Hung Ching - AGM Information 2021

Stock Code: 2527

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Hung Ching Development & Construction Co., Ltd.

Annual Shareholders' Meeting 2021

Meeting Handbook

(Translation)

Time and Date: 10:00 a.m., Monday, June 28, 2021 Place: No. 13, Lane 751, Kangning Street, Xizhi District, New Taipei City (ASE Home Design Center)

Notice to Readers:

For the convenience of readers, the Meeting Handbook has been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-version shall prevail.

Meeting Procedure .................................................................................. 1 Meeting Agenda ...................................................................................... 2 Report Items ............................................................................................ 3 Ratification Items .................................................................................... 6 Discussion Items (I) ................................................................................ 9 Election Matters ...................................................................................... 14 Discussion Items (II) ............................................................................... 15 Extempore Motions ................................................................................. 16

Attachments I. Business Report ........................................................................ 17 II. Audit Committee Review Report ............................................. 20 III. Independent Auditors' Report and Financial Statements ......... 21 IV. Articles of Incorporation .......................................................... 43 V. Rules for Election of Directors ................................................. 50 VI. Rules of Procedure for Shareholders' Meetings ....................... 53 VII. Share Ownership of Directors .................................................. 58

Hung Ching Development & Construction Co., Ltd. 2021 Annual Shareholders' Meeting Procedure

I. Call the Meeting to Order
II. Chair's Remarks
III. Report Items
IV. Ratification Items
V. Discussion Items (I)
VI. Election Matters
VII. Discussion Items (II)
VIII. Extempore Motions
IX. Adjournment

Hung Ching Development & Construction Co., Ltd. 2021 Shareholders' Meeting Agenda

I. Time and Date: 10:00 a.m., Monday, June 28, 2021
II. Place: No. 13, Lane 751, Kangning Street, Xizhi District, New Taipei City (Ase Home Design Center)
III. Chair's remarks
IV. Report Items
2020 Business Report
Audit Committee Review Report of 2020 audited financial statements.
Report on the Distribution of Remuneration for Employees and Directors of 2020
V. Ratification Items:
Ratification of the Company's 2020 Business Report and Financial Statements.
Ratification of the 2020 Earnings Distribution Proposal.
VI. Discussion Items (I):
Item No.1. Authorize the Board of Directors to select one or a combination of options or a combination of domestic issuance of common stocks by cash capital increase, issuance of common stock by cash capital increase to participate in the issuance of overseas depositary receipts, or the issuance of domestic and foreign convertible corporate bonds to raise funds at the appropriate time.

VII. Election Matters:

Re-election of directors.

VIII. Discussion Items (II):

Proposal to release the newly elected directors from noncompetition restrictions
IX. Extempore Motions
X. Adjournment

Report Items

No.1

Proposal: 2020 Business Report Explanation: Please refer to Page 17-19 of this handbook for the 2020 Business Report (Attachment 1).

Report Items

No. 2 Proposal: Audit Committee's Review Report on the 2020 Financial Statements. Explanation: For the 2020 Audit Committee's Review Report, please refer to Page 20 of this Handbook (Attachment 2).

Report Items

Item No. 3 Proposal: Report on the Distribution of Remuneration for Employees and Directors of 2020

Explanation:

According to the Articles of Incorporation, if the Company makes a profit in the year, 1% to 7% of the profits shall be allocated as employees' compensation and no more than 3% of the profit as directors' compensation. In the presence of the accumulated loss, the Company shall allocate an amount to recover such loss before allocating any employees' and directors' compensation.
The 2020 remuneration of employees and directors was determined by the Board of Directors in accordance with the Articles of Incorporation of the Company to distribute employee compensation of NT$16,946,259 and directors' compensation of NT$8,473,130 in cash.
There is no difference between the above distribution amount and the estimated amount of recognized expenses in 2020.

Ratification Items

Item 1:(Proposed by the Board of Directors) Proposal: Ratification of the 2020 Business Report and Financial Statements.

Explanation: The Board of Directors has prepared the Company's 2020 Business Report, Financial Statements, and Earnings Distribution Proposal, among which the Financial Statements have been audited by CPA, Hsu-Jan Cheng and Wang-Sheng Lin of Deloitte & Touche, by whom an audit report has been issued accordingly.

Attachments:

I. Business Report (please refer to Pages 17-19 of the Handbook for Attachment 1).
II. Financial Statements (please refer to Pages 21-42 of the Handbook for Attachment 3).
III. Earnings Distribution Table (please refer to Pages 8 of the Handbook).

Resolution:

Ratification Items

Item 2: (Proposed by the Board of Directors) Proposal: Ratification of the Company's 2020 Earnings Distribution Proposal.

Explanation:

The Company's earnings distribution in 2020 is proposed in accordance with the Company Act and the Articles of Incorporation of the Company.
The dividend to shareholders of NT$378,428,400 will be distributed in cash. Based on the number of shares recorded in the Company's current shareholder register of 270,306,000 shares, NT$1.4 per share will be distributed. The distribution of cash dividends shall be based on share ratio and rounded off to the integer. Fractional dividend amounts that are less than NT$1 shall be ranked from high to low in value and from old to new in account number, and then they shall be adjusted in this order until the total amount of cash dividend distribution is met. Subsequent factors such as the issuance of new shares due to the Company's cash capital increase and issuance of new shares, or the transfer or cancellation of treasury shares due to the purchase of the Company's shares, which affects the number of shares that the Company can participate in the distribution of shareholder dividends, and the dividend rate of shareholders changes and needs to be revised, it is proposed to authorize the Board of Directors to handle and adjust it.
The shareholders' ex-dividend date shall be determined by the Board of Directors after a resolution is made at the shareholders' meeting.

Attachment: Earnings Distribution Table (please refer to Page 8 of the Handbook).

Resolution:

Hung Ching Development & Construction Co., Ltd. Earnings Distribution Table 2020

Currency Unit: NT$

Undistributed retained earnings of the previous year Net income of the year Withdraw 10% of the statutory surplus reserve Special surplus reserve according to the Act Distributable retained earnings of the year Distribution items Shareholders' dividends - Cash Balance of retained earnings of the year	1,308,899,316 391,152,932 (39,115,293 ) (29,062,163 )
	1,631,874,792 (378,428,400) ) 1,253,446,392

Notes. Current profit shall first be distributed for the above profit distribution.

Chairman Managerial Officer Accounting Supervisor

Discussion Items (I)

Item 1:(Proposed by the Board of Directors)

Proposal: Authorize the Board of Directors to select one or a combination of options to handle domestic issuance of common stocks by cash capital increase, issuance of common stocks by cash capital increase to participate in the issuance of overseas depositary receipts, or the issuance of domestic and foreign convertible corporate bonds to raise funds.
Explanation: In response to one or more capital needs such as enriching working capital, repaying bank loans, and reinvesting, it is proposed to request the shareholders' meeting to authorize the Board of Directors to perform domestic issuance of common stocks by cash capital increase, issuance of common stocks by cash capital increase to participate in the issuance of overseas depositary receipts, or the issuance of domestic and foreign convertible corporate bonds at an appropriate time, depending on the current financial market conditions. The Board of Directors is authorized by the shareholders' meeting to raise funds in stages or simultaneously by selecting one or a combination of the aforementioned financing tools within one year from the date of the resolution of the shareholders' meeting within the limit of not more than 270,000,000 common shares. The content of the method is described as follows:
Authorization of issue new common shares by participation of a GDR Offering:
(1) The capital increase by cash is to participate in the issuance of overseas depositary receipts. The number of shares to be issued is limited to not more than 270,000,000 shares. The Board of Directors and the Chairman of the Board of Directors shall be authorized by the shareholders' meeting to adjust the issuance quota in one or in installments within the aforementioned quota range according to market conditions.
(2) The issuance price for the issuance of new shares to participate in the issuance of overseas depositary receipts for cash capital increase is based on the "Self-Regulatory Rules for Underwriters' Guidance on Issuing Companies' Raising and Issuing Securities" by the Taiwan Securities Association, which may not lower than the closing price of the Company's common stock at the fixed price in the domestic centralized

trading market on the price setting date, the simple arithmetic average of the closing price of the common stock calculated on one, three, and five business days before the price setting date, deducting the free allotment ex-right and the average after the ex-dividend 90% of the stock price. However, if there are changes in relevant domestic laws and regulations, the pricing method must also be adjusted in accordance with the laws and regulations. As the frequent short-term fluctuations in domestic stock prices, the actual issue price is within the aforementioned range. The Chairman is authorized to comply with international practices and refer to international capital market, domestic market prices, and aggregated ring-buying conditions, etc., which are determined by the securities underwriters to increase the acceptance of overseas investors. Therefore, the way of setting the price of issuance shall be reasonable. In addition, the method of determining the price of issuance of overseas depositary receipts is based on the fair-trading market price of common stocks formed in the domestic centralized trading market. The original shareholders are still able to approach the price of issuance of overseas depositary receipts and purchase common stocks in the domestic stock market without having to bear exchange risks and liquidity risks; therefore, there shall be no significant impact on shareholders' equity.

(3) For common stocks issued by cash increase in accordance with the Article 267 of Company Act, there shall be 10 to 15% of new shares reserved for subscription by employees of the Company. After the original shareholders waive subscription rights, the remained 85%~95% shares, pursuant to the Article 28-1 of Securities and Exchange Act, all shares shall be allocated to public offering as marketable securities for the issuance of GDR. It is proposed that any new common shares not subscribed by employees and domestic shareholders may be allocated to shares offered by the GDR program.

(4) The funds raised by the issuance of new shares through cash capital increase and participation in the issuance of overseas depositary receipts are expected to be used for one or more purposes such as enriching working capital, repaying bank loans, or reinvesting, etc. It is expected to be implemented within two years after the fundraising is completed. The implementation of the plan is expected to have benefits such

as strengthening the industry's position, enhancing long-term competitiveness, improving the financial structure, saving interest expenses, etc., and will also benefit shareholders' equity.

(5) The main content of the cash capital increase plan, including the issue price, the number of shares to be issued, the issuance conditions, the source of funds, the planned items, the amount raised, the scheduled progress, the expected benefits, and the capital increase base date, and other related matters, and the participation in the issuance plan for the issuance of overseas depositary receipts, will be authorized to the Board of Directors for further planning.
(6) The timing of cash capital increase and participation in the issuance of overseas depository receipts, issuance conditions, the number of issues, the amount of issuance and all other matters relating to cash capital increase and participation in the issuance of overseas depositary receipts, shall be fully authorized to the Board of Directors for approval by the competent authority and on the basis of operational assessment or changes due to objective circumstances in the future.
(7) The Board of Directors is authorized to handle all matters which are not addressed herein, in accordance with the applicable laws and regulations.
Principles on the authorization to the Board of Directors for cash capital increase in Taiwan:
(1) The number of issued shares for the cash capital increase shall not exceed 270,000,000 shares.
(2) The cash capital increase is NT$10 per share. It is proposed to authorize the Chairman to coordinate with the underwriter(s) of the public offering to determine the actual issue price in accordance with the relevant provisions of "Guidelines of Public Offering and Issuance" from the Taiwan Securities Association and subject to market conditions. The final price shall be reported to the regulatory authority before issuance.
(3) The underwriting method of the external public offering will be authorized to the Board of Directors to select either issuance of public offering or book building method in accordance with Article 28-1 of the Securities Exchange Act: ① Issuance of public offering:
Besides retaining 10%~15% of the issued shares in accordance with Article 267 of the Company Act, the

employees will give priority to subscribe based on the actual issue price; in addition, 10% of the total amount of new shares to be issued is allocated to the public in accordance with Article 28-1 of the Securities and Exchange Act, and the remaining 75%~80% will be presubscribed by the original shareholders according to the shareholding ratio of the subscription base date. If the original shareholders hold insufficient shares to subscribe for a new share, they may subscribe jointly or merged into one person. If the original shareholders do not subscribe, the Chairman of the Board of Directors shall be authorized to designate a specific person to subscribe at the issued price.

② Book building method:
- Besides reserving 10%~15% of the issued shares in accordance with Article 267 of the Company Act to be subscribed by employees based on the actual issuance price, the remaining shares are subject to Article 28-1 of the Securities Exchange Act, the original shareholders waived the right of pre-emption, and all the funds were allocated to the public offering through book building method. In addition, if employees of the Company have insufficient subscriptions or give up the subscription, the Chairman of the Board will be authorized to designate a specific person to subscribe.
(4) The rights and obligations of the new common shares issued would be the same as previous shares.
(5) The funds raised by the cash capital increase are expected to be used for one or more purposes such as enriching working capital, repaying bank loans, or reinvesting, and it is expected to be implemented within two years after the completion of the fundraising. The implementation of the plan is expected to have benefits such as strengthening the status of the industry, enhancing long-term competitiveness, improving the financial structure, and saving interest expenses, and it will also benefit shareholders' equity.
(6) The main content of the issuance plan, including issuance price, the number of shares authorized, related projects, fund raising goals, progressing schedule, possible benefits, and capital increase base date will be authorized to the Board of Directors for further planning. Other conditions, if there shall be changes resulting from operational or environmental concerns, will also be delegated to the Board of Directors for

authorization.

(7) The Board of Directors is authorized to handle all matters which are not addressed herein, in accordance with the applicable laws and regulations.
Principles for the authorization of the Board of Directors to issue domestic and foreign convertible corporate bonds:
(1) Estimated number of shares for conversion: Up to the limit of the number of shares that can be converted as listed in the Company's change registration list at the time of issuance.
(2) Timing of issuance: It depends on the Company's capital needs and market conditions.
(3) Interest rate of issuance: In accordance with the fund market interest rate at the time of issuance and strive to be rationalized as a principle.
(4) Issuance period: To be determined based on the Company's capital needs.
(5) Issuance conditions: Negotiated with the lead underwriter and stipulated in accordance with the provisions and other relevant regulations.
(6) The funds raised from the issuance of domestic and foreign convertible corporate bonds are expected to be used for one or more purposes such as enriching working capital, repaying bank loans, or reinvesting, and are expected to be implemented within two years after the completion of the fundraising. The implementation of the plan is expected to strengthen the position of the industry, enhance long-term competitiveness, improve the financial structure, save interest expenses and other benefits, which will also benefit shareholders' equity.
(7) The Board of Directors shall be authorized to formulate relevant matters such as the issuance method of the convertible corporate bonds, the amount to be raised, the planned projects, the scheduled progress, and the expected benefits.
(8) The Board of Directors is authorized to handle all matters which are not addressed herein, in accordance with the applicable laws and regulations.

Resolution:

Election Matters

Item 1:(Proposed by the Board of Directors)

Proposal: Re-election of directors Explanation:

After the legal person director - Shaochang Investment Co., Ltd. resigned to the Board of Directors, there are currently 10 directors remaining. According to Article 16 of the Articles of Incorporation, the Company has 11 to 13 directors; thus, it is proposed to elect 1 director by election. After the re-election, the Board of Directors shall have a total of 11 directors (including 8 general directors and 3 independent directors).
The tenure of the Independent Director re-elected this time shall be from the date of the re-election to July 12, 2023.
In accordance with Article 16-1 of the Articles of Incorporation, the Company adopts a candidate nomination system for directors. The list of director candidates and related materials are shown as follows:

Director Candidates	Academic Background	Experiences	Shareholding
Ching-Hua Chen	Department of Civil Engineering, National Taipei University of Technology Research Institute of St. John's University	Current positions: 1. Executive Deputy General Manager and Chief Engineer of Hung Ching Development & Construction Co. Ltd 2. General manager of Hung Ching Kuan Co., Ltd. 3. General manager of Shanghai You Chang Property Management Co., Ltd. Former positions: 1. Executive deputy general manager of Beijing Sino HorizonCo.,Ltd.	4,176 shares

Election results:

Discussion Items (II)

Item 1:(Proposed by the Board of Directors)

Proposal: The release of non-competition restrictions for Directors for discussion.

Explanation:

According to Article 209 of the Company Act: "A director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval."
If the newly elected Director after this election invests in or operates other companies with similar business scope as the Company and acts as a director of such company, without prejudice to the interests of the Company, it is proposed that the shareholders' meeting agree to release such newly elected Director from non-competition restrictions.

Resolution:

Extempore Motions

Adjournment

Attachment 1

Business Report

Introduction

Affected by COVID-19 in the first half of 2020, the global supply chain, stock and bond markets, and oil prices fluctuated sharply. Countries all lowered their economic growth rate forecasts and lowered interest rates in response to the economic difficulties caused by COVID-19. The Central Bank of Taiwan also announced in March 2020 that it would cut interest rates by 25 basis points to end the "14 consecutive freezes" of interest rates, which has broken the record of the number during the financial tsunami. Besides, due to the return of many talents in the Sino-US trade war in 2019 and the good control of COVID-19 in Taiwan, public confidence has recovered. Many Taiwanese businessmen have returned to Taiwan to purchase properties. The abundant funds have driven the continuous influx of buying in the real estate market, which has led to hot transactions in the Taiwanese real estate market. In 2020, the number of sold and transferred buildings across Taiwan reached 326,600 an annual increase of 8.8%, an extremely high record in 7 years.

Operating Performance

The consolidated operating income in 2020 is mainly the income from the sale of residential housing cases such as "Tucheng SunMoon Light," "Hongjing Lustrous" in Xinzhuang, "Emperor Court" on Yanping South Road, and "Liyuan" in Xizhi, etc., plus the income from leasing and labor services totaling NT$3,471,930 thousand, after deducting NT$2,394,548 thousand for construction and leasing costs, the operating gross profit is NT$1,077,382 thousand. In addition, operating expenses are NT$669,349 thousand, after deducting the net non-operating expenses of NT$11,538 thousand and income tax expenses of NT$22,759 thousand, the consolidated net profit is NT$373,736 thousand, which is the Company's individual after-tax net profit of NT$391,153 thousand, and the earnings per share is NT$1.49.

2021 Operating Plan

The 2021 operating plan will continue to sell residential projects such as "Tucheng SunMoon Light," "Hongjing Lustrous" in Xinzhuang, "Emperor Court" on Yanping South Road, and "Liyuan" in Xizhi, in addition to the plant office building in Building E, Nanzi Park, Phase II, Kaohsiung (K25), the floor area is about 19,000 square feet, and the license for use was obtained in February 2021, and it is expected to be sold in the second or third quarter.

Other projects under construction: Kaohsiung K13 plant office building, with a floor area of approximately 32,900 square feet, which has started in October 2020 and is expected to be completed in the fourth quarter of 2023; the construction of residential building in Mingde section of Tucheng has been started in March 2020 and is expected to be completed in the third quarter of 2022; the Zhubei joint construction project will start in February 2020, and the soil and water conservation project is expected to be completed by the end of 2021.

Future Operating Outlook:

In order to curb the overheated and speculative housing market in the second half of 2020, the Central Bank announced the implementation of selective credit control in the housing market in December last year (2020). After the implementation of this year (2021), although the price increase in the first quarter of this year (2021) has slowed down, the transaction volume has continued to grow. Therefore, in March 2021, the Central Bank continued its housing policy and launched version 2.0 of the real estate and land integration tax, and it will also be implemented in July this year, which will have a negative impact on investors in the short term; however, the rigid demand from residents in the market is still strong. On the other hand, since the beginning of 2021 in local government land bidding cases, the unit price of many land bids has reached a new high in the local area. In addition to showing that the builders are still confident about the high-quality land in the future, it also highlights that real estate is still the main investment target for funds. Therefore, it is expected that the real estate boom this year under the environment of low-interest rates and abundant funds should maintain price and volume stability compared with last year.

Compared with other financial products, real estate is a relatively lowrisk subject. In an environment of increasing land costs, rising construction costs such as raw materials, and low-interest rates, real estate itself has a value-preserving property, and people expect inflation. Buying a house is a relatively stable choice. Therefore, in the long run, housing prices are still easy to rise but never fall.

In the future, in addition to speeding up the joint construction project in Zhubei, the Company will also continue to build the factory building for the needs of the affiliated enterprises, acquire the urban planning land in Puqian Section of Banqiaopu District, New Taipei City. Once the Ministry of the Interior has approved the review, the land allocated for construction will be planned and developed as soon as possible. In addition, the Company has been actively looking for good land inventories and will continue to strive for future operating income.

Thank you again for your support and advice over the year, and wish you good health and all the best!

Chairman Managerial Officer Accounting Supervisor

Attachment 2

Audit Committee Review Report

The Board of Directors has prepared the Company's 2020 Business Report, Financial Statements, and Earnings Distribution Proposal, among which the Financial Statements have been audited by Deloitte & Touche, Taiwan, by whom an audit report has been issued accordingly. The Business Report, Financial Statements and the Earnings Distribution Proposal have been reviewed by us, the Audit Committee of the Company. We have not found any inconsistencies with applicable laws in our review of the aforementioned documents. Therefore, we, the Audit Committee, hereby issue this report in compliance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Hung Ching Development & Construction Co., Ltd.

Convener of the Audit Committee

March 30, 2021

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Attachment 3

Independent Auditors' Report Translated from Chinese

To: The Board of Directors and Shareholders Hung Ching Development & Construction Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of the Hung Ching Development & Construction Co., Ltd. and its subsidiaries (the "Group"), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity, and cash flows for the years then ended, and the notes to 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 Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and 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 "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements" section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group's consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Group's consolidated financial statements for the year ended December 31, 2020 are stated as follows:

Sales Revenue of Building and Land

For the year ended December 21, 2020, revenue from sale of real estate was $3,164,448 thousand, representing 91% of the total operating revenue and being material in the consolidated financial statements, and it is one of the major revenue sources of the Group. Therefore, it has been deemed as one of key audit matters by us to determine whether or not the recognition of revenue from sale of real estate has met the requirements of revenue recognition. Please refer to Notes 4 and 22 of the consolidated financial statements.

The main audit procedures performed on the specific levels in respect of the abovementioned key audit matter for the audit of the year are as follows:

We understood and tested the design and operating effectiveness of the internal controls related to the sales cycle.
Obtaining the details of building and land for sales for the whole year: (1) sampling and verifying the contracts signed by the buyers and sellers to confirm the contract price and transaction target; (2) sampling and verifying the registration date of the transfer of property ownership to verify that the property ownership has been transferred to the purchaser.

Other Matters

We have also audited the parent company only financial statements of Hung Ching Construction Development Co., Ltd. as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.

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

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The 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.

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

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

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the 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:

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
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internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our opinion to the Group.

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 Group's consolidated financial statements for the year ended December 31, 2020 and are therefore the key

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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.

Deloitte & Touche Certified Public Accountant Certified Public Accountant Wang-Sheng Lin Shiuh-Ran Cheng

Financial Supervisory Commission Financial Supervisory Commission Approval Document No.: Approval Document No.: Financial-Supervisory-SecuritiesFinancial-Supervisory-SecuritiesAuditing-1010028123 Auditing-1060023872

March 29, 2021

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English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. and Subsidiaries Consolidated Balance Sheet December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code 1100 1110 1140 1150 1172 1180 1200 130X 1429 1479 11XX 1517 1600 1755 1760 1840 1930 1990 15XX 1XXX Code 2100 2110 2130 2150 2170 2180 2219 2230 2280 2322 2399 21XX 2540 2580 2645 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3500 31XX 36XX 3XXX	ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6) Financial assets at fair value through profit or loss (Note 7) Contract assets (Notes 22 and 28) Notes receivable (Notes 8 and 22) Trade receivables, net (Notes 8 and 22) Trade receivables from related parties (Notes 8, 22, and 28) Trade receivables (Notes 8) Inventories, net (Notes 9, 23, and 29) Prepayments (Note 16) Other current assets (Note 16) Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current, net (Notes 10 and 29) Property, plant and equipment, net (Notes 13, 23, and 29) Right-of-use assets (Notes 3, 14, and 23) Investment properties, net (Notes 15, 23, and 29) Deferred tax assets (Note 24) Long-term notes receivable (Notes 8 and 22) Other non-current assets (Notes 16, 20, and 23) Total non-current assets TOTAL ASSETS LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 17 and 29) Short-term bills payable, net (Notes 17, 28, and 29) Contract liabilities (Note 22) Notes payable Trade payables (Note 18) Trade payables to related parties (Note 28) Other payables Current tax liabilities Lease liabilities (Notes 3 and 14) Long-term borrowings - current portion (Notes 17 and 29) Other current liabilities (Note 19) Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings, net (Notes 17 and 29) Lease liabilities (Notes 3 and 14) Guarantee deposits received (Note 15) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 21) Share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS Total equity Total equity and liabilities		December 31, 2020	December 31, 2020	％ 4 - - - - - - 47 2 - 53 21 4 - 20 1 - 1 47 100 16 11 2 - 5 - 2 - - 3 - 39 12 - - 12 51 16 2 5 2 10 17 15 3) 47 2 49 100		December 31, 2019	December 31, 2019
			Amount $ 573,529 17,111 - 3,760 14,629 11,606 915 8,077,436 305,218 3,680 9,007,884 3,587,830 726,370 15,085 3,463,063 62,438 2,960 192,252 8,049,998 $ 17,057,882 $ 2,813,000 1,839,777 419,889 8,791 784,879 250 297,813 22,249 2,972 495,085 11,320 6,696,025 2,018,173 12,805 26,977 2,057,955 8,753,980 2,703,060 312,561 789,043 318,492 1,700,053 2,807,588 2,575,136 455,812) 7,942,533 361,369 8,303,902 $ 17,057,882				Amount $ 270,065 17,094 3,198 7,524 35,926 11,721 552 8,958,070 384,099 2,320 9,690,569 3,676,591 741,200 18,261 3,584,675 63,343 1,471 211,490 8,297,031 $ 17,987,600 $ 2,539,000 2,597,128 111,432 4 905,565 - 317,178 126,006 2,796 135,267 20,857 6,755,233 2,710,881 15,897 25,624 2,752,402 9,507,635 2,703,060 297,175 714,834 320,202 1,867,950 2,902,986 2,653,770 455,812) 8,101,179 378,786 8,479,965 $ 17,987,600		％
		(		(		(		(	2 - - - - - - 50 2 - 54 21 4 - 20 - - 1 46 100 14 14 1 - 5 - 2 1 - 1 - 38 15 - - 15 53 15 2 4 2 10 16 15 3) 45 2 47 100

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

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English Translation of Financial Statements Originally Issued in Chinese

Hung Ching Development & Construction Co., Ltd. and Subsidiaries Consolidated Statements of Comprehensive Income For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share in Dollars

Code OPERATING REVENUE (Notes 22 and 28) 4100 Sales Revenue of Building and Land 4300 Rental revenue 4520 Construction revenue 4600 Service revenue 4800 Other operating revenue 4000 Total operating revenue OPERATING COSTS (Note 23) 5110 Costs of building and land for sale (Note 9) 5300 Rental costs 5520 Construction costs 5600 Service costs 5800 Other operating costs (Note 9) 5000 Total operating costs 5900 Gross operating profit OPERATING EXPENSES (Note 23) 6100 Selling and marketing expenses 6200 General and administrative expenses 6000 Total operating expenses 6900 Net Operating Income NON-OPERATING INCOME AND EXPENSES 7010 Other income (Note 23) 7020 Other gains and losses (Note 23) 7050 Finance costs (Note 23) 7060 Share of loss (profit) of associates accounted for under equity method 7000 Total non-operating income and expenses 7900 Income before income tax 7950 Income tax expense (Note 24)	For the Year Ended December 31, 2020 Amount ％ $ 3,164,448 91 144,612 4 621 - 110,638 3 51,611 2 3,471,930 100 2,149,246 62 116,358 3 - - 71,495 2 57,449 2 2,394,548 69 1,077,382 31 364,297 10 305,052 9 669,349 19 408,033 12 99,762 3 4,591 - ( $ 115,891 ) ( 3 ) - - ( 11,538) - 396,495 12 22,759 1	For the Year Ended December 31, 2020 Amount ％ $ 3,164,448 91 144,612 4 621 - 110,638 3 51,611 2 3,471,930 100 2,149,246 62 116,358 3 - - 71,495 2 57,449 2 2,394,548 69 1,077,382 31 364,297 10 305,052 9 669,349 19 408,033 12 99,762 3 4,591 - ( $ 115,891 ) ( 3 ) - - ( 11,538) - 396,495 12 22,759 1	For the Year Ended December 31, 2020 Amount ％ $ 3,164,448 91 144,612 4 621 - 110,638 3 51,611 2 3,471,930 100 2,149,246 62 116,358 3 - - 71,495 2 57,449 2 2,394,548 69 1,077,382 31 364,297 10 305,052 9 669,349 19 408,033 12 99,762 3 4,591 - ( $ 115,891 ) ( 3 ) - - ( 11,538) - 396,495 12 22,759 1	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
		Amount $ 3,164,448 144,612 621 110,638 51,611 3,471,930 2,149,246 116,358 - 71,495 57,449 2,394,548 1,077,382 364,297 305,052 669,349 408,033 99,762 4,591 $ 115,891 ) - 11,538) 396,495 22,759			Amount $ 6,127,832 144,104 681 81,298 64,109 6,418,024 4,634,954 115,903 681 42,995 66,783 4,861,316 1,556,708 335,517 338,408 673,925 882,783 117,519 853 $ 127,440 ) 9,781) 18,849) 863,934 138,792		％
	( (		(	( ( (		( (	96 2 - 1 1 100 72 2 - 1 1 76 24 5 5 10 14 1 - 2 ) - 1) 13 2

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Code 8200 NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME/(LOSS) 8310 Items that will not be reclassified subsequently to profit or loss: 8316 Unrealized gain/(loss) on investments in equity instruments at fair value through other comprehensive income 8360 Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translating the financial statements of foreign operations 8399 Income tax related to items that will be reclassified (Note 24) 8300 Other comprehensive income/(loss) for the year, net of income tax 8500 TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR NET PROFIT/(LOSS) ATTRIBUTABLE TO 8610 Owners of the Company 8620 NON-CONTROLLING INTERESTS 8600 TOTAL COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO: 8710 Owners of the Company 8720 NON-CONTROLLING INTERESTS 8700 EARNINGS PER SHARE (Note 25) 9710 Basic 9810 Diluted	For the Year Ended December 31, 2020 Amount ％ 373,736 11 ( 80,023 ) ( 3 ) 1,736 - ( 347) - ( 78,634) ( 3) $ 295,102 8 $ 391,153 11 ( 17,417) - $ 373,736 11 $ 312,519 9 ( 17,417) ( 1) $ 295,102 8 $ 1.49 $ 1.49	For the Year Ended December 31, 2020 Amount ％ 373,736 11 ( 80,023 ) ( 3 ) 1,736 - ( 347) - ( 78,634) ( 3) $ 295,102 8 $ 391,153 11 ( 17,417) - $ 373,736 11 $ 312,519 9 ( 17,417) ( 1) $ 295,102 8 $ 1.49 $ 1.49	For the Year Ended December 31, 2020 Amount ％ 373,736 11 ( 80,023 ) ( 3 ) 1,736 - ( 347) - ( 78,634) ( 3) $ 295,102 8 $ 391,153 11 ( 17,417) - $ 373,736 11 $ 312,519 9 ( 17,417) ( 1) $ 295,102 8 $ 1.49 $ 1.49	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
		Amount 373,736 80,023 ) 1,736 347) 78,634) $ 295,102 $ 391,153 17,417) $ 373,736 $ 312,519 17,417) $ 295,102 $ 1.49 $ 1.49			Amount 725,142 1,098,855 3,735 ) 747 1,095,867 $ 1,821,009 $ 742,091 16,949) $ 725,142 $ 1,837,958 16,949) $ 1,821,009 $ 2.84 $ 2.82		％
	( ( ( ( (		( ( (	( ( (			11 17 - - 17 28 11 - 11 28 - 28

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

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English Translation of Financial Statements Originally Issued in Chinese

Hung Ching Development & Construction Co., Ltd. And Subsidiaries Consolidated Statements of Changes in Equity For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

		EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY	EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY	EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY	EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY		Totalequity
Share capital Number of Shares (In Thousand Shares) Amount 270,306 $ 2,703,060 - - - - - - - - - - - - 270,306 2,703,060 - - - - - - - - - - - - 270,306 $ 2,703,060	Capitalsurplus $ 286,918 - - - - - 10,257 297,175 - - - - - 15,386 $ 312,561		Retained earnings	Unappropriated earnings $ 1,511,759 ( 41,873) ( 19,660) ( 324,367) 742,091 - - 1,867,950 ( 74,209) 1,710 ( 486,551) 391,153 - - $ 1,700,053	Other equity Unrealized gain (loss) on financial assets at fair value through other comprehensive income Exchange differences on translating the financial statements of foreign operations ($ 3,654) $ 1,561,557 - - - - - - - - ( 2,988) 1,098,855 - - ( 6,642) 2,660,412 - - - - - - - - 1,389 ( 80,023) - - ($ 5,253) $ 2,580,389	Treasury shares ($ 455,812) - - - - - - ( 455,812) - - - - - - ($ 455,812)
					Exchange differences on translating the financial statements of foreign operations ($ 3,654) - - - - ( 2,988) - ( 6,642) - - - - 1,389 - ($ 5,253)
Number of Shares (In Thousand Shares) 270,306 - - - - - - 270,306 - - - - - - 270,306		Legal reserve $ 672,961 41,873 - - - - - 714,834 74,209 - - - - - $ 789,043
							$ 6,973,066 - - ( 324,367 ) 725,142 1,095,867 10,257 8,479,965 - - ( 486,551 ) 373,736 ( 78,634 ) 15,386 $ 8,303,902

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

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English Translation of Financial Statements Originally Issued in Chinese

Hung Ching Development & Construction Co., Ltd. And Subsidiaries Consolidated Statements of Cash Flows For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars

Code CASH FLOWS FROM OPERATING ACTIVITIES A00010 Profit before income tax for the year A20010 Adjustments for: A20100 Depreciation expenses A20300 Expected credit loss A29900 Amortization of long-term prepayments A22500 Gain (Loss) on disposal and scrap of property, plant and equipment A22700 Gain (Loss) on disposal of investment properties A23700 Loss on reduce inventory to market (Gain from price recovery of inventory) A20400 Gain (Loss) on financial assets and liabilities at fair value through profit or loss, net A20900 Finance costs A21200 Interest income A21300 Dividend income A22300 Share of profits of associates accounted for using equity method A30000 Changes in operating assets and liabilities, net A31110 Financial assets at FVTPL A31125 Contract assets A31130 notes receivable A31150 Trade receivables A31160 Trade receivables from related parties A31180 Other receivables A31200 Inventories A31230 prepayments A31240 Other current assets A32125 Contract liabilities A32130 Notes payable A32150 trade payables A32160 Trade payables to related parties A32180 Other payables A32230 Other current liabilities	For the Year Ended December 31, 2020 $ 396,495 139,342 - 6,628 27 ( 6,748 ) ( 258,348 ) ( 226 ) 115,891 ( 1,129 ) ( 88,175 ) - 209 3,198 2,275 21,297 115 ( 363 ) 1,167,411 78,881 ( 1,360 ) 308,457 8,787 ( 131,031 ) 250 ( 19,772 ) ( 9,537)	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
	( ( ( ( ( ( ( ( ( (	( ( ( ( ( ( ( (	$ 863,934 140,641 13,410 4,887 - - 393,878 1,134 ) 127,440 732 ) 110,269 ) 9,781 17,354 681 ) 728 84,965 20,107 450 3,032,590 131,053 1,011 ) 46,600 ) 36,639 ) 337,493 ) - 108,006 4,394

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Code A33000 Cash generated from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES B00030 Capital reduction and return of shares payment of financial assets at fair value through other comprehensive income B02700 Acquisition of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Decrease (Increase) in refundable deposits B05400 Acquisition of investment properties B05500 Sales of investment properties B06700 Increase in other non-current assets B07500 Interest received B07600 Other dividends received BBBB Net cash generated from/(used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES C00100 Increase (Decrease) in short-term borrowings C00500 Decrease in short-term bills payable C01600 Repayments of long-term borrowings C04020 Repayment for principal of lease liabilities C03000 Increase in guarantee deposits received C04500 Distribution of Cash Dividend CCCC Net cash used in financing activities DDDD EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES EEEE Increase (decrease) in Cash and Cash Equivalents for the year E00100 Cash and cash equivalents, beginning of year E00200 Cash and cash equivalents, end of year	For the Year Ended December 31, 2020 $ 1,732,574 ( 133,244 ) ( 125,958) 1,473,372 8,738 ( 3,651 ) 18 19,954 ( 7,219 ) 17,981 ( 7,344 ) 1,129 88,175 117,781 274,000 ( 757,351 ) ( 332,890 ) ( 3,240 ) 1,353 ( 471,165) ( 1,289,293) 1,604 303,464 270,065 $ 573,529	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
	( ( ( ( ( ( ( ( ( (	( ( ( ( ( ( ( ( ( ( ( ( ( ( (	$ 4,419,059 193,828 ) 142,518) 4,082,713 - 49 ) - 94,841 ) 2,904 ) - 19,179 ) 732 110,269 5,972) 137,000 ) 1,738,331 ) 1,914,692 ) 3,120 ) 905 314,110) 4,106,348) 3,994) 33,601 ) 303,666 $ 270,065

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

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Independent Auditors' Report Translated from Chinese

The Board of Directors and Shareholders Hung Ching Development & Construction Co., Ltd.

Opinion

We have audited the accompanying parent company only financial statements of the Hung Ching Development & Construction Co., Ltd. (the “ Company ” ), which comprise the parent company only balance sheets as of December 31, 2020 and 2019, 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, 2020 and 2019, 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 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 Auditor's Responsibilities for the Audit of the 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.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company's parent company only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and 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 ended December 31, 2020 are stated as follows:

Sales Revenue of Building and Land

For the year ended December 21, 2020, revenue from sale of real estate was $3,164,448 thousand, representing 96% of the total operating revenue and being material in the parent company only financial statements, and it is one of the major revenue sources of the Company. Therefore, it has been deemed as one of key audit matters by us to determine whether or not the recognition of revenue from sale of real estate has met the requirements of revenue recognition. Please refer to Note 4 and 19 of the parent company only financial statements.

The main audit procedures performed on the specific levels in respect of the abovementioned key audit matter for the audit of the year are as follows:

We understood and tested the design and operating effectiveness of the internal controls related to the sales cycle.
Obtaining the details of building and land for sales for the whole year: (1) sampling and verifying the contracts signed by the buyers and sellers to confirm the contract price and transaction target; (2) sampling and verifying the registration date of the transfer of property ownership to verify that the property ownership has been transferred to the purchaser.

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

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 statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as

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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 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 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 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 error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material
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uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only 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 statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient 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 Company audit. We remain solely responsible for our opinion to the Company.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Company's parent company only financial statements for the year ended December 31, 2020 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.

Deloitte &Touche Certified Public Accountant Shiuh-Ran Cheng

Certified Public Accountant Wang-Sheng Lin

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Financial Supervisory Commission Approval Financial Supervisory Commission Approval Document No.: Document No.: Financial-Supervisory-Securities-AuditingFinancial-Supervisory-Securities-Auditing1010028123 1060023872

March 29, 2021

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English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. Parent Company Only Balance Sheets December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code 1100 1150 1172 1180 1200 130X 1429 1479 11XX 1517 1550 1600 1760 1840 1930 1990 15XX 1XXX Code 2100 2110 2130 2150 2170 2180 2219 2230 2320 2399 21XX 2540 2645 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3500 31XX	ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6) Notes receivable (Notes 7 and 19) Trade receivables, net (Notes 7 and 19) Trade receivables from related parties (Notes 7, 19 and 25) Other receivables (Notes 7) Inventories, net (Notes 5, 8, 25, and 27) Prepayments (Note 13) Other current assets (Note 13) Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current, net (Notes 9 and 27) Investments accounted for using equity method (Note 10) Property, plant and equipment, net (Notes 11 and 20) Investment properties, net (Notes 5, 12, 20, and 27) Deferred tax assets (Notes 21) Long-term notes receivable (Notes 7 and 19) Other non-current assets (Notes 13 and 20) Total non-current assets TOTAL ASSETS LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 14 and 27) Short-term bills payable, net (Notes 14, 25, and 27) Contract liabilities (Notes 19) Notes payable Trade payables (Notes 15) Trade payables to related parties (Notes 25) Other payables Current tax liabilities Long-term borrowings - current portion (Notes 14 and 27) Other current liabilities (Notes 16) Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings, net (Notes 14 and 27) Guarantee deposits received (Note 12) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 18) Share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity Total equity and liabilities		December 31, 2020 Amount ％ $ 438,522 3 3,158 - 13,344 - 1,922 - 619 - 7,720,844 46 292,909 2 3,647 - 8,474,965 51 3,587,830 22 1,295,343 8 35,057 - 2,972,066 18 62,326 - 2,960 - 180,734 1 8,136,316 49 $ 16,611,281 100 $ 2,562,000 15 1,839,777 11 413,174 3 8,791 - 63,142 - 962,743 6 268,966 2 9,152 - 495,085 3 10,177 - 6,633,007 40 2,018,173 12 17,568 - 2,035,741 12 8,668,748 52 2,703,060 16 312,561 2 789,043 5 318,492 2 1,700,053 10 2,807,588 17 2,575,136 16 455,812) ( 3) 7,942,533 48 $ 16,611,281 100		December 31, 2019	December 31, 2019
			Amount $ 438,522 3,158 13,344 1,922 619 7,720,844 292,909 3,647 8,474,965 3,587,830 1,295,343 35,057 2,972,066 62,326 2,960 180,734 8,136,316 $ 16,611,281 $ 2,562,000 1,839,777 413,174 8,791 63,142 962,743 268,966 9,152 495,085 10,177 6,633,007 2,018,173 17,568 2,035,741 8,668,748 2,703,060 312,561 789,043 318,492 1,700,053 2,807,588 2,575,136 455,812) 7,942,533 $ 16,611,281		Amount $ 158,677 7,366 31,123 1,562 173 8,817,702 370,104 1,988 9,388,695 3,676,591 1,390,882 35,915 3,081,464 63,284 1,471 200,419 8,450,026 $ 17,838,721 $ 2,314,000 2,597,128 103,498 4 61,842 1,390,773 287,920 101,697 135,267 18,087 7,010,216 2,710,881 16,445 2,727,326 9,737,542 2,703,060 297,175 714,834 320,202 1,867,950 2,902,986 2,653,770 455,812) 8,101,179 $ 17,838,721	％
		(		(		1 - - - - 50 2 - 53 21 8 - 17 - - 1 47 100 13 14 1 - - 8 2 1 1 - 40 15 - 15 55 15 2 4 2 10 16 15 ( 3) 45 100

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

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English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share In Dollars

Code OPERATING REVENUE (Notes 19 and 25) 4100 Sales Revenue of Building and Land 4300 Rental revenue 4800 Other operating revenue 4000 Total operating revenue OPERATING COSTS (Notes 20) 5110 Costs of building and land for sale (Note 8) 5300 Rental costs 5800 Other operating costs 5000 Total operating costs 5900 Gross operating profit OPERATING EXPENSES (Notes 20 and 25) 6100 Selling and marketing expenses 6200 General and administrative expenses 6000 Total operating expenses 6900 Net Operating Income NON-OPERATING INCOME AND EXPENSES 7010 Other income (Notes 20) 7020 Other gains and losses (Notes 20) 7050 Finance costs (Notes 20) 7060 Share of loss (profit) of associates accounted for under equity method 7000 Total non-operating income and expenses	For the Year Ended December 31, 2020 Amount ％ $ 3,164,448 96 102,004 3 34,083 1 3,300,535 100 2,217,439 67 109,093 4 34,066 1 2,360,598 72 939,937 28 364,307 11 176,087 5 540,394 16 399,543 12 95,101 3 4,737 - ( 111,483 ) ( 3 ) 10,339 - ( 1,306) -	For the Year Ended December 31, 2020 Amount ％ $ 3,164,448 96 102,004 3 34,083 1 3,300,535 100 2,217,439 67 109,093 4 34,066 1 2,360,598 72 939,937 28 364,307 11 176,087 5 540,394 16 399,543 12 95,101 3 4,737 - ( 111,483 ) ( 3 ) 10,339 - ( 1,306) -	For the Year Ended December 31, 2020 Amount ％ $ 3,164,448 96 102,004 3 34,083 1 3,300,535 100 2,217,439 67 109,093 4 34,066 1 2,360,598 72 939,937 28 364,307 11 176,087 5 540,394 16 399,543 12 95,101 3 4,737 - ( 111,483 ) ( 3 ) 10,339 - ( 1,306) -	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
		Amount $ 3,164,448 102,004 34,083 3,300,535 2,217,439 109,093 34,066 2,360,598 939,937 364,307 176,087 540,394 399,543 95,101 4,737 111,483 ) 10,339 1,306)			Amount $ 6,127,832 101,714 35,053 6,264,599 4,889,888 108,561 37,989 5,036,438 1,228,161 335,517 196,713 532,230 695,931 114,979 76 ) 122,940 ) 158,173 150,136		％
	( (		(	( (		98 2 - 100 78 2 - 80 20 6 3 9 11 2 - ( 2 ) 3 3

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38 -

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Code 7900 Income before income tax 7950 Income tax expense (Note 21) 8200 NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME/(LOSS) 8310 Items that will not be reclassified subsequently to profit or loss: 8316 Unrealized gain/(loss) on investments in equity instruments at fair value through other comprehensive income 8360 Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translating the financial statements of foreign operations 8399 Income tax related to items that will be reclassified (Note 21) 8300 Other comprehensive income/(loss) for the year, net of income tax 8500 TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR EARNINGS PER SHARE (Note 22) 9710 Basic 9810 Diluted	For the Year Ended December 31, 2020 Amount ％ $ 398,237 12 7,084 - 391,153 12 ( 80,023 ) ( 3 ) 1,736 - ( 347) - ( 78,634) ( 3) $ 312,519 9 $ 1.49 $ 1.49	For the Year Ended December 31, 2020 Amount ％ $ 398,237 12 7,084 - 391,153 12 ( 80,023 ) ( 3 ) 1,736 - ( 347) - ( 78,634) ( 3) $ 312,519 9 $ 1.49 $ 1.49	For the Year Ended December 31, 2020 Amount ％ $ 398,237 12 7,084 - 391,153 12 ( 80,023 ) ( 3 ) 1,736 - ( 347) - ( 78,634) ( 3) $ 312,519 9 $ 1.49 $ 1.49	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
		Amount $ 398,237 7,084 391,153 80,023 ) 1,736 347) 78,634) $ 312,519 $ 1.49 $ 1.49			Amount $ 846,067 103,976 742,091 1,098,855 3,735 ) 747 1,095,867 $ 1,837,958 $ 2.84 $ 2.82		％
	( ( (		( (	(			14 2 12 17 - - 17 29

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

39 -

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars

Share capital Number of Shares (In Thousand Shares) Amount 270,306 $ 2,703,060 - - - - - - - - - - - - 270,306 2,703,060 - - - - - - - - - - - - 270,306 $ 2,703,060		Retained earnings	Unappropriated earnings $ 1,511,759 ( 41,873 ) ( 19,660 ) ( 324,367 ) 742,091 - - 1,867,950 ( 74,209 ) 1,710 ( 486,551 ) 391,153 - - $ 1,700,053		Other equity Unrealized gain (loss) on financial assets at fair value through other comprehensive income Exchange differences on translating the financial statements of foreign operations $ 3,654 ) $ 1,561,557 - - - - - - - - 2,988 ) 1,098,855 - - 6,642 ) 2,660,412 - - - - - - - - 1,389 ( 80,023 ) - - $ 5,253) $ 2,580,389	Other equity Unrealized gain (loss) on financial assets at fair value through other comprehensive income Exchange differences on translating the financial statements of foreign operations $ 3,654 ) $ 1,561,557 - - - - - - - - 2,988 ) 1,098,855 - - 6,642 ) 2,660,412 - - - - - - - - 1,389 ( 80,023 ) - - $ 5,253) $ 2,580,389	Treasury shares ( $ 455,812 ) - - - - - - ( 455,812 ) - - - - - - ($ 455,812)		Total equity
					Exchange differences on translating the financial statements of foreign operations $ 3,654 ) - - - - 2,988 ) - 6,642 ) - - - - 1,389 - $ 5,253)
Number of Shares (In Thousand Shares) 270,306 - - - - - - 270,306 - - - - - - 270,306	Legal reserve $ 672,961 41,873 - - - - - 714,834 74,209 - - - - - $ 789,043	Special reserve $ 300,542 - 19,660 - - - - 320,202 - ( 1,710 ) - - - - $ 318,492
		(	( ( ( ( (	( ( ( (		(	( ( (	( ( (	$ 6,577,331 - - 324,367 ) 742,091 1,095,867 10,257 8,101,179 - - 486,551 ) 391,153 78,634 ) 15,386 $ 7,942,533

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

40 -

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code CASH FLOWS FROM OPERATING ACTIVITIES A00010 Profit before income tax for the year A20010 Adjustments for: A20100 Depreciation expenses A20300 Expected credit loss A29900 Amortization of long-term prepayments A23700 Loss on reduce inventory to market (Gain from price recovery of inventory) A20900 Finance costs A21200 Interest income A21300 Dividend income A22300 Share of loss (profit) of associates accounted for under equity method A22500 Gain (Loss) on disposal of investment properties A30000 Changes in operating assets and liabilities, net A31130 Notes receivable A31150 Trade receivables A31160 Trade receivables from related parties A31180 Other receivables A31200 Inventories A31230 Prepayments A31240 Other current assets A32125 Contract liabilities A32130 Notes payable A32150 Trade payables A32160 Trade payables to related parties A32180 Other payables A32230 Other current liabilities A33000 Cash generated from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash generated from operating activities	For the Year Ended December 31, 2020 $ 398,237 99,247 - 5,861 ( 258,348 ) 111,483 ( 73 ) ( 88,175 ) ( 10,339 ) ( 6,748 ) 2,719 17,779 ( 360 ) ( 446 ) 1,383,635 77,195 ( 1,659 ) 309,676 8,787 ( 9,045 ) ( 428,030 ) ( 19,361 ) ( 7,910) 1,584,125 ( 129,160 ) ( 99,018) 1,355,947	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
	( ( ( ( ( ( ( ( ( ( ( ( ( (	( ( ( ( ( ( ( ( ( (	$ 846,067 99,533 13,410 4,317 393,878 122,940 180 ) 110,269 ) 158,173 ) - 577 81,842 11,627 100 3,123,562 132,191 1,352 ) 41,145 ) 23,471 ) 20,088 ) 282,281 ) 115,320 4,263 4,312,668 189,704 ) 122,543) 4,000,421

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Code CASH FLOWS FROM INVESTING ACTIVITIES B00030 Capital reduction and return of shares payment of financial assets at fair value through other comprehensive income B02700 Acquisition of property, plant and equipment B03700 Decrease (Increase) in refundable deposits B01800 Acquisition of investments accounted for using the equity method B02800 Proceeds from disposal of investment properties B06700 Increase in other non-current assets B07500 Interest received B07600 Dividends received from subsidiaries B07600 Other dividends received BBBB Net cash generated from investing activities CASH FLOWS FROM FINANCING ACTIVITIES C00100 Increase (Decrease) in short-term borrowings C00500 Decrease in short-term bills payable C01600 Repayments of long-term borrowings C03000 Increase in guarantee deposits received C04500 Distribution of Cash Dividend CCCC Net cash used in financing activities EEEE Increase (decrease) in Cash and Cash Equivalents for the year E00100 Cash and cash equivalents, beginning of year E00200 Cash and cash equivalents, end of year	For the Year Ended December 31, 2020 $ 8,738 ( 224 ) 20,188 - 17,981 ( 6,364 ) 73 123,000 88,175 251,567 248,000 ( 757,351 ) ( 332,890 ) 1,123 ( 486,551) ( 1,327,669) 279,845 158,677 $ 438,522	For the Year Ended December 31, 2019	For the Year Ended December 31, 2019
	( ( ( ( ( (	( ( ( ( ( ( ( ( (	$ - - 94,785 ) 18,593 ) - 18,076 ) 180 65,000 110,269 43,995 152,000 ) 1,738,331 ) 1,914,692 ) 1,049 324,367) 4,128,341) 83,925 ) 242,602 $ 158,677

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

Attachment 4

Hung Ching Development & Construction Co., Ltd.

Articles of Incorporation

Chapter I.General Principles

Article 1 The Company is organized in accordance with the Company Act and named as Hung Ching Development & Construction Co. Ltd.

Article 2 The business to be operated by the Company is as follows:

H701010 Housing and Building Development and Rental
H701020 Industrial Factory Development and Rental
H702010 Construction Manager
H703090 Real Estate Business
H703100 Real Estate Leasing
F111090 Wholesale of Building Materials
F120010 Wholesale of Refractory Materials
F301010 Department Stores
F301020 Supermarkets
F401010 International Trade
F501030 Beverage Shops
F501060 Restaurants
I503010 Landscape and Interior Designing
F399040 Retail Sale No Storefront
G202010 Parking area Operators
J403010 Motion Picture Projection
J701040 Recreational Activities Venue
J701120 Children's Playground
J801030 Athletics and Recreational Sports Stadium
JA01010 Automobile Repair
JA01990 Other Automobile Services
JE01010 Rental and Leasing Activities.
JZ99030 Photographic Studios
JZ9908 Beauty and Hairdressing Services
JZ99090 Festive Comprehensive Services
ZZ99999 In addition to the above-licensed businesses, the Company may operate any other businesses that are not prohibited or restricted by law, except for those that are subject to special approvals.

Article 2-1 The total amount of the Company's reinvestment may not be restricted by 40% of the paid-in capital, and shall be an external guarantee.

Article 3 The Company's head office is located in Taipei City. The Board of Directors may decide to set up branches at home and abroad, and the

same applies when they are cancelled or relocated when necessary.

Article 4

The Company's announcement method shall be performed in accordance with Article 28 of the Company Act.

Chapter II. Shares

Article 5 The total capital of the Company is set at NT$5,403,060,000, and it is divided into 54,306,000 shares, each with a denomination of NT$10, and will be issued in separately.
Article 5-1 Deleted.
Article 6 The Company's shares may be exempted from printing any share certificate for the shares issued in accordance with Article 162-2 of the Company Act, and shall register the issued shares with a centralized securities depositary enterprise and follow the regulations of that enterprise.
Article 7 The transfer, donation, loss of the Company's stocks, the establishment and cancellation of pledge rights, and other related stock affairs shall be performed in accordance with relevant laws and regulations and the regulations of the competent authority.
Article 8 Deleted.
Article 9 The rename and transfer of shares shall cease within 60 days before the regular shareholders' meeting, 30 days before the extraordinary general meeting, or within 5 days before the base date of the Company's decision to distribute dividends, bonuses, or other benefits.
Chapter III. Shareholders' Meeting
Article 10 Shareholders' meeting shall be regular meeting and extraordinary meeting. The regular meeting of shareholders referred to in the preceding Paragraph shall be convened within six months after close of each fiscal year, unless otherwise approved by the competent authority for good cause shown. The latter may be duly convened according to the laws whenever the Company deems necessary. The shareholders' meeting minutes may be produced and distributed in electronic form.
Article 11 If a shareholder is unable to attend a meeting, he/she may appoint a representative to attend it, and to exercise, on his/her behalf, all rights at the meeting, in accordance with Article 177 of the Company Act, and Article 25-1 of the Securities and Exchange Act.
Article 12 Each share of the Company held by shareholders is entitled to one

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voting right, but where circumstances specified in Article 179 of the Company Act apply, it shall be non-voting shares.

Article 13 Unless otherwise stipulated by the Company Act, the shareholders' meeting shall be duly chaired by the Chairman if convened by the Board of Directors. In the Chairman's absence or unavailability, the Chairman shall designate a director to act as an agent. In the event that the Chairman does not appoint an agent, one director shall be elected from among themselves to act in his place. The shareholders' meeting shall be convened by other convening persons other than the Board of Directors. In case of two or more conveners, one of them shall be elected from among themselves to chair the meeting.
Article 14 Except as otherwise provided by applicable law, the shareholders' resolutions shall be adopted upon the approval of a majority of the voting shares present at the meeting, which is attended by holders of a majority of the total issued and outstanding shares of the Company.
Article 15 The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder as an announcement within 20 days after the conclusion of the meeting. The attendance book of the shareholders and the power of attorney attending the shareholders must be retained within the Company for at least one year.
Chapter IV. Board of Directors
Article 16 The Company sets up 11~13 directors, including 3 independent directors and 8~10 non-independent directors for a term of three years. The shareholders' meeting will elect and appoint competent persons to act on the positions, and once re-elected, they can re-take the positions.
When the election of the Directors shall be handled in accordance with the provisions of Article 198 of the Company Act. During the election of Directors, Independent and Non-Independent Directors are elected at the same time, but the elected ones will be counted separately. Those who have won the votes representing more voting rights will serve as Independent and Non-Independent Directors respectively.
The Company shall establish an Audit Committee, which shall consist of all independent directors in accordance with Article 14-4 of the Securities and Exchange Act. The Audit Committee is responsible for the implementation of the functions and powers of the supervisor stipulated in the Company Act, the Securities and Exchange Act and other laws. The Audit Committee shall be composed of all independent directors. The exercise of its powers and related matters shall be separately determined by the Board of Directors in

accordance with relevant laws and regulations.

Article 16-1 The Directors of the Company shall be elected from the nomination list prepared by the Company. Shareholders and the Board of Directors who hold more than 1% of the total issued shares of the Company may propose a list of candidates for directors, and after the Board of Directors examines that they meet the requirements for directors, they may submit them to the shareholders' meeting for selection; If the shareholders' meeting is convened by another convener, the convener shall review that the convener meets the requirements of the director, and then request the shareholders' meeting for appointment. Director candidate nomination acceptance method, announcement, and other relevant matters shall be handled according to the Company Act, Securities and Exchange Act, and other relevant regulations.
Article 16-2 The remuneration of independent directors of the Company is set at NT$400,000 per person per year. However, if the term of office is less than one year, the actual number of days in office will be calculated on a pro-rata basis.
Article 17 The directors shall form the Board of Directors and elect from among themselves a Chairman of the Board of Directors by a majority in a meeting attended by over two-thirds of the directors. The Chairman of the Board of Directors conducts all company-related affairs according to law, Articles of Incorporation, resolution of Shareholders' meeting, and Board of Directors' meeting. The Chairman represents the Company externally.
Article 18 Unless otherwise provided by the Company Act, the Board of Directors shall be convened by the Chairman of the Board in accordance with the law. Except as otherwise stipulated in the Company Act, the resolutions of the Board of Directors shall be consented by more than half of the directors present in a board meeting attended by more than half of all the directors. If a director is unavailable to attend the Board of Directors' meeting in person for some reasons, he/she may issue a power of attorney to entrust another director to attend the meeting on his/her behalf, and the use of the power of attorney shall be handled in accordance with relevant laws and regulations. The resolutions of the Board meeting shall be recorded in the minutes. The meeting minutes shall be signed or sealed by the Chairman of the Board and be retained within the Company. If the directors have an interest in the matters at the meeting, they shall state at the board meeting the important contents of their interest.

Article 19 If the Chairman of the Board is on leave or unable to exercise his

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powers and duties for any reason, his/her agent shall be appointed pursuant to Article 208 of the Company Act.

Article 20 When the directors of the Company perform the duties on behalf of the Company, whether the Company makes a profit or loss, the Company shall compensate the directors and authorize the Board of Directors to set a compensation standard based on the industry standard and the value of their participation in and contribution to the operation of the Company within the highest standard set in the Company's Procedure for Compensation Management. If the Company has profits, additional remuneration is distributed pursuant to Article 24.

Chapter V. Managers

Article 21 The Company may have managerial officers. Appointment, discharge, and the remuneration of these managerial officers shall be in compliance with Article 29 of the Company Act.
Chapter VII. Accounting
Article 22 The Company's Board of Directors shall prepare (1) business report, (2) financial statements, and (3) earnings distribution or deficit compensation proposal after the end of each fiscal year and forward them to the annual shareholders' meeting for approval after submitting them to the Audit Committee for approval 30 days prior to the annual shareholders' meeting.
Article 23 The Company shall allocate 1%~7% of the profit of the fiscal year as employees' compensation if has profit in the year. The employees' compensation will be distributed in share or cash by the resolution of the Board of Directors. The employees of the subordinate company that meet certain conditions may be granted such compensation. The Board of Directors can determine by resolution to allocate no more than 3% of the above-mentioned profit as directors' compensation. The proposal of distributing employees' and Directors' remuneration shall be reported to the shareholders' meeting.
When there are accumulated losses, the Company shall offset the appropriate amounts before remuneration and then allocate the remuneration and compensation of the employee and directors in proportion to the preceding paragraph.
Article 24 Any after-tax net income shall first be used to offset the accumulated losses if there is any, and then to appropriate 10% of the earnings as legal reserve until its amount reaches the actual paid-in capital. For the rest, the special surplus reserve shall be set aside or converted in accordance with the laws and regulations; if there is a balance and the accumulated undistributed surplus, the Board of Directors shall

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propose a surplus distribution plan and submit a resolution to the shareholders' meeting to distribute shareholder dividends.

Chapter IV. Supplemental Provisions

	propose a surplus distribution plan and submit a resolution to the shareholders' meeting to distribute shareholder dividends.
Chapter IV. Supplemental Provisions
Article 25	The Company's current industrial development is in a mature period while the business development is still at a growth stage with investment plans and funding requests in the coming years. Therefore, in addition to the above-mentioned policies, the distribution of earnings in accordance with the provisions of Article 24 of the Articles of Incorporation shall be based on at least 20% by cash dividends and the remainder shall be distributed in the form of stock dividends as distribution of shareholders' dividends and bonuses for the year. However, if the Company obtains sufficient funds from external parties to meet its funding requests for the year, the proportion of cash dividends distributed above shall be increased to 40% on a discretionary basis. As stated in the preceding paragraph, the Company may determine the most appropriate dividend policy and payment method depending on the actual operation of the year and taking into account the capital budget planning for the subsequent year.
Article 26	Matters not specified in this Articles of Incorporation shall be governed by the Company Act.
Article 27	The Articles of Incorporation was formulated on November 20, 1986. The first amendment was made on July 8, 1987. The second amendment was made on August 15, 1987. The third amendment was made on December 10, 1988. The fourth amendment was made on June 10, 1989. The fifth amendment was made on June 25, 1989. The sixth amendment was made on January 15, 1990. The seventh amendment was made on June 18, 1990. The eighth amendment was made on June 28, 1991. The ninth amendment was made on February 21, 1992. The tenth amendment was made on July 13, 1993. The eleventh amendment was made on June 5, 1994. The twelfth amendment was made on May 5, 1995. Thirteenth amendment was made on April 29, 1996. The fourteenth amendment was made on June 25, 1997. The fifteenth amendment was made on April 29, 1998. The sixteenth amendment was made on April 29, 1998. The seventeenth amendment was made on June 15, 1999. The eighteenth amendment was made on June 30, 2000. The nineteenth amendment was made on June 11, 2002. The twentieth amendment was made on June 29, 2005.

The twenty-first amendment was made on June 29, 2006. The twenty-second amendment was made on June 20, 2007. The twenty-third amendment was made on June 25, 2008. The twenty-fourth amendment was made on June 25, 2010. The twenty-fifth amendment was made on June 24, 2011. The twenty-sixth amendment was made on June 28, 2012. The twenty-seventh amendment was made on June 27, 2016. The twenty-eighth amendment was made on June 22, 2017. The twenty-ninth amendment was made on June 21, 2018. The thirty amendment was made on June 18, 2020.

Attachment 5

Hung Ching Development & Construction Co., Ltd.

Rules for Election of Directors

Article 1. Except as otherwise provided by the Company Act, the Securities Exchange Act, and the Articles of Incorporation of the Company, the election of the directors of the Company shall comply with the Rules for Election of Directors (the "Rules").
Article 2. In the election of the Company's directors, shareholders shall vote via electronic devices.

Unless otherwise stipulated in the Company's Articles of Incorporation, when the Company elects directors, each common share with voting right is entitled to the number of ballots that are equivalent to the numbers of Directors to be elected. The votes obtained represent those who have more voting rights to be elected. The election of independent directors and non-independent directors shall be held concurrently, provided that the number of independent directors and non-independent directors elected are calculated separately.

Over a majority of the total number of Director seats shall not be served by the ones in the relationship of a spouse or a relative within the second degree of kinship.

Where there are elected Directors who do not meet the proceeding provisions, the election of the Director receiving the lowest number of votes among those not meeting the conditions shall be deemed invalid.

Article 2-1. The qualification and election of this Company's independent directors shall comply with relevant provisions and the Articles of Incorporation of the Company.

Independent Directors shall have professional knowledge and shall maintain independence within the scope of their directorial duties, and shall not have any direct or indirect interests in the company. The professional qualifications, restrictions on shareholdings and concurrent positions, and independence of independent directors shall comply with relevant provisions and the Articles of Incorporation of the Company. Independent directors who do not have the qualifications to serve as independent directors in accordance with the Articles of Incorporation of the Company and relevant laws and regulations shall be dismissed.

Article 3. When the Company elects a Director, in addition to electronic voting by

the Shareholders, the Board shall prepare and distribute the same number of votes as the number of Directors to be elected to distribute to shareholders attending the shareholders' meeting.

The names of voters on the ballot in the preceding paragraph may be replaced by the attendance certificate number.

Article 4. Before the election process starts, the chairperson shall appoint a certain number of ballot inspectors and counters to perform the respective duties. The controllers shall be designated from the attending shareholders.
Article 5. For the election of directors, the Board of Directors shall set up a ballot box, which shall be examined in public by the persons supervising the casting of ballots, before the ballots are cast.
Article 6. In the event that the candidate is a shareholder of the Company, the voters voting for such candidate shall fill in in the "candidate" column on the ballot such candidate's account name and shareholder account number. In the event that the candidate is not a shareholder of the Company, the voters voting for such candidate shall fill in in the "candidate" column on the ballot such candidate's name and ID number. In the event that the candidate is a government or a corporate shareholder, the voters voting for such candidate shall fill in the "candidate" column on the ballot with the name of such government or corporate shareholder, or the name of such government or corporate shareholder together with the name of such government's or corporate shareholder's representative; when there are multiple representatives, the names of all representatives shall be listed.
Article 7. A ballot is deemed void if any of the following circumstances occurs:
(I) Any ballot cast in violation of the Rules. (II) Any blank ballot.
(III) Any ballot with illegible writing rendering it unrecognizable, or any ballot with corrections.
(IV) Where the candidate voted for is a shareholder of the Company, such candidate's account name and shareholder account number filled in in the ballot is inconsistent with that on the shareholder registry. Where the candidate voted for is not a shareholder of the Company, such candidate's name or ID number is verified to be incorrect.
(V) Any ballot with characters other than the candidate's account name (name) or shareholder account number (ID number) and the allocated number of voting rights.
(VI) Any ballot without the candidate's account name (name) or shareholder account number (ID number).
(VII) Any ballot that is cast with the names of two or more candidates.

Article 8. The Company's directors shall be elected by shareholder's meeting via persons with legal capacity. The number of directors of the Company to be elected shall be in accordance with the number specified in the Company's Articles of Incorporation. A candidate to whom the ballots cast representing the highest number of votes (including electronic voting) shall be elected as independent directors and non-independent directors, respectively. If two or more candidates receive the same number of votes, which consequently exceeds the number of directors to be elected, such candidates shall draw lots to decide the winner. If such candidate(s) is(/are) not present, the chair shall draw lots on behalf of the candidate(s).

In the event that it is confirmed that the elected director is inconsistent with his/her personal information, or does not meet the requirements provided by the relevant laws or regulations, the vacancy shall be announced by the second majority of the electees originally elected at the current shareholders' meeting.

Article 9. Ballots shall be counted at the spot upon completion of casting the ballots, and the elected directors.
Article 10. The Board of Directors shall issue a "notice of election" to the Directors who are elected in the election process.
Article 11. Matters not specified in the Rules shall be governed by the Company Act, the Company's Articles of Incorporation, and any other relevant laws and regulations.
Article 12. The Rules and any amendments thereafter shall become effective upon resolution at the shareholders' meeting.

Attachment 6

Hung Ching Development & Construction Co., Ltd.

Rules of Procedure for Shareholders' Meetings

I. The shareholders' meeting of the Company shall be conducted in accordance with the Rules of Procedure of the Shareholders' Meetings (the "Rules").
II. The Company shall provide an attendance register for shareholders to sign in, or require the attending shareholders to submit their sign-in cards in lieu of signing the register. The number of attending shares is calculated based on the signature book or the attendance cards, shareholders and their proxies (collectively, "shareholders") shall attend shareholders' meetings based on attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification. In addition, if the Company exercises voting rights in writing or electronically, the number of shares will be counted together.
III. All shareholders are entitled to one vote for every share held, except for the circumstances stipulated in Article 179 of the Company Act or restricted by the relevant provisions of the Company Act where shares are not assigned voting rights. In the event that a shareholder is unable to attend the meeting, he/she may issue a proxy in the form printed by the Company to expressly stipulate the scope of authorized powers to authorize representative(s) to attend a shareholder meeting on his or her behalf. With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

A shareholder may only execute one power of attorney and appoint one proxy only, and shall serve such written proxy to We no later than 5 days prior to the meeting date of the shareholders' meeting. In case two or more written proxies are received from one shareholder, the first one received by the Company shall prevail; except in the case where there is an explicit statement which comes later to revoke the previous written proxy.

After the power of attorney is delivered to the Company, the shareholder who intends to attend the shareholder meeting in person or exercise the

voting rights by electronic means shall cancel the advice of proxy to the Company in writing two days before the shareholders' meeting. If the shareholder revokes the advice exceeding the time limit, the power of attorney which designates a proxy to attend the meeting and exercise the voting rights shall prevail.

IV. The Company shall, in the notice of the shareholders' meeting, specify the time and place for shareholder registration, and other important matters. The shareholders' meeting shall be held in the city or county where the Company is located or at any other place that is convenient for the shareholders to attend and appropriate to convene such meeting. The registration time for accepting shareholders should be handled at least 30 minutes before the start of the meeting, and the registration place should be clearly marked and adequately qualified personnel should be sent to handle it, and shall commence at a time no earlier than 9:00 a.m. and no later than 3:00 p.m.
V. Unless otherwise provided by the Company Act, the shareholders' meeting shall be duly chaired by the Chairman if convened by the Board of Directors. In the event that the Chairman is absent or unavailable as well, the Chairman shall, in advance, appoint a director to act in his place. In the event that the Chairman does not appoint an agent, one director shall be elected from among themselves to act in his place.

For the aforementioned agent, his/her terms of office shall be more than 6 months and he/she shall be a director familiar with the finance and operation of the Company. The same requirements shall apply if the chair for the meeting is a director representative of a juristic person.

If the shareholders' meeting is convened by a person with the authority to convene other than the Board of Directors, such person shall act as the chair at that meeting. Where there are two or more such convening parties, they shall mutually select a chair from among themselves.

VI. The Company may appoint the retained Attorney(s)-at-Law, Certified Public Accountant(s) or relevant personnel to participate in a shareholders' meeting as observers.

Staff at the shareholders' meetings shall wear ID badges or arm badges.

VII. The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders' meeting, and the voting and vote counting procedures. The recorded materials shall be retained for at least one year. However, in the event a lawsuit is filed

regarding the Directors election under Article 189 of the Company Act, those ballots shall be archived until the conclusion of the lawsuit.

VIII. The chair shall call the meeting to order at the time scheduled for the meeting. In the event that the meeting is attended by shareholders representing less than half of the total issued shares, the chair may announce a postponement of the meeting, however, there may not be more than two postponements in total and the total time accumulated in the postponement(s) shall not exceed one hour. In the event that the meeting is attended by shareholders not up to the specified quorum but representing more than one-third of the total issued shares after two postponements, a tentative resolution may be approved in accordance with Paragraph 1 of Article 175 of the Company Act.

In the event that the total number of shares represented by attending shareholders reaches a majority of the total issued shares before that same shareholders' meeting is adjourned, the chair may bring the tentative resolution(s) so adopted into the shareholder meeting anew to be duly resolved in accordance with Article 174 of the Company Act.

IX. The agenda for the shareholders' meeting shall be set by the Board of Directors if such meeting is convened by the Board of Directors. Unless otherwise resolved by resolution at the meeting, the meeting shall be carried out in accordance with the scheduled agenda.

The preceding paragraph shall apply mutatis mutandis to meetings convened by any person, other than the Board of Directors, with the authority to convene such meeting.

The chair shall not announce adjournment of the meeting until the agenda in the two preceding paragraphs is completed (including extempore motions) unless duly resolved in the meeting.

After the adjournment of the meeting, shareholders shall not elect another chair to continue the meeting at the original site or in another place. In the event that the chair announces adjournment of the meeting against the Rules, however, with the approval of more than half of the voting rights of the present shareholders, one person will be elected as the Chairman to reconvene the meeting.

X. During the process of the meeting, the chair may announce a recess at an appropriate time.
XI. An attending shareholder shall issue and submit a floor note before speaking at the shareholders' meeting. The floor note shall expressly

describe the subject of his or her opinions and his or her shareholder account number (or the code of the participation certificate) so that the chair may fix the order of speaking. An attending shareholder who submits a slip of paper but does not speak at the meeting is deemed to have not spoken. In the event of any inconsistency between the contents of shareholder's speech and those recorded on the slip, the contents of shareholder's speech shall prevail. When an attending shareholder is speaking at the meeting, no other shareholder shall interrupt the speaking shareholder unless permitted by the chair and such speaking shareholder; the chair shall stop any such violations.

XII. Unless otherwise permitted by the chair, a shareholder may only speak, up to two times, on a single proposal, each time no more than five minutes in length. The chair may stop the speech of any shareholder that is in violation of the preceding paragraph or exceeds the scope of the proposal.
XIII. If a juristic person is entrusted to attend the shareholders' meeting, such juristic person may only appoint one person to be its representative at the meeting. In the event that a juristic (corporate) person shareholder appoints two or more representatives to participate in a shareholders' meeting, only one representative may speak for the same issue.
XIV. After the speech is given by an attending shareholder, the chair may personally respond or designate relevant personnel to respond.
XV. If the chair believes that the discussion for a proposal has reached a level where a vote may be called, the chair may make an announcement to end such discussion and call for a vote.
XVI. The person(s) supervising the casting of the ballots and the person(s) counting the ballots are designated by the chair, provided that the person(s) supervising the casting of the ballots shall be a shareholder. The recording procedure of issues of shareholders' meetings shall be processing publicly in shareholder meetings and the results including statistical weights shall be reported on the spot and shall be recorded into the minutes of the meeting. The election of directors or supervisors at a shareholders' meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the list of elected directors and supervisors and the numbers of votes with which they were elected.
XVII. Except as otherwise provided under the Company Act and/or the Company's Articles of Incorporation, a resolution shall be adopted with the approval of more than one-half of the votes of the shareholders present. If, in the course of the vote, no objections are made by the shareholders

present after an inquiry by the chair is cast against a proposal, such proposal is deemed to be adopted with the same effect as if it had been adopted through a voting process.

XVIII. In the event that an amendment or a substitute comes out of the same issue, the chair shall fix the order of balloting in consolidation with the original issue. When one among them is duly resolved, other issue(s) is (are) deemed to have been vetoed and no voting process is required.
XIX. The Chairman may direct patrol personnel (or security personnel) to assist in maintaining the order of the meeting. Such patrol personnel (or security personnel) shall wear arm badges marked "Patrol Personnel" while assisting in maintaining the order of the meeting.
XX. Matters not specified in the Rules shall be governed by the Company Act, the Company's Articles of Incorporation, and any other relevant laws and regulations.
XXI. These Rules and any amendments thereof shall be put into enforcement after being resolved at the shareholders' meeting.

Attachment 7

Share Ownership of Directors

I. According to Article 26 of the Securities and Exchange Act, the minimum number of shares held by all directors of the Company is 12,000,000 shares.
II. As of the book closure date for this shareholders' meeting (April 30, 2021), the following are the shareholding status of individuals and the entirety of directors recorded in the Shareholders Register.

		April 30, 2021	April 30, 2021
Position	Name	Current Shareholding
		Number of Shares	%
Chairman	Wen-Hsiang Chien	27,782	0.010%
Director	Advanced Semiconductor Engineering, Inc. Representative: Ching-Chou Su	68,629,782	25.390%
	Advanced Semiconductor Engineering, Inc. Representative: Yuan-Yi Tseng
Director	Chia-Pei Chou	67,723	0.025%
Director	Tu-Tsun Wang	2,000	0.001%
Director	Fang-Ying Chen	20,000	0.007%
Director	Chien-Hua Yao	2,768	0.001%
Independent Director	Wei-Li Tso	206	0.000%
Independent Director	Hung-Lung Hung	0	0.000%
Independent Director	Chun-Chin Tu	0	0.000%

Notes: As of the closing date of the shareholders' meeting, the total number of shares held by all directors of the Company is 68,750,261 shares, which complies with the provisions of Article 26 of the Securities Exchange Act.

AI assistant

Hung Ching — AGM Information 2021

52140_rns_2021-10-18_f0768356-4e65-49e8-ad87-b166613e295d.pdf

Hung Ching Development & Construction Co., Ltd.

Annual Shareholders' Meeting 2021

Meeting Handbook

(Translation)

Notice to Readers:

Table of Contents

Hung Ching Development & Construction Co., Ltd. 2021 Annual Shareholders' Meeting Procedure

Hung Ching Development & Construction Co., Ltd. 2021 Shareholders' Meeting Agenda

VII. Election Matters:

VIII. Discussion Items (II):

Report Items

Report Items

Report Items

Ratification Items

Ratification Items

Hung Ching Development & Construction Co., Ltd. Earnings Distribution Table 2020

Discussion Items (I)

Election Matters

Item 1:(Proposed by the Board of Directors)

Election results:

Discussion Items (II)

Item 1:(Proposed by the Board of Directors)

Extempore Motions

Adjournment

Attachment 1

Business Report

Introduction

Operating Performance

2021 Operating Plan

Future Operating Outlook:

Audit Committee Review Report

Independent Auditors' Report Translated from Chinese

Opinion

Basis for Opinion

Key Audit Matters

Sales Revenue of Building and Land

Other Matters

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. and Subsidiaries Consolidated Balance Sheet December 31, 2020 and 2019

English Translation of Financial Statements Originally Issued in Chinese

Hung Ching Development & Construction Co., Ltd. and Subsidiaries Consolidated Statements of Comprehensive Income For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share in Dollars

(Continued from the previous page)

Hung Ching Development & Construction Co., Ltd. And Subsidiaries Consolidated Statements of Changes in Equity For the years ended December 31, 2020 and 2019

English Translation of Financial Statements Originally Issued in Chinese

Hung Ching Development & Construction Co., Ltd. And Subsidiaries Consolidated Statements of Cash Flows For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars

(Continued on the next page)

(Continued from the previous page)

Independent Auditors' Report Translated from Chinese

Opinion

Basis for Opinion

Key Audit Matters

Sales Revenue of Building and Land

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

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. Parent Company Only Balance Sheets December 31, 2020 and 2019

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME For the years ended December 31, 2020 and 2019

(Continued from the previous page)

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars

English Translation of Financial Statements Originally Issued in Chinese Hung Ching Development & Construction Co., Ltd. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS For the years ended December 31, 2020 and 2019

(Continued on the next page)

(Continued from the previous page)

Hung Ching Development & Construction Co., Ltd.

Articles of Incorporation

Chapter I.General Principles

Chapter II. Shares

Chapter V. Managers

Hung Ching Development & Construction Co., Ltd.

Rules for Election of Directors

Hung Ching Development & Construction Co., Ltd.

Rules of Procedure for Shareholders' Meetings

Share Ownership of Directors

More from Hung Ching

Hung Ching AGM Information 2021