <2> To obtain or dispose of intangible assets, refer to the expert assessment report or fair market price, determine the transaction conditions and prices, and the analysis report shall be submitted to the chairman. If the amount is less than NT$20,000,000, it shall be submitted to the chairman for approval and shall be reported in the latest meeting of the board after the event; if it exceeds NT$20,000,000, it shall be submitted to the board of directors for approval (3) Executive unit In acquiring or disposing of membershipor intangible assets, it shall be executed by the user department, and financial department or administration department after the verification of the preceding approval. (4) Expert evaluation opinions of membershipor intangible assets In acquiring or disposing of membership or intangible assets where the transaction amount reaches 20 percent of the company's paid-in capital or NT$300 million or		Amended in conjunction with the law.
			- 60 -

	Modifiedprovisions		Currentprovisions	Explanation
	capital or NT$300 million or more, except in transactions with a domesticgovernment agency, the company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transaction price. If the CPA needs to use the report of an expert as evidence, the CPA shall do so in accordance with the provisions of Statement of Auditing Standards No. 20 published by the ARDF.		more, except in transactions with a government agency, the company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transaction price. If the CPA needs to use the report of an expert as evidence, the CPA shall do so in accordance with the provisions of Statement of Auditing Standards No. 20 published by the ARDF.This requirement does not apply, however, to publicly quoted prices of securities that have an active market, or where otherwise provided
			by regulations of the Financial Supervisory Commission.
Article 10-1 The calculation of the transaction amounts referred to in the Article 7, 8, 10 shall be done in accordance with Article31,paragraph 2 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items for which an appraisal report from a professional appraiser or a CPA's opinion has been obtained need not be counted toward the transaction amount.		Article 10-1 The calculation of the transaction amounts referred to in the Article 7, 8, 10 shall be done in accordance with Article30,paragraph 2 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items for which an appraisal report from a professional appraiser or a CPA's opinion has been obtained need not be counted toward the transaction amount.		Amended in conjunction with the law.
Article 12 Acquisition or Disposal of the procedure of derivatives ...Omitted... (2) Risk management measures ...Omitted... <5> Operational risk management ...Omitted... 4. Derivatives trading positions held shall be evaluated at least once per week; however, positions for hedge trades required by business shall be evaluated at least twice per month. Evaluation reports		Article 12 Acquisition or Disposal of the procedure of derivatives ...Omitted... (2) Risk management measures ...Omitted... <5> Operational risk management ...Omitted... 4. Derivatives trading positions held shall be evaluated at least once per week; however, positions for hedge trades required by business shall be evaluated at least twice per month. Evaluation reports		Amended in conjunction with the law.

61 -

Modifiedprovisions	Currentprovisions	Explanation
shall be submitted to senior management personnel authorized by the board of directors. ...Omitted... (5) Where the public company engaging in derivatives trading, its board of directors shall faithfully supervise and manage such trading in accordance with the principles <1> Designate senior management personnel authorized by the board of directors to pay continuous attention to monitoring and controlling derivatives trading risk in accordance with the following principles: 1. Periodically evaluate the risk management measures currently employed are appropriate and are faithfully conducted in accordance with these Regulations and the procedures for engaging in derivatives trading formulated by the company. ...Omitted...	shall be submitted to senior management personnel authorized by the board of directors. ...Omitted... (5) Where the public company engaging in derivatives trading, its board of directors shall faithfully supervise and manage such trading in accordance with the principles <1> Designate senior management personnel authorized by the board of directors to pay continuous attention to monitoring and controlling derivatives trading risk in accordance with the following principles: 1. Periodically evaluate the risk management measures currently employed are appropriate and are faithfully conducted in accordance with these Regulations and the procedures for engaging in derivatives trading formulated by the company. ...Omitted...
Article 14 Public disclosure of information procedure The company acquiring or disposing of assets shall publicly announce and report the relevant information in accordance with Articles31and32of the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” issued by the Financial SupervisoryCommission.	Article 14 Public disclosure of information procedure The company acquiring or disposing of assets shall publicly announce and report the relevant information in accordance with Articles30and31of the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” issued by the Financial SupervisoryCommission.	Amended in conjunction with the law.
Article 15 The subsidiaries of the company shall be handled in accordance with the following regulations: (1) Subsidiaries shall also stipulate the “Operational Procedures for Acquisition and Disposal of Assets” in accordance with the relevant provisions of the “Regulations	Article 15 The subsidiaries of the company shall be handled in accordance with the following regulations: (1) Subsidiaries shall also stipulate the “Operational Procedures for Acquisition and Disposal of Assets” in accordance with the relevant provisions of the “Regulations	Amended in conjunction with the law.
	- 62 -

Modifiedprovisions	Currentprovisions	Explanation
Governing the Acquisition and Disposal of Assets by Public Companies”. (2) Information required to be publicly announced and reported in accordance with the Article31and 32of the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” on acquisitions and disposals of assets by the company's subsidiary that is not itself a public company in Taiwan shall be reported by the company. (3) The paid-in capital or total assets of the company shall be the standard applicable to a subsidiary referred to in determining whether,relative topaid-in capital or total assets, it reaches a threshold requiring public announcement and regulatoryfiling.	Governing the Acquisition and Disposal of Assets by Public Companies”. (2) Information required to be publicly announced and reported in accordance with the Article30and 31of the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” on acquisitions and disposals of assets by the company's subsidiary that is not itself a public company in Taiwan shall be reported by the company. (3) In the public announcement and regulatory filing standard of the subsidiary, the alleged 20% of the paid-in capital or 10% of the total assets shall be subject to the company's paid-in capital or total assets.
Article 15-1 For the calculation of 10 percent of total assets under these Regulations, the total assets stated in the most recent parent company only financial report or individual financial report prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers shall be used. In the case of a company whose shares have no par value or a par value other than NT$10—for the calculation of transaction amounts of 20 percent of paid-in capital under these Regulations, 10 percent of equity attributable to owners of the parent shall be substituted;for calculations under the provisions of these Regulations regarding transaction amounts relative to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be substituted.	Article 15-1 For the calculation of 10 percent of total assets under these Regulations, the total assets stated in the most recent parent company only financial report or individual financial report prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers shall be used. In the case of a company whose shares have no par value or a par value other than NT$10—for the calculation of transaction amounts of 20 percent of paid-in capital under these Regulations, 10 percent of equity attributable to owners of the parent shall be substituted.	Amended in conjunction with the law.
Article 19 …Omitted… The seventh amendment was approved by the shareholders’meeting on June	Article 19 …Omitted…	Add the date and number of this

63 -

	Modifiedprovisions	Currentprovisions	Explanation
	14, 2019.		amendment.

64 -

Attachment 7

GLOBAL PMX CO., LTD.

Amended Comparison Table of Operational Procedures for Loaning Funds to Others

Modified provisions	Current provisions	Explanation
Article 4 The amount limits and evaluation standards of loaning funds to others Where an inter-company or inter-firm business transaction, the individual loan and the amount shall not exceed the amount of business transactions between the two parties, and the total amount of loans shall not exceed 20% of the net worth of the current period. The term "business transactions" refers to the highest amount of goods purchased or sold in the last year between the two parties. Where an inter-company or inter-firm short-term financing facility is necessary, provided that such financing amount to a single borrower shall not exceed 20 percent of the net worth of the period, and the total amount of loans shall not exceed 40% of the net worth of the current period. Inter-company loans of funds between overseas companies in which the company holds, directly or indirectly, 100% of the voting shares calls for a loan arrangementor the overseas companies in which the company holds, directly or indirectly, 100% of the voting shares loan to the company. The loan amount limit of a single borrower shall be limited to200%of the net worth, and the total amount of loans and loans shall not exceed200% of the net worth. The responsible person of the company who has violated the provisions of the Article 3 and the Paragraph 2 of the Article 4 shall be liable, jointly and severally with the borrower, for the repayment of the loan at issue and for the damages, if	Article 4 The amount limits and evaluation standards of loaning funds to others Where an inter-company or inter- firm business transaction, the individual loan and the amount shall not exceed the amount of business transactions between the two parties, and the total amount of loans shall not exceed 20% of the net worth of the current period. The term "business transactions" refers to the highest amount of goods purchased or sold in the last year between the two parties. Where an inter-company or inter- firm short-term financing facility is necessary, provided that such financing amount to a single borrower shall not exceed 20 percent of the net worth of the period, and the total amount of loans shall not exceed 40% of the net worth of the current period. Inter-company loans of funds between overseas companies in which the company holds, directly or indirectly, 100% of the voting shares calls for a loan arrangement.The loan amount limit of a single borrower shall be limited to100%of the net worth, and the total amount of loans and loans shall not exceed 100%of the net worth.	Amended in accordance with the approved for recordation per 7 March 2019 Letter No. Financial- Supervisory -Securities- Auditing- 108030482 6, And based on the 100% shareholdin g intergroup of business transactions and the subsequent loan fund demand.

65 -

	Modified provisions	Current provisions	Explanation
any, to company resulted there-from. ...Omitted...		...Omitted...
Article 5 Duration of accommodation and calculation of interest (1) Duration: During the period of each short-term accommodation loan, the maximum loan period cannot exceed one year since the date of loan. Inter-company loans of funds between overseas companies in which the company holds, directly or indirectly, 100% of the voting shares calls for a loan arrangement or the overseas companies in which the company holds, directly or indirectly, 100% of the voting shares loan to the company. The maximum period for each loan shall not exceed ten years since the date of loan. (2) Interest: The rate of interest shall not lower than the highest interest of the company's short-term loans from financial institutions. The calculation of the loan interest of the company is based on the principle of monthly payment once. In case of special circumstances, it may be adjusted according to the actual situation after the approval of the board of directors.		Article 5 Duration of accommodation and calculation of interest (1) Duration: During the period of each short-term accommodation loan, the maximum loan period cannot exceed one year since the date of loan. Inter-company loans of funds between overseas companies in which the company holds, directly or indirectly, 100% of the voting shares calls for a loan arrangement. The maximum period for each loan shall not exceed ten years since the date of loan. (2) Interest: The rate of interest shall not lower than the highest interest of the company's short-term loans to financial institutions. The calculation of the loan interest of the company is based on the principle of monthly payment once. In case of special circumstances, it may be adjusted according to the actual situation after the approval of the board of directors.	Amended in conjunction with the law.
Article 11 Information disclosure The company loaning funds to others shall publicly announce and report the relevant information in accordance with the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” issued by the Financial Supervisory Commission. The date of occurrence in these procedures means the date of contract signing, date of payment, dates of boards of directors resolutions, or		Article 11 Information disclosure The company loaning funds to others shall publicly announce and report the relevant information in accordance with the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” issued by the Financial Supervisory Commission.	Amended in conjunction with the law.
	signing, date of payment, dates of boards of directors resolutions, or

66 -

	Modified provisions	Current provisions	Explanation
	other date that can confirm the counterparty and monetary amount of the transaction, whichever date is earlier.
Article 13 Implementation and revision After passage by the board of directors, submit the procedures for approval by the shareholders' meeting. Where any director expresses dissent and it is contained in the minutes or a written statement, the company shall submit the dissenting opinion to audit committee and for discussion by the shareholders'meeting.The same shall apply to any amendments to the procedures. The revisions of the procedures shall be approved by more than one-half of all members of the audit committee, if it is not approved by more than one-half of all members of the audit committee, it may be agreed by more than two-thirds of all directors, and the resolutions of the audit committee shall be stated in the proceedings of the board of directors. All members of the audit committee and all directors referred to in the preceding Paragraph shall be counted as actual incumbents.		Article 13 Implementation and revision After passage by the board of directors, submit the procedures for approval by the shareholders' meeting. The same shall apply to any amendments to the procedures. The revisions of the procedures shall be approved by more than one-half of all members of the audit committee, if it is not approved by more than one-half of all members of the audit committee, it may be agreed by more than two-thirds of all directors, and the resolutions of the audit committee shall be stated in the proceedings of the board of directors.	Amended in conjunction with the law.
Article 14 …Omited… The fourth amendment was approved by the shareholders’meeting on June 14, 2019.		Article 14 …Omited…	Add the date and number of this amendment

67 -

Attachment 8

GLOBAL PMX CO., LTD.

Amended Comparison Table of Operational Procedures for Endorsement and Guarantee

Modified provisions	Current provisions	Explanation
Article 10 The time limit and content of announcement and reporting. The company endorsement and guarantee shall be in accordance with the provision of public announcement standards of “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” issued by the Financial Supervisory Commission. The date of occurrence in these procedures means the date of contract signing, date of payment, dates of board of directors resolutions, or other date that can confirm the counterparty and monetary amount of the transaction, whichever date is earlier.	Article 10 The time limit and content of announcement and reporting. The company endorsement and guarantee shall be in accordance with the provision of public announcement standards of “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” issued by the Financial Supervisory Commission.	Amended in accordance with the approved for recordation per 7 March 2019 Letter No. Financial- Supervisory- Securities- Auditing- 1080304826.
Article 14 Implementation and revision After passage by the board of directors, submit the procedures for approval by the shareholders' meeting.Where any director expresses dissent and it is contained in the minutes or a written statement, the company shall submit the dissenting opinion to audit committee and for discussion by the shareholders'meeting.The same shall apply to any amendments to the procedures. The revisions of the procedures shall be approved by more than one-half of all members of the audit committee, if it is not approved by more than one-half of all members of the audit committee, it may be agreed by more than two-thirds of all directors, and the resolutions of the audit committee shall be stated in the proceedings of the board of directors. All members of the audit committee and all directors referred to in the	Article 14 Implementation and revision After passage by the board of directors, submit the procedures for approval by the shareholders' meeting. The same shall apply to any amendments to the procedures. The revisions of the procedures shall be approved by more than one-half of all members of the audit committee, if it is not approved by more than one-half of all members of the audit committee, it may be agreed by more than two- thirds of all directors, and the resolutions of the audit committee shall be stated in the proceedings of the board of directors.	Amended in conjunction with the law.

68 -

Modified provisions	Modified provisions	Current provisions	Explanation
preceding Paragraph shall be counted as actual incumbents.
Article 15 ...Omitted... The fourth amendment was approved by the shareholders’meeting on June 14, 2019.		Article 15 ...Omitted...	Add the date and number of this amendment.
	by the shareholders’meeting on June 14, 2019.

69 -

AI assistant

GLOBAL PMX — AGM Information 2019

52403_rns_2019-11-26_d360263a-24a5-426b-8581-d762ff6d89de.pdf

GLOBAL PMX CO., LTD.

Minutes of 2019 Annual General Shareholders’ Meeting (Translation)

2. Chairman’s speech: (omitted)

3. Report Items

<4>

4. Matters for Ratification

5. Matters for Discussion

<3>

Attachment 1

Business Report 2018

1. Business Report 2018:

(1) Operating results results in 2018:

(2) Budget implementation:

(3) Financial revenue, expenditure, and profitability analysis:

(4) Research and Development status:

2. 2019 Operational Plan Summary:

Attachment 2

Review Report of Audit Committee

GLOBAL PMX CO., LTD.

Review Report of Audit Committee

Attachment 3

Independent Auditors' Report

Opinion

Key Audit Matters

Revenue recognition

Other Matter

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

Auditors’ responsibilities for the audit of the consolidated financial statements

Global PMX Co., Ltd. and Subsidiaries Consolidated balance sheet As of December 31, 2018 and 2017

Global PMX Co., Ltd. and Subsidiaries Consolidated Statements of Changes in Equity For the year ended December 31, 2018 and 2017

Global PMX Co., Ltd. and Subsidiaries Consolidated Statements of Cash Flows

Independent Auditors' Report

Opinion

Basis for opinion

Key Audit Matters

Sales revenue recognition

Responsibilities of Management and those charged with Governance for the Parent Company Only Financial Statements

Auditor’s responsibilities for the Audit of the Parent Company Only Financial Statements

Global PMX Co., Ltd.

Parent Company Only Balance sheet

Global PMX Co., Ltd.

（ continued ）

Global PMX Co., Ltd. Parent Company Only Statement of Changes in Equity

Global PMX Co., Ltd. Parent Company Only Statements of Cash Flows For the year ended December 31, 2018 and 2017

Attachment 4

GLOBAL PMX CO., LTD. 2018 Earnings Distribution Table

Attachment 5

GLOBAL PMX CO., LTD.

Amended Comparison Table of Articles of Incorporation

Attachment 6

GLOBAL PMX CO., LTD.

Amended Comparison Table of Operational Procedures for Acquisition and Dis osal of Assets p

Attachment 7

GLOBAL PMX CO., LTD.

Attachment 8

GLOBAL PMX CO., LTD.

More from GLOBAL PMX

GLOBAL PMX AGM Information 2019

`（` continued `）`