OPC — AGM Information 2022

Aug 23, 2022

Ocean Plastics Co., Ltd.

2022Annual General Meeting

Kind of Meeting: Physical Shareholders’ Meeting Time: 09:00 a.m. (Tuesday) June 21, 2022

Place: Taoyuan Staff Service Center,

No. 375, Haihu E. Road, Luzhu District, Taoyuan City

• 【 Management Presentations 】

• 2021 Business Report

Explanation:

• (1) The net operating income of this company for 2021 years was NTD5,730,874,000, up 30% over the previous year, and the consolidated net operating income was NTD6,490,333,000, up 30.33% over the previous year.

• Audit Committee’s Review Report on the 2021Business Report and Financial Statements

Explanation:

• (1) The company's 2021 Financial Statements, which have been verified and certified by accountants, together with Business Report and Earning Distribution Table, have been reviewed by the Audit Committee completely, and an Audit Report has been submitted..

• (2) The convenor of the Audit Committee is urged to read the Audit Report.

• Employee compensation and director compensation distribution of the company in 2021

Explanation:

• (1) In accordance with Article 22 of the Company's Articles of Incorporation, if there is a profit in the annual accounts, no less than 1% shall be allocated as employee compensation to and no more than 2% shall be allocated as director compensation. However, if the Company still has accumulated losses, the amount of compensation shall be reserved.

• (2) In 2021, the Company allocated 1.7% of the employee compensation of NT$ 6,108,396 and 1.3% of the director compensation of NT$4,671,126, all of which were paid in cash. This case has been approved by the 5th meeting of the 21st Board of Directors.

• Report on the remuneration of the Company’s director in 2021 Explanation:

The remuneration policy, system, standard and structure of the Company for general directors and independent directors, and the correlation between the compensation amount and the responsibility, risk, investment time and other factors

are stated as follows:

• (1) The remuneration of the Company's directors includes remuneration, director compensation, and business execution expenses. In accordance with Article 17 of the Company’s Articles of Incorporation, directors may be remunerated in accordance with the usual industry practice, and the board of directors is authorized to set such remuneration. Independent directors may receive fixed remuneration without participating in the distribution of directors' compensation. The directors shall be paid carriage fees as determined by the board of directors' meeting and shall be paid regardless of the Company's profit or loss.

• (2) In accordance with Article 22 of the Company's Articles of Incorporation, not less than 1% of the Company's annual profit shall be allocated to employee compensation and not more than 2% to director compensation.

• (3) When an independent director serves as a member of the Audit Committee or the Compensation Committee, he or she shall receive remuneration for attending the meetings in person.

• Set the company’s “Corporate Governance Best Practice Principles” Explanation:

To achieve a rooted corporate governance culture, we intend to set the Company’s "Corporate Governance Best Practice Principles, according to the "Corporate Governance Best Practice Principles for TWSE/TPEx" jointly formulated by the Taiwan Stock Exchange and the Over-the-Counter Securities Trading Center.

【 Proposals 】

1. Adoption of the 2021Business Report and Financial Statements.

(Proposed by the Board)

Explanation:

• (1) The company's 2021 final accounts booklet has been verified and approved by accountants Chen Chen-Chien, and Huang Yung-Hua of Zhenqian and Huang Yonghua of KPMG, Taiwan, and an audit report has been issued and approved by the board of directors.

• (2) Please acknowledge it.

• Adoption of the Proposal for Distribution of 2021 Profits.

(Proposed by the Board)

Explanation:

• (1) The Company's accumulated earnings for the previous period amounted to NT$249,459,994. After adding the remeasurement of the defined benefit plan of NT$3,379,491 and the net income of NT$319,368,254 for the year ended

December 31, 2011, the distributable earnings for the current period amounted to NT$572,207,739.

• (2) After the above-mentioned distributable amount is set aside as legal reserve of NT$32,274,775 and cash dividends of NT$159,059,788 (NT$0.7/per share) are distributed, the undistributed surplus at the end of the period is 380,873,176.

• (3) Please acknowledge it.

【 Discussion 】

1. To amend some of the provisions of "Procedures for Acquisition or Disposal of Assets" of the company, please vote publicly.

(Proposed by the Board)

Explanation:

• (1) Amended some of the provisions of “Procedures for Acquisition or Disposal of Assets for TWSE/TPEx listed company” and some provisions that need to be amended in the company's business, according to the order of file No. jin-guan-zheng-zi 1110380465 issued by Financial Supervisory Commission on January 28, 2022.

• (2) Please vote publicly.

【 Questions and Motions 】

【 Adjournment 】