Hung Ching - AGM Information 2024

Stock Code: 2527

Hung Ching Development & Construction Co., Ltd.

Annual Shareholders' Meeting 2024

Meeting Handbook (Translation)

Time and Date: 10:00 a.m., Tuesday, June 25, 2024

Place: No. 13, Lane 751, Kangning Street, Xizhi District, New Taipei City (A.S.E. Design Center)

The method for convening of the shareholders' meeting: Physical shareholder's meeting

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 ........................................................................................ 7 Discussion Items ....................................................................................... 10 Extempore Motions ................................................................................... 14

Attachments I. Business Report ................................................................................. 15 II. Audit Committee Review Report ...................................................... 18 III. Independent Auditors' Report and Financial Statements ................... 19 IV. Articles of Incorporation .................................................................... 40 V. Rules of Procedure for Shareholders' Meetings ................................ 47 VI. Share Ownership of Directors ............................................................ 52

Notice to Readers:

Hung Ching Development & Construction Co., Ltd. 2024 Annual Shareholders' Meeting Procedure

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

Hung Ching Development & Construction Co., Ltd. 2024 Shareholders' Meeting Agenda

I. Time and Date: 10:00 a.m., Tuesday, June 25, 2024
II. Place: No. 13, Lane 751, Kangning Street, Xizhi District, New Taipei City (A.S.E. Design Center)
III. The method for convening of the shareholders' meeting: Physical shareholder's meeting.
IV. Chair's Remarks
V. Report Items
2023 Business Report
Audit Committee's review of the 2023 annual final accounting books and statements.
Report on 2023 employees' and directors' remuneration.
Report on the status of loans of funds.
VI. Ratification Items
Acknowledgment of the 2023 business report and annual final accounting books and statements.
Acknowledgment of the 2023 Earnings Distribution.
VII. Discussion Items
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, or the issuance of domestic and foreign convertible corporate bonds to raise funds at the appropriate time.
VIII. Extempore Motions.
IX. Adjournment.

Report Items

No. 1

Proposal: 2023 Business Report

Explanation: Please refer to Page 15-17 of this Notice for the 2023 Business Report (Attachment 1).

Report Items

No. 2

Proposal: Audit Committee's review of the 2023 annual final accounting books and statements.

Explanation: For the 2023 Audit Committee's Review Report, please refer to Page 18 of this Handbook (Attachment 2).

Report Items

No. 3

Proposal: Report on 2023 employees' and directors' remuneration.

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 2023 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$26,102,501 and directors' compensation of NT$13,051,251 in cash.
There is no difference between the above distribution amount and the estimated amount of recognized expenses in 2023.

Report Items

No. 4

Proposal: Report on the status of loans of funds.

Explanation: As of December 31, 2023, the Company has provided funds to others in accordance with the limits specified in our Procedure for Lending Funds to Others. This is a necessary requirement for conducting business transactions. Please refer to the table below for more detailed information:

Company Lending Funds	Loan Recipient	Relationship	Maximum Balance for the Period (Note 1)	Ending Balance (Note 2)	Actual Amount Used	Interest Rate Range (%)	Nature of financing	Transaction Amounts	Reasons for Short-term Financing	Allowance for Bad Debts	Collateral	Collateral	Financing Limits for Each Borrower (Note 1)	Capital Loan and Maximum Limit (Note 2)
											Name	Value
Hung Ching Development & Construction Co., Ltd.	Ding Gu Properties Co., Ltd.	Invested company with 24% equity interest	$1,618,800	$1,618,800	$1,618,800	2.4%-2.6%	Short-term financing	$ -	Business requirements	$ -	None	$ -	$2,283,717	$4,567,434

Notes 1: Lending limits to individual companies or firms: Loans for short-term financing needs shall not exceed twenty percent of the Company's latest financial statement net worth.

Notes 2: Where an inter-company or inter-firm short-term financing facility is necessary, provided that such financing amount shall not exceed forty percent of the lender's net worth.

Ratification Items

Item 1: (Proposed by the Board of Directors)

Acknowledgment of the 2023 business report and annual final accounting books and statements.

Explanation: The Board of Directors has prepared the Company's 2023 Business Report, Financial Statements, and Earnings Distribution Proposal, among which the Financial Statements have been audited by CPA, Cheng Hsu-Jan and Shih Chun-Hung of Deloitte & Touche, by whom an audit report has been issued accordingly.

Attachment:

I. Business Report (please refer to Pages 15-17 of the Handbook for Attachment 1).
II. Financial Statements (please refer to Pages 19-39 of the Handbook for Attachment 3).

III. Earnings Distribution Table (please refer to Page 9 of the Handbook).

Resolution:

Ratification Items

Item 2: (Proposed by the Board of Directors)

Proposal: Acknowledgment of the 2023 Earnings Distribution.

Explanation:

The Company's earnings distribution in 2023 is proposed in accordance with the Company Act and the Articles of Incorporation of the Company.
The dividend to shareholders of NT$405,459,000 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$1.5 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 9 of the

Handbook).

Resolution:

Hung Ching Development & Construction Co., Ltd.

Earnings Distribution Table

Earnings Distribution Table	Earnings Distribution Table	Earnings Distribution Table
2023 Currency Unit: NT$ Undistributed retained earnings of the previous year 1,916,917,912 Net income of the year 580,013,256 Minus: Items other than net profit for the period - Disposal of equity instruments at fair value through other comprehensive income or loss (133,775,066) Net income after tax for the period minus the amount included in unappropriated earnings of the current year for items other than net income after tax for the period. 446,238,190 Withdraw 10% of the statutory surplus reserve (44,623,819 ) Reversal of special surplus reserve according to the Act 60,261,249 Distributable retained earnings of the year 2,378,793,532 Distribution items Shareholders' dividends - Cash (405,459,000) Balance of retained earnings of the year 1,973,334,532

		2,378,793,532 (405,459,000)
		1,973,334,532

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

Chairman

Managerial Officer Accounting Supervisor

Discussion Items

Item 1: Item 1 (Proposed by the Board of Directors)

Proposal: 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, or the issuance of domestic and foreign convertible corporate bonds to raise funds at the appropriate time.
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, 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:
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 pre-subscribed 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:
- In addition to reserving 10% to 15% of the issued shares for employees to subscribe at the actual issuance price, as stipulated in Article 267 of the Company Law, the remaining shares will be publicly issued through the method of allotment by inquiry price circle, in accordance with Article 28-1 of the Securities and Exchange Act. This will be done by waiving the preemptive rights of the original shareholders. Additionally, if there is insufficient subscription or partial abandonment of subscription by the company's employees, the Chairman is authorized to negotiate with specific individuals for subscription. In addition, if any employee of the Company does not subscribe enough or gives up part of the subscription, the Chairman is authorized to negotiate with specific persons to subscribe for the subscription.
(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 key elements of the cash capital increase plan are determined by the authorized Board of Directors. These elements include the issue price, the number of shares to be issued, the issuance conditions, the planned projects, the amount to be raised, the expected progress, the anticipated benefits, and the capital increase reference date. Furthermore, the authorized Board of Directors is also responsible for managing any future changes to the relevant aspects of the cash capital increase plan, which may arise due to approval by the competent authority, operational assessment, or objective environmental needs.
(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:

Extempore Motions

Adjournment

Attachment 1

Business Report

Introduction

The real estate market in 2023 experienced a slow start followed by a rebound. In the first half of the year, consecutive interest rate hikes by the central bank, mortgage rates exceeding 2%, the fifth wave of selective credit controls, and the government's implementation of the average land rights law affected the willingness of people to buy homes. During this period, the overall transaction volume across Taiwan hit a nearly 5-year low, decreasing by 18.7% compared to the same period last year, resulting in a sluggish real estate market. However, in the latter half of the year, as the overall economic situation stabilized and incentivized by the preferential mortgage program geared toward young adults, buyers with rigid demand for self-occupation, first-time purchase, and long-term investment gradually entered the market. Consequently, the real estate market began to warm up, with prices rising instead of falling. Transaction volumes in the six major cities increased by 20.9% compared to the first half of the year and by 15.4% compared to the same period last year, indicating a significant increase in transaction volume. Overall, the total number of housing transactions in 2023 was 306,000 units, a decrease of 3.5% compared to the previous year, marking a new low in nearly 4 years. With the gradual disappearance of policy uncertainties and the gradual improvement of the economy, various signs indicate that the real estate market is gradually stabilizing.

Operating Performance

For the fiscal year 2023, the consolidated operating income amounted to NT$2,315,375 thousand. This was primarily attributed to the sales revenue from properties such as the Kaohsiung K27 factory office building and the Di Jing Yuan project, constituting 84% of the total operating income. Other sources of income, including real estate leasing, construction contracts, and service income, accounted for the remaining 16% of operating income.

After deducting construction and leasing costs totaling NT$1,640,147 thousand, the gross operating profit was NT$675,228 thousand. Operating expenses amounted to NT$316,734 thousand. Additionally, after considering the net amount of non-operating income and expenses, which totaled NT$302,980 thousand, and deducting the income tax expense of NT$97,605 thousand, the consolidated net income amounted to NT$563,869 thousand. The net income attributable to the Company's individual entity was NT$580,013 thousand, with an earnings per share of NT$2.22.

2024 Operating Plan

In the 2024, in addition to continuing the sale of residential projects such as Emperor Court on Pingnan Road and Hongjing Qingyun in Tucheng, the ongoing projects will proceed as follows: the construction of the Kaohsiung K13 Factory Office Building, with a floor area of approximately 32,900 ping, is expected to receive a usage permit in the second quarter of 2024; the Zhongli Factory Office Building, with a floor area of approximately 19,300 ping, is expected to be completed and obtain a usage permit in the second quarter of 2025; the Zhubei project is planned to be divided into 8 zones and developed in three phases. The soil and water conservation project for the entire area was completed in the second quarter of 2022, and the first phase of development (Zone A, residential and reception house) is expected to receive a construction permit in the fourth quarter of 2024.

Future Operating Outlook:

The development of the real estate market is influenced by factors such as the financial environment, government policies, and market supply and demand. Looking ahead to the real estate market in the current year (2024), with policy uncertainties largely resolved, the market is returning to the fundamentals of supply and demand. Under the government's preferential loan policies aimed at encouraging young people to settle down, the rigid demand for home purchases remains relatively stable. Buyers are primarily interested in properties with "lower total prices" and "smaller sizes." On the

other hand, property prices are closely linked to construction costs, and factors such as rising land acquisition costs, increasing labor wages, and raw material costs contribute to the rising construction expenses. Additionally, the impending implementation of carbon taxes next year may further increase the costs of materials like steel and cement. These increased costs are expected to be reflected in higher selling prices for pre-sale and newly completed homes. Furthermore, with domestic interest rates still at a low level and the global economy recovering, along with the possibility of interest rate cuts in the United States, it is anticipated that the domestic housing market will exhibit a pattern of "stable prices with steady transaction volume" or "steady transaction volume with moderate price increases" this year. Real estate itself has the characteristic of maintaining value, making it a relatively low-risk investment compared to other financial products. Purchasing real estate is seen as a relatively prudent choice. In the long run, the outlook for the real estate market can be viewed with cautious optimism.

The Company is currently prioritizing the development of office buildings and residential projects to meet the demands of affiliates. Planning for the purchased land in Phase 14 of Taichung is currently underway. The Company has also acquired land in the Puzianduan area of Banqiao, New Taipei City, which is currently undergoing urban redevelopment. Once approved by the Ministry of the Interior, the Company will promptly proceed with the construction of the land. Furthermore, the Company is actively searching for suitable land inventory to meet future business development needs.

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 2023 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 18, 2024

Attachment 3

Independent Auditors' Report

To the Board of Directors and the Shareholders of 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, 2023 and 2022, 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, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and 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 Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group's consolidated financial statements for the year ended December 31, 2023. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Group's consolidated financial statements for the year ended December 31, 2023 are stated as follows:

Sales Revenue of Building and Land Related Party Transaction

In 2023, the Hung Ching Group generated NT$1,946,184 thousand in sales revenue from real estate. The sale of the K27 factory office building to a significant investor accounted for NT$1,666,600 thousand, representing 86% of the total sales revenue from real estate for the year. This transaction is considered significant for the consolidated financial statements as it is one of the main sources of income for the Hung Ching Group. The auditor has identified the related party transactions in sales revenue from real estate as a key audit matter due to the higher controllability of transactions with related parties and the significant impact of the reasonableness of the conditions and the commercial substance of such transactions on the expression of the consolidated financial statements.Please refer to Notes 4, 22 and 29 to the Consolidated Financial Statements.

The main audit procedures performed on the specific levels in respect of the above-mentioned 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.
We obtained sales contracts from related parties to understand the purpose of the transactions, the prices and terms of payment, and to evaluate whether the transactions were commercially reasonable and the basis for pricing.
We issued a letter of inquiry regarding related party sales transactions.

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, 2023 and 2022 on which we have issued an unmodified opinion.

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

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 high, but an audit performed in accordance with auditing standards does not provide assurance that the consolidated financial statements will be audited in accordance with accounting principles and practices generally accepted in the Republic of China.

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 internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the consolidated 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 Company 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 about all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2023 and are therefore the key audit matters. We describe these

matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche Certified Public Accountant Certified Public Accountant Shiuh-Ran Cheng Jun-Hong Shi Financial Supervisory Commission Financial Supervisory Commission Approval Document No.: Approval Document No.: Jin-Guan-Zheng-Shen-Zi No. 1010028123 Jin-Guan-Zheng-Shen-Zi No. 1110348898

March 8, 2024

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Balance Sheets

December 31, 2023 and 2022

Unit: NT$1,000

Code 1100 1110 1140 1150 1172 1180 1200 1210 130X 1429 1479 11XX 1517 1550 1600 1755 1760 1780 1840 1930 1990 15XX 1XXX Code 2100 2110 2130 2170 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 - current (Note 7) Contract assets (Note 22) Notes receivable (Notes 8 and 22) Trade receivables, net (Notes 8 and 22) Trade receivables - related parties (Notes 8, 22 and 29) Trade receivables (Note 8) Trade receivables - related parties (Notes 8 and 29) Inventories - net (Notes 9 and 30) 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, 28 and 30) Investments accounted for using equity method (Note 12) Property, plant and equipment, net (Notes 13, 23, and 30) Right-of-use assets (Notes 14 and 23) Investment properties - net (Notes 15, 23, and 30) Intangible assets (Note 23) Deferred tax assets (Note 24) Long-term notes receivable (Notes 8 and 22) Other non-current assets (Notes 16 and 23) Total non-current assets Total assets Liabilities and equity CURRENT LIABILITIES Short-term loans (Notes 17, 28 and 30) Short-term bills payable - net (Notes 17, 28, and 30) Contract liabilities (Note 22) Trade payables (Note 18) Other payables Current tax liabilities Lease liabilities (Note 14) Long-term loans due within one year (Notes 17 and 30) Other current liabilities (Note 19) Total current liabilities NON-CURRENT LIABILITIES Long-term loans (Notes 17, 28 and 30) Lease liabilities (Note 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, 2023	December 31, 2023	% 2 - - - - - - 6 50 2 - 60 22 2 4 - 12 - - - - 40 100 22 21 - 3 1 - - - - 47 11 - - 11 58 10 1 4 1 8 13 18 1) 41 1 42 100		December 31, 2022	December 31, 2022
			Amount $ 598,639 2,980 - 3,087 11,449 10,234 1,718 1,621,999 14,043,171 394,639 22 16,687,938 6,030,521 570,995 1,042,463 6,766 3,505,231 417 81,031 592 68,964 11,306,980 $ 27,994,918 $ 6,146,000 5,852,816 41,664 766,348 190,463 66,883 1,870 157,388 30,397 13,253,829 2,881,693 4,972 29,796 2,916,461 16,170,290 2,703,060 358,719 1,020,589 334,733 2,363,156 3,718,478 5,094,140 455,812) 11,418,585 406,043 11,824,628 $ 27,994,918				Amount $ 291,360 17,080 37,437 1,099 17,869 14,672 308 14 10,028,776 300,662 23 10,709,300 4,143,878 - 1,062,875 17,269 3,700,635 523 61,007 1,381 75,569 9,063,137 $ 19,772,437 $ 5,762,900 1,453,568 14,831 590,893 166,535 92,236 5,270 179,803 15,205 8,281,241 1,848,218 12,824 31,020 1,892,062 10,173,303 2,703,060 350,171 990,076 244,982 2,307,488 3,542,546 3,132,013 455,812) 9,271,978 327,156 9,599,134 $ 19,772,437		%
		(		(		(		(	1 - - - - - - - 51 2 - 54 21 - 5 - 19 - - - 1 46 100 29 7 - 3 1 1 - 1 - 42 9 - - 9 51 13 2 5 1 12 18 16 2) 47 2 49 100

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

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Comprehensive Income

January 1 to December 31, 2023 and 2022

Code Operating income (Notes 22 and 29) 4100 Sales Revenue of Building and Land 4300 Rental revenue 4500 Construction project revenue 4600 Service revenue 4800 Other operating revenue 4000 Total operating revenue Operating cost (Notes 9 and 23) 5110 Cost of building and land for sale 5300 Rental costs 5500 Construction project cost 5600 Service costs 5800 Other operating costs 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 recognized under equity method 7000 Total non-operating income and expenses		2023		% 84 8 - 4 4 100 59 6 - 2 4 71 29 2 12 14 15 18 2 7 ) - 13		Unit: NT$ thousand, except NT$ for EPS 2022	Unit: NT$ thousand, except NT$ for EPS 2022	Unit: NT$ thousand, except NT$ for EPS 2022
		Amount $ 1,946,184 185,527 6,277 90,181 87,206 2,315,375 1,361,187 136,678 1,200 57,016 84,066 1,640,147 675,228 41,896 274,838 316,734 358,494 413,444 60,463 170,722 ) 205) 302,980				Amount $ 891,467 173,836 171,882 98,295 52,632 1,388,112 441,415 117,655 152,989 60,980 62,198 835,237 552,875 85,193 288,775 373,968 178,907 318,162 3,949 ) 104,348 ) - 209,865		%
	( (		(		( (		(	64 13 12 7 4 100 32 8 11 4 5 60 40 6 21 27 13 23 - 8 ) - 15

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Code 7900 Income before tax 7950 Income tax expense (Note 24) 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 8349 Income tax related to items that will be reclassified 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		2023		% 28 4 24 78 1 - - 79 103 25 1) 24 104 1) 103		2022
		Amount $ 661,474 97,605 563,869 1,815,835 14,669 2,601 ) 520 1,828,423 $ 2,392,292 $ 580,013 16,144) $ 563,869 $ 2,408,365 16,073) $ 2,392,292 $ 2.22 $ 2.21				Amount $ 388,772 102,700 286,072 556,047 ) - 1,793 359) 554,613) $ 268,541) $ 305,126 19,054) $ 286,072 $ 249,487 ) 19,054) $ 268,541) $ 1.17 $ 1.16		%
	( ( (		( (		( ( ( ( ( ( ( (		( ( ( ( ( ( (	28 7 21 40 ) - - - 40) 19) 22 1) 21 18 ) 1) 19)

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

Chairman: Manager: Accounting Supervisor: Wen-Hsiang Chien Chia-Pei Chou Fang-Ying Chen

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Changes in Equity

January 1 to December 31, 2023 and 2022

Unit: NT$1,000

EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY

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	Other equity items Unrealized gain (loss) on financial assets at fair value through other comprehensive income Exchange differences on translating the financial statements of foreign operations ($ 5,858) $ 3,692,484 - - - - - - - - 1,434 ( 556,047) 1,434 ( 556,047) - - ( 4,424) 3,136,437 - - - - - - - - ( 2,081) 1,830,433 ( 2,081) 1,830,433 - - - - - 133,775 ($ 6,505) $ 5,100,645	Other equity items Unrealized gain (loss) on financial assets at fair value through other comprehensive income Exchange differences on translating the financial statements of foreign operations ($ 5,858) $ 3,692,484 - - - - - - - - 1,434 ( 556,047) 1,434 ( 556,047) - - ( 4,424) 3,136,437 - - - - - - - - ( 2,081) 1,830,433 ( 2,081) 1,830,433 - - - - - 133,775 ($ 6,505) $ 5,100,645	Totalequity
			Exchange differences on translating the financial statements of foreign operations ($ 5,858) - - - - 1,434 1,434 - ( 4,424) - - - - ( 2,081) ( 2,081) - - - ($ 6,505)
Number of Shares (In Thousand Shares) 270,306 - - - - - - - 270,306 - - - - - - - - - 270,306	Legal reserve $ 828,158 161,918 - - - - - - 990,076 30,513 - - - - - - - - $ 1,020,589	Special reserve $ 347,554 - ( 102,572) - - - - - 244,982 - 89,751 - - - - - - - $ 334,733
				( (	$ 10,652,950 - - ( 810,918 ) 286,072 ( 554,613) ( 268,541) 25,643 9,599,134 - - ( 270,306 ) 563,869 1,828,423 2,392,292 94,960 8,548 - $ 11,824,628

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

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Cash Flows

January 1 to December 31, 2023 and 2022

Unit: NT$1,000

Code Cash flows from operating activities A00010 Income before tax for the year A20010 Adjustments to reconcile profit (loss) A20100 Depreciation expenses A20200 Amortization of long-term prepayments and intangible assets 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 loss (profit) of affiliates accounted for under equity method A22500 Gain (Loss) on disposal and scrap of property, plant and equipment A22700 Disposal of investment property interests A23800 Profit on reduce inventory to market (Gain from price recovery of inventory) A29900 Profit from lease modification A30000 Changes in operating assets and liabilities, net A31115 Financial asset at FVTPL A31125 Contract Asset A31130 Notes receivable A31150 Trade receivables A31160 Trade receivables from related parties A31180 Other receivables A31200 Inventories A31230 Prepayments A31240 Other current assets A31270 Incremental costs of obtaining a contract A32125 Contract liabilities A32130 Notes payable A32150 trade payables A32180 Other payables A32230 Other current liabilities A33000 Cash outflows from operations	2023 $ 661,474 138,594 4,566 ( 253 ) 170,722 ( 12,741 ) ( 388,049 ) 205 1,395 ( 61,551 ) ( 7,100 ) ( 711 ) 14,353 37,437 ( 1,199 ) 6,420 4,438 ( 1,623,380 ) ( 1,495,962 ) ( 92,231 ) 1 - 26,833 - 175,455 26,900 15,192 ( 2,399,192 )	2022
		$ 388,772 144,369 5,279 81 104,348 ( 1,182 ) ( 308,738 ) - - - ( 4,134 ) - - ( 37,437 ) 1,865 4,017 ( 9,393 ) 808 ( 2,414,503 ) ( 265,492 ) 338 7,153 ( 107,278 ) ( 114 ) ( 45,587 ) ( 46,834 ) ( 1,221) ( 2,584,883 )

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(Continued from the previous page) Code A33300 Interest paid A33500 Income tax paid AAAA Net cash outflow from operating activities CASH FLOWS FROM INVESTING ACTIVITIES B01800 Acquisition of intangible assets B02200 Net cash flow from acquisition of subsidiaries B02700 Acquisition of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03800 Decrease in refundable deposits B04500 Purchase of intangible assets B05400 Purchase of investment properties B05500 Disposal of investment properties B07500 Interest received B07600 Dividends received BBBB Net cash flows (out) from investing activities Cash flows from financing activities C00100 Increase in short-term borrowings C00500 Increase (Decrease) in short-term bills payable C01600 Long-term loans C01700 Repayments of long-term borrowings C03000 Increase in guarantee deposits received C03100 Decrease in guarantee deposits received C04020 Repayment for principal of lease liabilities C04500 Distribution of Cash Dividend CCCC Net cash inflow from 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	2023 ( $ 274,168 ) ( 127,940) ( 2,801,300) ( 571,200 ) ( 2,388,322 ) ( 619 ) 95 1,697 - ( 30 ) 141,188 12,741 388,049 ( 2,416,401) 383,100 4,399,248 1,190,000 ( 178,940 ) 3,549 ( 4,773 ) ( 2,970 ) ( 261,758) 5,527,456 ( 2,476) 307,279 291,360 $ 598,639	2022
		( $ 131,913 ) ( 99,606) ( 2,816,402) - - ( 5,224 ) - 174,320 ( 210 ) ( 10,710 ) - 1,182 308,738 468,096 3,935,900 ( 903,235 ) 200,000 ( 203,727 ) 10,355 ( 4,913 ) ( 3,901 ) ( 785,275) 2,245,204 1,673 ( 101,429 ) 392,789 $ 291,360

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

Chairman: Manager: Accounting Supervisor: Wen-Hsiang Chien Chia-Pei Chou Fang-Ying Chen

Independent Auditors' Report

To the Board of Directors and the Shareholders of 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, 2023 and 2022, 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, 2023 and 2022, 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.

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, 2023. 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, 2023 are stated as follows:

- Sales Revenue of Building and Land Related Party Transaction

In 2023, the Company's revenue from the sale of real estate amounted to NT$1,946,184 thousand, of which the sale of the K27 plant office building to an investor with significant influence amounted to NT$1,666,600 thousand, which accounted for 86% of the revenue from the sale of real estate for the current year, and was material to the financial statements, and was one of the major sources of income of the Company. Considering that the transactions with related parties are highly controllable and the reasonableness of the terms of the transactions and the business substance of the transactions will have a significant effect on the presentation of these transactions in the consolidated financial statements, we have identified the related party transactions of the revenue from the sale of real estate as one of the critical items to be audited. See Notes 4, 19 and 25 to the parent company only financial statements.

The main audit procedures performed on the specific levels in respect of the above-mentioned 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.
We obtained sales contracts from related parties to understand the purpose of the transactions, the prices and terms of payment, and to evaluate whether the transactions were commercially reasonable and the basis for pricing.
We issued a letter of inquiry regarding related party sales transactions.

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 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. They are considered to be material if they individually or collectively could reasonably be expected to affect the economic decisions of users of these 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 parent company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only 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 consolidated 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 parent company only financial statements for the year ended December 31, 2023 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche
Certified Public Accountant	Certified Public Accountant
Shiuh-Ran Cheng	Jun-Hong Shi
Financial Supervisory Commission	Financial Supervisory Commission
Approval Document No.:	Approval Document No.:
Jin-Guan-Zheng-Shen-Zi No. 1010028123	Jin-Guan-Zheng-Shen-Zi No. 1110348898

March 8, 2024

Hung Ching Development & Construction Co., Ltd.

Parent Company Only Balance Sheets

December 31, 2023 and 2022

Unit: NT$1,000

Code 1100 1150 1172 1180 1200 1210 130X 1429 1479 11XX 1517 1550 1600 1760 1780 1840 1930 1990 15XX 1XXX Code 2100 2110 2130 2170 2180 2219 2230 2320 2399 21XX 2540 2645 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3500 31XX	Assets CURRENT ASSETS Cash (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) Other receivables from related parties (Notes 7 and 25) Inventories - net (Notes 5, 8, 25 and 26) Prepayments (Note 13) Other current assets (Note 13) Total current assets Non-current assets Financial assets at FVTOCI - non-current, net (Notes 9 and 26) Investments accounted for using equity method (Note 10) Property, plant and equipment - net (Notes 11, 20 and 26) Investment properties - net (Notes 12, 20 and 26) Intangible assets (Note 20) Deferred tax assets (Note 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, 25 and 26) Short-term bills payable, net (Notes 14, 25 and 26) Contract liabilities (Note 19) Trade payables (Note 15) Trade payables to related parties (Notes 15 and 25) Other payables Current tax liabilities Long-term borrowings - current portion (Notes 14 and 26) Other current liabilities (Note 16) Total current liabilities Non-current liabilities Long-term borrowings (Notes 14 and 26) Guarantee deposits received (Note 12) Total non-current liabilities Total liabilities Equity attributable to owners of the Company (Note 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		December31,2023 Amount % $ 148,378 - 2,548 - 10,409 - 1,400 - 1,360 - 1,621,999 6 11,426,346 41 429,032 2 22 - 13,641,494 49 5,957,652 22 4,414,834 16 399,212 2 3,073,031 11 417 - 80,859 - 592 - 65,787 - 13,992,384 51 $ 27,633,878 100 $ 5,868,000 21 5,852,816 21 40,733 - 75,627 - 1,133,044 4 138,377 1 30,489 - 157,388 1 15,182 - 13,311,656 48 2,881,693 11 21,944 - 2,903,637 11 16,215,293 59 2,703,060 10 358,719 1 1,020,589 4 334,733 1 2,363,156 9 3,718,478 14 5,094,140 18 455,812) ( 2) 11,418,585 41 $ 27,633,878 100		December31,2022	December31,2022
			Amount $ 148,378 2,548 10,409 1,400 1,360 1,621,999 11,426,346 429,032 22 13,641,494 5,957,652 4,414,834 399,212 3,073,031 417 80,859 592 65,787 13,992,384 $ 27,633,878 $ 5,868,000 5,852,816 40,733 75,627 1,133,044 138,377 30,489 157,388 15,182 13,311,656 2,881,693 21,944 2,903,637 16,215,293 2,703,060 358,719 1,020,589 334,733 2,363,156 3,718,478 5,094,140 455,812) 11,418,585 $ 27,633,878		Amount $ 111,686 1,006 14,175 1,400 217 14 9,409,571 335,053 23 9,873,145 4,143,878 1,348,301 401,718 3,248,634 523 60,878 1,381 71,423 9,276,736 $ 19,149,881 $ 5,491,900 1,453,568 536 65,093 631,206 132,103 38,720 179,803 14,378 8,007,307 1,848,218 22,378 1,870,596 9,877,903 2,703,060 350,171 990,076 244,982 2,307,488 3,542,546 3,132,013 455,812) 9,271,978 $ 19,149,881	%
		(		(		1 - - - - - 49 2 - 52 22 7 2 17 - - - - 48 100 29 8 - - 3 1 - 1 - 42 10 - 10 52 14 2 5 1 12 18 16 ( 2) 48 100

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

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

Hung Ching Development & Construction Co., Ltd.

Parent Company Only Statements of Comprehensive Income

January 1 to December 31, 2023 and 2022

Unit: NT$ thousands, except earnings per share of NT$

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 and 25) 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 (Note 20) 7020 Other gains and losses (Note 20) 7050 Finance costs (Note 20) 7060 Share of loss (profit) of subsidiaries and affiliates accounted for under equity method 7000 Total non-operating income and expenses		2023
		Amount $ 1,946,184 147,926 52,806 2,146,916 1,516,836 107,393 49,298 1,673,527 473,389 42,944 170,988 213,932 259,457 408,463 61,537 163,936 ) 47,888 353,952
	(

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Code 7900 Income before 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 8330 Share of other comprehensive income or loss of subsidiaries accounted for using the equity method 8349 Income tax related to items that will be reclassified 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		2023	% 29 2 27 84 - 1 - - 85 112		2022
		Amount $ 613,409 33,396 580,013 1,813,774 1,990 14,669 2,601 ) 520 1,828,352 $ 2,408,365 $ 2.22 $ 2.21			Amount $ 352,623 47,497 305,126 556,047 ) - - 1,793 359) 554,613) $ 249,487) $ 1.17 $ 1.16		%
	(			( ( ( (		33 4 29 ( 52 ) - - - - ( 52) ( 23)

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

Chairman: Manager: Accounting Supervisor: Wen-Hsiang Chien Chia-Pei Chou Fang-Ying Chen

Hung Ching Development & Construction Co., Ltd.

Parent Company Only Statements of Changes in Equity

January 1 to December 31, 2023 and 2022

Unit: NT$1,000

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 $ 2,872,626 ( 161,918 ) 102,572 ( 810,918 ) 305,126 - 305,126 - 2,307,488 ( 30,513 ) ( 89,751 ) ( 270,306 ) 580,013 - 580,013 - ( 133,775) $ 2,363,156	Other equity Exchange differences on translating the financial statements of foreign operations Unrealized gain (loss) on financial assets at fair value through other comprehensive income ( $ 5,858 ) $ 3,692,484 - - - - - - - - 1,434 ( 556,047) 1,434 ( 556,047 ) - - ( 4,424 ) 3,136,437 - - - - - - - - ( 2,081) 1,830,433 ( 2,081 ) 1,830,433 - - - 133,775 ($ 6,505) $ 5,100,645	Other equity Exchange differences on translating the financial statements of foreign operations Unrealized gain (loss) on financial assets at fair value through other comprehensive income ( $ 5,858 ) $ 3,692,484 - - - - - - - - 1,434 ( 556,047) 1,434 ( 556,047 ) - - ( 4,424 ) 3,136,437 - - - - - - - - ( 2,081) 1,830,433 ( 2,081 ) 1,830,433 - - - 133,775 ($ 6,505) $ 5,100,645	Treasury shares ( $ 455,812 ) - - - - - - - ( 455,812 ) - - - - - - - - ($ 455,812)		Total equity
				Exchange differences on translating the financial statements of foreign operations ( $ 5,858 ) - - - - 1,434 1,434 - ( 4,424 ) - - - - ( 2,081) ( 2,081 ) - - ($ 6,505)
Number of shares (in thousand shares) 270,306 - - - - - - - 270,306 - - - - - - - - 270,306	Legal reserve $ 828,158 161,918 - - - - - - 990,076 30,513 - - - - - - - $ 1,020,589	Special reserve $ 347,554 - ( 102,572 ) - - - - - 244,982 - 89,751 - - - - - - $ 334,733
		(	( ( ( ( ( (	( ( ( ( (	( (	( ( (	( ( ( (	$ 10,306,740 - - 810,918 ) 305,126 554,613) 249,487 ) 25,643 9,271,978 - - 270,306 ) 580,013 1,828,352 2,408,365 8,548 - $ 11,418,585

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

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

Hung Ching Development & Construction Co., Ltd.

Parent Company Only Statements of Cash Flows

January 1 to December 31, 2023 and 2022

Unit: NT$1,000

Code Cash flows from operating activities A00010 Income before tax for the year A20010 Adjustments to reconcile profit (loss) A20100 Depreciation expenses A20200 Amortization of long-term prepayments and intangible assets A20900 Finance costs A21200 Interest income A21300 Dividend income A22300 Share of loss (profit) of subsidiaries and affiliates accounted for under equity method A22700 Disposal of investment property interests A23700 Profit on reduce inventory to market (Gain from price recovery of inventory) A30000 Changes in operating assets and liabilities, net A31130 Notes receivable A31150 Trade receivables A31180 Other receivables A31190 Other receivables - related party A31200 Inventories A31230 Prepayments A31240 Other current assets A31270 Incremental costs of obtaining a contract A32125 Contract liabilities A32150 Trade payables A32160 Trade payables to related parties A32180 Other payables A32230 Other current liabilities A33000 Cash outflows from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash outflow from operating activities Cash flows from investing activities B01800 Acquisition of equity-method investments B02700 Acquisition of property, plant and equipment	2023 $ 613,409 98,950 4,537 163,936 ( 11,339 ) ( 388,049 ) ( 47,888 ) ( 61,551 ) ( 7,100 ) ( 753 ) 3,766 ( 1,143 ) ( 1,621,985 ) ( 1,909,276 ) ( 93,979 ) 1 - 40,197 10,534 501,838 9,321 804 ( 2,695,770 ) ( 267,382 ) ( 46,419) (3,009,571) ( 3,220,760 ) -	2022
		$ 352,623 103,161 4,770 99,432 ( 223 ) ( 308,738 ) 68,428 - ( 4,134 ) 763 ( 4,743 ) 547 133 ( 2,259,216 ) ( 311,971 ) 307 7,153 ( 108,634 ) 8,500 ( 265,045 ) ( 55,253 ) ( 910) ( 2,673,050 ) ( 126,997 ) ( 78,888) (2,878,935) - ( 1,183 )

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Code B03800 Decrease in refundable deposits B04500 Purchase of intangible assets B05400 Purchase of investment properties B05500 Disposal of investment properties B07500 Interest received B07600 Dividends received BBBB Net cash flows (out) from investing activities Cash flows from financing activities C00100 Increase in short-term borrowings C00500 Increase (Decrease) in short-term bills payable C01600 Long-term loans C01700 Repayments of long-term borrowings C03000 Increase in guarantee deposits received C03100 Decrease in guarantee deposits received C04500 Distribution of cash dividend CCCC Net cash inflow from 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	2023 $ 757 - ( 30 ) 141,188 11,339 598,101 (2,469,405) 376,100 4,399,248 1,190,000 ( 178,940 ) 2,286 ( 2,720 ) ( 270,306) 5,515,668 36,692 111,686 $ 148,378	2022
		$ 177,171 ( 210 ) ( 6,610 ) - 223 380,938 550,329 3,914,900 ( 903,235 ) 200,000 ( 203,727 ) 7,636 ( 1,715 ) ( 810,918) 2,202,941 ( 125,665 ) 237,351 $ 111,686

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

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

Attachment 4

Hung Ching Development & Construction Co., Ltd.

Articles of Incorporation

Chapter 1 General Principles

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

Artical 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 No Storefront Retail Sale
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
JZ99080 Beauty and Hairdressing Services
JZ99090Festive 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.
Artical 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.
Artical 4 The Company's announcement method shall be performed in accordance with Article 28 of the Company Act.
Chapter 2 Shares
Artical 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 Artical 6 The Company's shares may be exempted from printing any share certificate for the shares issued in accordance with Article 161-2 of the Company Act, and shall register the issued shares with a centralized securities depositary enterprise and follow the regulations of that enterprise.
Artical 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.
Artical 8 Deleted Artical 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 3 Shareholders' Meeting
Artical 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.
Artical 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.
Artical 12 Each share of the Company held by shareholders is entitled to one voting right, but where circumstances specified in Article 179 of the Company Act apply, it shall be non-voting shares.
Artical 13 Unless otherwise stipulated by the Company Act, the shareholders'

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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.

Artical 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.
Artical 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 4 Director

Artical 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.
The re-election of Independent Directors of the Company shall be handled in accordance with relevant laws and regulations. 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 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$600,000 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.
The remuneration of independent directors of the Company is set at NT$800,000 per person per year due to their concurrent role as members of the Remuneration Committee. 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.
Artical 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.
Artical 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.

Artical 19 If the Chairman of the Board is on leave or unable to exercise his powers and duties for any reason, his/her agent shall be appointed pursuant to Article 208 of the Company Act.
Artical 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 23.
Chapter 5 Managerial Officer
Artical 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 6 Accounting
Artical 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 submit to the shareholders' meeting for approval in accordance with the statutory procedures.
Artical 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 deficit, the Company shall reserve amounts to offset the appropriate amounts before providing employee compensation and Directors’ remuneration based on the above mentioned proportion.
Artical 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 propose a surplus distribution plan and submit a resolution to the shareholders' meeting. However, when the surplus distribution is distributed in cash, it may be made by the Board of Directors with the presence of more than two-thirds of the directors and with the approval of more than half of the directors present, and reported to the shareholders' meeting.

Chapter 7 Supplemental Provisions

Artical 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. Artical 26 Matters not specified in this Articles of Incorporation shall be governed by the Company Act. Artical 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. The thirteenth amendment was made on April 29, 1996. The fourteenth amendment was made on June 25, 1997.

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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. The thirty-first amendment was made on June 27, 2022. The thirty-second amendment was made on June 26, 2023.

Attachment 5

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.

If the aforementioned chairperson is acting on behalf of a director, he or she shall be a director who has been in office for at least six months and is familiar with the Company's financial and business conditions. The same applies if the chairman is a representative of a corporate director.

If a shareholders' meeting is convened by a person with convening power other than the Board of Directors, the chairman of the meeting shall be the person with convening power. If there are more than two persons with convening rights, one of them shall be elected as the chairman.

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 will instruct the marshals (or security personnel) to help maintain order at the venue. When the marshals (or security personnel) are present to assist in maintaining order, they should wear armbands with the word 'Marshal' printed on them.
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 6

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 27, 2024), the following are the shareholding status of individuals and the entirety of directors recorded in the Shareholders Register:

		April 27, 2024	April 27, 2024
Position	Name	Current Shareholding
		Shares	%
Chairman	Wen-Hsiang Chien	27,782	0.010%
Director	Chia-Pei Chou	67,723	0.025%
Director	Advanced Semiconductor Engineering, Inc. Representative: Yuan-Yi Tseng	68,629,782	25.390%
	Advanced Semiconductor Engineering, Inc. Representative: Ching-Chou Su
Director	Tu-Tsun Wang	2,000	0.001%
Director	Ching-Hua Chen	4,176	0.002%
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%

Note: As of the closing date of the shareholders' meeting, the total number of shares held by all directors of the Company is 68,754,437 shares, which complies with the provisions of Article 26 of the Securities Exchange Act.

AI assistant

Hung Ching — AGM Information 2024

52140_rns_2024-10-08_a546fb01-3dc1-48be-ad7e-5d58444df106.pdf

Hung Ching Development & Construction Co., Ltd.

Annual Shareholders' Meeting 2024

Table of Contents

Notice to Readers:

Hung Ching Development & Construction Co., Ltd. 2024 Annual Shareholders' Meeting Procedure

Hung Ching Development & Construction Co., Ltd. 2024 Shareholders' Meeting Agenda

Report Items

No. 1

Report Items

Report Items

No. 3

Report Items

No. 4

Ratification Items

Ratification Items

Hung Ching Development & Construction Co., Ltd.

Earnings Distribution Table

Discussion Items

Exchange Act:

Extempore Motions

Adjournment

Attachment 1

Business Report

Introduction

Operating Performance

2024 Operating Plan

Future Operating Outlook:

Attachment 2

Audit Committee Review Report

Attachment 3

Independent Auditors' Report

Opinion

Basis for Opinion

Key Audit Matters

Other Matters

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

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Balance Sheets

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Comprehensive Income

January 1 to December 31, 2023 and 2022

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Changes in Equity

EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Cash Flows

January 1 to December 31, 2023 and 2022

Independent Auditors' Report

Opinion

Basis for Opinion

Key Audit Matters

- Sales Revenue of Building and Land Related Party Transaction

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

Hung Ching Development & Construction Co., Ltd.

Parent Company Only Balance Sheets

December 31, 2023 and 2022

Unit: NT$1,000

Parent Company Only Statements of Comprehensive Income

(Continued from the previous page)

Hung Ching Development & Construction Co., Ltd.

Unit: NT$1,000

Hung Ching Development & Construction Co., Ltd.

Articles of Incorporation

Chapter 1 General Principles

Hung Ching Development & Construction Co., Ltd.

Share Ownership of Directors

More from Hung Ching

Hung Ching AGM Information 2024