OPC — AGM Information 2023

Jul 3, 2023

Stock Code: 1321

Ocean Plastics Co., Ltd.

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2023 Annual General Meeting

Meeting Handbook

June 19, 2023

Table of Contents

	Table of Contents
I	Meeting Procedure……………………………………………	1
II	Meeting Agenda………………………………………………	2
	1. Reported matters …………………..………………………	3
	2. Acknowledged matters…………..………………………	5
	3. Extemporary and Motions………….…………………	6
	4. Adjournment……………………..………………………	6
III	Attachment
	1. 2022 Business report……………………..…...…………	7
	2. 2022 Financial Statements ……………………………….	9
	3. 2022 Audit committee report ..……….………………….	28
	4. 2022 Table of director’s remuneration…………………..	29
	5. Comparison table for the amendments of Corporate
	Governance Best Practice Principles ..……..……..………	30
	6. 2022 Table of loss offsetting ……………………..……….	32
IV	Appendix
	1. Rules of Procedure for Shareholders Meetings……………	33
	2. Articles of Incorporation.…………………………………	37
	3. Status of shares held by directors…………………………	42

Ocean Plastics Co., Ltd.

2023 Annual General Meeting

Meeting Procedure

1. Call the meeting to order

2. Chairperson remarks

3. Reported matters

4. Acknowledged matters

5. Extemporary and Motions

6. Adjournment

1

Ocean Plastics Co., Ltd.

2023 Annual General Meeting

Meeting Procedure

Kind of Meeting: Physical Shareholders’ Meeting

Time: 09:00 a.m. (Monday) June 19, 2023

Place: Taoyuan Staff’s Recreation Center,

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

Meeting Agenda:

• 1.Call the meeting to order

• 2.Chairperson remarks

• 3.Management Presentations

• (1) 2022 Business Report

• (2) Audit Committee’s Review Report on the 2022 Business Report and Financial Statements

• (3) Director compensation distribution of this company in 2022

• (4) Amended “Corporate Governance Best Practice Principles”

• Acknowledged matters

• (1) Adoption of the 2022 Business Report and Financial Statements

• (2) A proposal for 2022 Loss Offsetting of this company, please acknowledge it.

• Extemporary and Motions

• Adjournment

2

【 Management Presentations 】

1. 2022 Business Report

Explanation:

• (1) The net operating income of this company for 2022 years was NTD5,649,875,000, less 1.41% over the previous year, and the consolidated net operating income was NTD6,506,136,000, up 0.24% over the previous year.

• (2) Business reports and Financial Statements, please refer to attachments 1 and 2 (Meeting Handbook, pp7~27).

• Audit Committee’s Review Report on the 2022 Business Report and Financial Statements

Explanation:

• (1) The company's 2022 Financial Statements, which have been verified and certified by accountants, together with Business Report and Loss Off-setting Table, have been reviewed by the Audit Committee completely, and an Audit Report has been submitted. Please refer to attachment 3 (Meeting Handbook, p28).

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

• Director compensation distribution of the company in 2022 Explanation: The policy, system, standards and structure in place for paying remuneration to ordinary directors and independent directors and the relationship of factors such as the duties and risks undertaken and time invested by the directors to the amount of remuneration paid:

• (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

3

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, 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.

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

• (4) Table of director’s remuneration, please refer to attachment 4 (Meeting Handbook, p29).

• Amended “ Corporate Governance Best Practice Principles”

Explanation:

• (1) The case was handled according to the letter of Tai-zheng-shang-1-zi No. 1110023245 dated November 25, 2022, issued by Taiwan Stock Exchange Corporation.

• (2) Comparison table for the amendments, please refer to attachment 5 (Meeting Handbook, pp30~31).

4

【 Acknowledged matters 】

1. Adoption of the 2022 Business Report and Financial Statements.

(Proposed by the Board)

Explanation:

• (1) The company's 2022 final accounts booklet has been verified and approved by accountants Yu, Sheng-Ho, and Huang Yung-Hua of KPMG, Taiwan, and an audit report has been issued and approved by the board of directors.

• (2) Please refer to Attachment 1, 2 and 3 (Meeting Handbook, pp7~28) for more information about the above financial statements and business reports reviewed and completed by the Audit Committee.

• (3) Please acknowledge it.

Resolution:

1. Adoption of the Proposal for Offsetting of 2022 Loss.

(Proposed by the Board)

Explanation:

• (1) The Company's accumulated earnings for the previous period amounted to NT$380,873,176. After adding the remeasurement of the defined benefit plan of NT$10, 325,958 and the net loss of NT$42,657,460 for the year ended December 31, 2022, the distributable earnings for the current period amounted to NT$348,541,674, accordingly, the dividends of the company will not be issued.

• (2) For the 2022 Table of Loss Offsetting, please refer to attachment 6 (Meeting Handbook, p32).

• (3) Please acknowledge it.

Resolution:

5

【 Extemporary and Motions 】

【 Adjournment 】

6

Attachment 1

Ocean Plastics Co., Ltd. 2022 Business report

In 2022, the global economy is still affected by the Sino-US trade war, the covid-19 pneumonia, and the Ukraine-Russia war. Taiwan's economic situation is also affected by the above factors, and the market sentiment tends to tighten. Compared with 2021, there is little change in revenue for the whole plastic industry, but due to the price fluctuations of upstream petrochemical raw materials, the price difference between VCM raw materials and PVC powder products is smaller in 2022. In terms of export, although the export freight rate has gradually returned to normal levels in the second half of the year, it is still not enough to make the company profitable. Therefore, the profit in 2022 as a whole registered a sharp decline as compared with 2021. Looking at 2023, the covid-19 pandemic will slow down slightly, but the political and economic situation in various countries around the world is still turbulent, and the problems caused by the Ukrainian-Russian war have not been completely resolved, affecting normal global political and economic operations. We will carefully observe the changes in the overall plastics industry.

1. As the government continues to promote the economic revitalization plan, it will drive the overall domestic economic to prosperity.

2. To improve the revenue and profit of reinvested subsidiaries is still the direction of our efforts. And to activate idle assets to increase profits is always our established goal.

3. In the new year, in addition to increasing production capacity, reducing costs and improving quality, we will strengthen the research and development of new product in line with market demand. We will develop towards high value-added products, and fully control the source of raw material to ensure that there is no shortage of supply to achieve various production goals

4. Business performance in previous year:

5. (1) 2022 Implementation achievements of business plan:

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• A. The company’s turnover in 2022 consolidated financial statement was NT$6,506,136,000, an increase of NT$15,803,000 (0.24%), compared with NT$6,490,333,000 in 2021; the operating cost rate in 2022 was 94.31%, an increase of 1.78% compared with the operating cost rate in 2021 was 92.53%. The operating gross profit in 2022 was NT$370,138,000, a decrease of NT$114,479,000 from NT$484,617,000 in 2021, and the gross profit margin dropped from 7.47% to 5.69%. The operating expenses in 2022 was NT$561,388,000, an increase of NT$44,370,000, compared with the 2021 operating expenses of NT$517,018,000.

• B. The net operating loss in 2022 was NT$191,250,000, increase of NT$158,849,000 from the net operating loss of NT$32,401,000 in 2021. The non-operating net profit was NT$183,453,000 due to recognize the share of related enterprises and joint venture profits and losses, etc. under the equity method in 2022. The annual pre-tax net loss was NT$7,797,000, a decrease of NT$360,005,000 compared with the 2021 pre-tax net profit of NT$352,208,000, and deducted the income tax expense NT$34,860,000, making this year’s current net loss NT$42,657,000. Other comprehensive gains and losses for the current period were -NT$515,601,000, and the total comprehensive profit and loss for the current period was -NT$558,258,000.

2. Budget implementation:

udget implementation:
			Unit: NT$1,000
Item (non-consolidated financial statement)		FY 2022
	Actual Amount	Budget Amount	Achievement Rate %
Net OperatingRevenue	5,649,875	5,713,131	98.89
Gross Profit	219,302	455,747	48.12
OperatingIncome	-244,428	25,843	-945.82
Non-operatingIncome	214,585	264,994	80.98
Income before Tax	-29,843	274,697	-10.86
Income Tax Benefit (Expense)	-12,814	-5,168	247.95
Net Income	-42,657	269,529	-15.83

Note: Financial projections are not required to be disclosed under the regulations.

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3. Analysis of financial income and expenses and profitability.

			Unit: NT$1,000	Unit: NT$1,000
Item (non-consolidated financial statement)	FY2022	FY2021	Increase or decrease	Increase or decrease rate
Net Operating Revenue	5,649,875	5,730,874	-80,999	-1.41%
Net Income	-42,657	319,368	-362,025	-113.36%

Return on Assets:-0.31%, Return On Equity: -0.68%, Net Profit Margin: -0.76%, and Earnings Per Share: NT$-0.19.

4. R&D Status:

• (1) Successful development of soft hollow ball 400nm particle size specification formulation Redox polymerization technology.

• (2) Successful development of TPE wood-like inorganic flame-resistant formulation technology: passed UL94V0 flame-resistance test.

• (3) NonP plasticizer type PVC high soft medical pellets: product A05-S73R is developed.

• (4) PVC styrofoam particles: product PCE121-10 is developed.

• (5) Eco water-based PU+ Bio-sourced Materials.

Chairman: Manager:

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Accountant Supervisor

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Independent Auditors’ Report

To the Board of Directors of Ocean Plastics Co., Ltd:

Opinion

We have audited the consolidated financial statements of Ocean Plastics Co., Ltd and its subsidiaries (“ the Group”), which comprise the consolidated balance sheets as of December 31, 2022 and 2021, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the report of other auditors (please refer to Other Matter paragraph), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2022 and 2021, 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 with the International Financial Reporting Standards (“ IFRSs” ), International Accounting Standards (“ IASs” ), Interpretations developed by the International Financial Reporting Interpretations Committee (“ IFRIC” ) or the former Standing Interpretations Committee (“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 Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Account of Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirement. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Other Matter

We did not audit the financial statements of certain subsidiaries and Investments accounted for using equity method of the Group. Those financial statements were audited by other auditors. Therefore, our opinion, insofar as it relates to the Group, the financial statements of these subsidiaries reflect the total assets constituting 7% of the consolidated total assets at December 31, 2022 and 2021, and the total revenues constituting 14% and 13% of the consolidated total revenues for the years ended December 31, 2022 and 2021, respectively. The recognized investment in investee, using the equity method, constituted 4% and 3% of the total consolidated assets, respectively, as of December 31, 2022 and 2021, and the recognized share of profit or loss of associates and joint ventures accounted for using equity method constituted (1,232)% and 22% of profit before tax, respectively, for the years ended December 31, 2022 and 2021.

Ocean Plastics Co., Ltd has prepared its parent-company-only financial statements as of and for the years ended December 31, 2022 and 2021, on which we have issued an unmodified opinion with an Other Matter paragraph.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. 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.

1. Inventory evaluation

Please refer to note 4(h) for the accounting policy on Inventory” and note 6(f) for components of inventories and expenses.

Description of key audit matter:

The Group’ s inventories are mainly midstream and downstream products of petrochemicals (PVC) and related products. The measurement of the net realizable value and obsolescence of inventories is uncertain because of involvement of management’s subjective judgement. Therefore, we have considered inventory valuation to be a key audit matter.

How the matter was addressed in our audit:

Our principal audit procedures in this area included, among others: understanding inventory valuation policies to ensure that the process of inventory valuation was in conformity with the accounting policies, which included sampling inventories to test the accuracy of the aging report, reviewing the estimate of allowance for inventory loss in prior periods, and comparing it with the method and assumption used in estimating allowance for inventory loss for the current period, so as to assess the reasonableness, inspecting the sales after the balance sheet date in order to ensure that inventory valuation was appropriate.

2.Revenue recognition

Please refer to note 4(o) for the accounting policy on Revenue recognition” and note 6(u) for information about revenue recognition.

Description of key audit matter:

The Group engages in manufacturing and selling plastics materials and downstream plastic products (plastic construction tubing, plastic cloth, plasticized synthetic leather, etc.). Considering the high trade volume and decentral customers of the Group, the control of products transfers at different time points might impact the time of revenue recognition. Therefore, revenue recognition has been identified as a key matter in our audit.

How the matter was addressed in our audit:

Our principal audit procedures in this area included, among others: evaluating the reasonableness of revenue recognition, understanding and testing the internal control of sales and collection cycles to ascertain if the implement was operative, checking individual sales transactions, customer orders, shipping certificates, invoices and other documents, delving into periods before and after the balance sheet date in order to evaluate if the period of revenue recognition tallied with the trade condition and shipping documents.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs, IASs, interpretation as well as related guidance endorsed 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 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 auditor’s 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 Standards on Auditing of 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 Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

1. 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.

2. 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.

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

4. 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 cause significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

5. 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.

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1. Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Sheng-Ho Yu and YungHua Huang.

KPMG

Taipei, Taiwan (Republic of China) March 15, 2023

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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) OCEAN PLASTICS CO., LTD AND SUBSIDIARIES

Consolidated Balance Sheets

December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets Current assets: 1100 Cash and cash equivalents (note 6(a)) 1110 Current financial assets at fair value through profit or loss (note 6(b)) 1170 Notes and trade receivables, net (note 6(e)) 1180 Accounts receivable due from related parties, net (notes 6(e) and 7) 130X Inventories (note 6(f)) 1470 Other current assets (note 6(k)) Non-current assets: 1510 Non-current financial assets at fair value through profit or loss (note 6(b)) 1517 Non-current financial assets at fair value through other comprehensive income (note 6(c)) 1535 Non-current financial assets at amortised cost, net (note 6(d)) 1550 Investments accounted for using equity method (note 6(g)) 1600 Property, plant and equipment (note 6(h)) 1755 Right-of-use assets (notes 6(i) and 7) 1760 Investments property, net (notes 6(j) and 8) 1900 Other non-current assets (notes 6(k) and 8) Total assets	December 31, 2022 Amount % $ 471,820 4 289,833 2 623,846 5 1,867 - 532,006 5 64,780 1 1,984,152 17 11,827 - 637,472 5 44,110 - 448,493 4 3,378,266 29 161,564 1 5,037,904 43 66,174 1 9,785,810 83 $ 11,769,962 100	December 31, 2021 Amount % 414,256 3 436,198 3 751,866 6 - - 968,087 7 86,494 1 2,656,901 20 9,326 - 1,169,824 9 21,715 - 417,247 3 3,450,776 28 192,346 1 4,995,629 38 66,419 1 10,323,282 80 12,980,183 100 Liabilities and Equity Current liabilities: 2100 Short-term borrowings (notes 6(m) and 8) 2170 Notes and trade payables 2200 Other payables 2220 Other payables to related parties (note 7) 2300 Other current liabilities (notes 6(l), (o), (u) and 7) 2320 Long-term liabilities, current portion (notes 6(n) and 8) Non-Current liabilities: 2540 Long-term borrowings (notes 6(n) and 8) 2570 Deferred tax liabilities (note 6(r)) 2640 Net defined benefit liability, non-current (note 6(q)) 2670 Other non-current liabilities, others (notes 6(o) and 7) Total liabilities Equity attributable to owners of parent(note 6(s)): 3100 Capital stock 3200 Capital surplus 3300 Retained earnings 3400 Other equity 3500 Treasury shares Total equity Total liabilities and equity	December 31, 2022	December 31, 2022		December 31, 2021
			Amount	%		Amount % 150,000 1 963,972 7 251,360 2 3,083 - 51,460 - 54,167 - 1,474,042 10 3,145,798 24 1,439,652 12 105,337 1 188,757 1 4,879,544 38 6,353,586 48 2,272,283 18 14,335 - 3,603,417 28 772,751 6 (36,189) - 6,626,597 52 12,980,183 100

See accompanying notes to consolidated financial statements.

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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) OCEAN PLASTICS CO., LTD AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

4100 Operating revenues, net (note 6(u)) 5000 Operating costs (notes 6(f) and 7) 5900 Gross profit from operation 6000 Operating expenses(notes 6(e), (h), (i), (j), (q), (v) and 7): 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Impairment gain and reversal of impairment loss determined in accordance with IFRS 9 6000 Total operating expenses 6900 Net operating loss 7000 Non-operating income and expenses : 7100 Interest income (note 6(w)) 7010 Other income (note 6(w)) 7020 Other gains and losses, net (note 6(w)) 7050 Finance costs (note 6(w)) 7060 Share of profit of associates accounted for using equity method (note 6(g)) Total non-operating income and expenses Profit (loss) before income tax 7950 Less: Income tax expenses (note 6(r)) Profit (loss) 8300 Other comprehensive income: 8310 Items that will not be reclassified to profit or loss 8311 Gains (losses) on remeasurements of defined benefit plans 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8360 Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translation 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 8300 Other comprehensive income Total comprehensive income Earnings per share (NT dollars)(note 6(t)) 9750 Basic (loss) earnings per share 9850 Diluted (loss) earnings per share	2022 Amount % $ 6,506,136 100 6,135,998 94 370,138 6 395,760 6 148,889 2 15,451 - 1,288 - 561,388 8 (191,250) (2) 7,901 - 185,321 3 (87,664) (1) (18,148) - 96,043 1 183,453 3 (7,797) 1 34,860 1 (42,657) - 10,326 - (532,352) (8) - - (522,026) (8) 6,425 - - - 6,425 - (515,601) (8) $ (558,258) (8) $ (0.19) $ (0.19)	2021 Amount % 6,490,333 100 6,005,716 93 484,617 7 371,412 6 133,676 2 11,496 - 434 - 517,018 8 (32,401) (1) 4,344 - 165,860 3 151,077 2 (15,400) - 78,728 1 384,609 6 352,208 5 32,840 1 319,368 4 3,378 - (82,133) (1) - - (78,755) (1) 2,552 - - - 2,552 - (76,203) (1) 243,165 3 1.45 1.45

See accompanying notes to consolidated financial statements.

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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) OCEAN PLASTICS CO., LTD AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2022 and 2021 (Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2021 Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends of ordinary share Profit Other comprehensive income Total comprehensive income Adjustments of capital surplus for company's cash dividends received by subsidiaries Balance at December 31, 2021 Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends of ordinary share Profit (loss) Other comprehensive income Total comprehensive income Adjustments of capital surplus for company's cash dividends received by subsidiaries Balance at December 31, 2022							Equity attributable to owne	Equity attributable to owne	Equity attributable to owne	Equity attributable to owne	Equity attributable to owne	r	s of parent	s of parent	s of parent				Treasury shares	Total equity
	Share capital		Capital surplus				Retained earnings						Total other equity interest
													Exchange differences on translation of foreign financial statements		Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income	Total other equity interest
	Ordinary shares				Legal reserve		Special reserve	Unappropriated retained earnings		Total retained earnings
	$ 2,272,283 - - - - - - - 2,272,283 - - - - - - - $ 2,272,283		7,792		-		2,978,245		529,654		3,507,899		(39,407) - - - - 2,552 2,552 - (36,855) - - - - 6,425 6,425 - (30,430)		891,739		852,332		(36,189) - - - - - - - (36,189) - - - - - - - (36,189)	6,604,117 - (227,228) (227,228) 319,368 (76,203) 243,165 6,543 6,626,597 - (159,059) (159,059) (42,657) (515,601) (558,258) 4,580 5,913,860
			- -		52,965 -		- -								- -		- -
			-		52,965		-								-		-
			- -		- -		- -
			-		-		-
			6,543		-		-
			14,335 - -		52,965 32,275 -		2,978,245 - -
			-		32,275		-
			- -		- -		- -
			-		-		-
			4,580		-		-
			18,915		85,240		2,978,245

See accompanying notes to consolidated financial statements.

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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) OCEAN PLASTICS CO., LTD AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities: Profit (loss) before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation expense Expected credit loss Net loss (gain) on financial assets or liabilities at fair value through profit or loss Interest expense Interest income Dividend income Share of loss (profit) of associates and joint ventures accounted for using equity method Loss (gain) on disposal of property, plan and equipment Property, plan and equipment transferred to expenses Loss (gain) on disposal of investment properties Loss (gain) on disposal of investments Profit from lease moditication Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Notes receivable Accounts receivable Inventories Other current assets Operating assets Total changes in operating assets Changes in operating liabilities: Contract liabilities Notes payable Accounts payable Other payable Other payable to related parties Provisions Other current liabilities Net defined benefit liability Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments	2022 $ (7,797) 213,596 1,288 154,553 54,102 (7,901) (140,420) (96,043) (1,120) 335 - - (1,348) 177,042 19,477 105,363 436,156 17,458 1,174 579,628 4,107 (99,418) (364,586) (30,030) 15 847 (141) (3,176) (492,382) 87,246 264,288	2021 352,208 206,568 434 (121,883) 42,828 (4,344) (97,957) (78,728) - 441 (18,689) (1,385) - (72,715) (11,570) (77,565) (457,870) 33,586 (19,914) (533,333) 19,613 169,110 304,731 13,185 (121) 1,081 94 (2,924) 504,769 (28,564) (101,279)

See accompanying notes to consolidated financial statements.

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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) OCEAN PLASTICS CO., LTD AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2022 and 2021 (Expressed in Thousands of New Taiwan Dollars)

Cash inflow generated from operations Interest received Dividends received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Proceeds from disposal of financial assets at amortised cost Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of investment properties Proceeds from disposal of investment properties Net cash flows used in investing activities Cash flows from (used in) financing activities: Increase (decrease) in short-term loans Proceeds from long-term debt Repayments of long-term debt Increase in deposits received Payment of lease liabilities Cash dividends paid Net cash flows from (used in) financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period

See accompanying notes to consolidated financial statements.

18

Independent Auditors’ Report

To the Board of Directors of Ocean Plastics Co., Ltd.:

Opinion

We have audited the financial statements of Ocean Plastics Co., Ltd.(“the Company”), which comprise the balance sheets as of December 31, 2022 and 2021, the statements of comprehensive income, changes in equity and cash flows for the years then ended and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors (please refer to Other Matter paragraph), the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

Other Matter

We did not audit the financial statements of Ocean Group Ltd., Fermat Enterprises Ltd., Universe Enterprises Ltd. and Chun Pin Enterprise Co., Ltd., which represented investment in another entity accounted for using the equity method. Those statements were audited by other auditors, whose reports have been furnished to us, and our opinion, insofar as it relates to the amounts included for Ocean Group Ltd., Fermat Enterprises Ltd., Universe Enterprises Ltd., and Chun Pin Enterprise Co., Ltd., is based solely on the reports of other auditors. The investment in Ocean Group Ltd., Fermat Enterprises Ltd. and Universe Enterprises Ltd. and Chun Pin Enterprise Co., Ltd. accounted for using the equity method constituting 12% and 10% of total assets at both December 31, 2022 and 2021, and the related share of profit of associates and joint ventures accounted for using the equity method constituting (553)% and 21% of total profit before tax for the years then ended, respectively.

19

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Inventory valuation

Please refer to note 4(g) for the accounting policy on “ Inventory” and note 6(e) for components of inventories and expenses.

Description of key audit matter:

The Company's inventories are mainly midstream and downstream products of petrochemicals (PVC) and related products. The measurement of the net realizable value and obsolescence of inventories is uncertain because of involvement of management's subjective judgement. Therefore, we have considered inventory valuation to be a key audit matter.

How the matter was addressed in our audit:

Our principal audit procedures in this area included, among others: understanding inventory valuation policies to ensure that the process of inventory valuation was in conformity with the accounting policies, which included sampling the sources of the market prices adopted in inventory valuation to ascertain the appropriateness, and sampling inventories to test the accuracy of the aging report, reviewing the estimate of allowance for inventory loss in prior periods, and comparing it with the method and assumption used in estimating allowance for inventory loss for the current period, so as to assess the reasonableness, inspecting the sales after the balance sheet date in order to ensure that inventory valuation was appropriate.

2.Revenue recognition

Please refer to note 4(n) for the accounting policy on “Revenue recognition” and note 6(s) for information about revenue recognition.

Description of key audit matter:

The Company engages in manufacturing and selling plastics materials and downstream plastic products (plastic construction tubing, plastic cloth, plasticized synthetic leather, etc.). Considering the high trade volume and decentral customers of the Company, the control of products transfers at different time points might impact the time of revenue recognition. Therefore, revenue recognition has been identified as a key matter in our audit.

How the matter was addressed in our audit:

Our principal audit procedures in this area included, among others: evaluating the reasonableness of revenue recognition, understanding and testing the internal control of sales and collection cycles to ascertain if the implement was operative, checking individual sales transactions, customer orders, shipping certificates, invoices and other documents, delving into the periods before and after the balance sheet date in order to evaluate if the period of revenue recognition tallied with the trade condition and shipping documents.

20

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs, IASs, interpretation as well as related guidance endorsed 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 financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the 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 the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 Standards on Auditing of 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 financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

1. Identify and assess the risks of material misstatement of the 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.

2. 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.

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the 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.

5. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

21

1. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Sheng-Ho Yu and YungHua Huang.

KPMG

Taipei, Taiwan (Republic of China) March 15, 2023

Notes to Readers

The accompanying parent company only financial statements are intended only to present the statement of financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally accepted and applied in the Republic of China.

The auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and parent company only financial statements, the Chinese version shall prevail.

22

(English Translation of Parent Company Only Financial Statements and Report Originally Issued in Chinese) Ocean Plastics Co., Ltd.

Balance Sheets

December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets Current assets: 1100 Cash and cash equivalents (note 6(a)) 1110 Current financial assets at fair value through profit or loss (note 6(b)) 1170 Notes and trade receivables, net (note 6(d)(s) and 7) 130X Inventories (note 6(e)) 1470 Other current assets (note 7) Non-current assets: 1517 Non-current financial assets at fair value through other comprehensive income (note 6(c)) 1550 Investments accounted for using equity method (note 6(f)) 1600 Property, plant and equipment (note 6(g) and 8) 1755 Right-of-use assets (note 6(h)) 1760 Investments property, net (note 6(i) and 8) 1840 Deferred tax assets (note 6(p)) 1900 Other non-current assets (note 8) 1942 Long-term accounts receivables due from related parties (note 7) Total assets	December 31, 2022 Amount % $ 134,045 2 131,774 2 613,720 7 368,207 4 58,687 1 1,306,433 16 592,012 7 2,641,681 31 3,241,123 38 76,423 1 436,740 5 13,326 - 51,074 1 75,696 1 7,128,075 84 $ 8,434,508 100	December 31, 2021 Amount % 145,788 1 206,422 2 755,741 8 714,678 7 63,270 1 1,885,899 19 1,091,906 11 2,710,818 28 3,304,874 34 100,066 1 458,209 5 12,397 - 52,277 1 83,382 1 7,813,929 81 9,699,828 100 Liabilities and Equity Current liabilities: 2100 Short-term borrowings (note 6(k) and 8) 2171 Notes and trade payables 2200 Other payables 2300 Other current liabilities (note 6(j)(m) and 8) 2230 Current tax liabilities (note 6(p)) 2320 Long-term liabilities, current portion (note 6(l) and 8) Non-Current liabilities: 2540 Long-term borrowings (note 6(l) and 8) 2570 Deferred tax liabilities (note 6(p)) 2640 Net defined benefit liability, non-current (note 6(o)) 2670 Other non-current liabilities, others (note 6(m)(o)) Total liabilities Equity attributable to owners of parent (note 6(q)): 3100 Capital stock 3200 Capital surplus 3300 Retained earnings 3400 Other equity 3500 Treasury shares Total equity Total liabilities and equity	December 31, 2022	December 31, 2022		December 31, 2021
			Amount	%		Amount % 150,000 2 892,100 9 201,009 2 36,852 - 11,223 - 54,167 1 1,345,351 14 1,080,417 11 417,666 5 105,337 1 124,460 1 1,727,880 18 3,073,231 32 2,272,283 23 14,335 - 3,603,417 37 772,751 8 (36,189) - 6,626,597 68 9,699,828 100

See accompanying notes to parent company only financial statements.

23

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Ocean Plastics Co., Ltd.

Statements of Comprehensive Income

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

4100 Operating revenues, net (note 6(s) and 7) 5000 Operating costs (note 6(e)(g)(o) and 7) 5900 Gross profit from operation 6000 Operating expenses (note 6(d)(g)(h)(i)(n)(o)): 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Impairment gain and reversal of impairment loss determined in accordance with IFRS 9 Total operating expenses 6900 Net operating loss 7000 Non-operating income and expenses: 7100 Interest income (note 6(u)) 7010 Other income (note 6(u)) 7020 Other gains and losses, net (note 6(u)) 7050 Finance costs 7070 Share of profit (loss) of associates and joint ventures accounted for using equity method, net (note6(f)) Total non-operating income and expenses Profit (loss) before income tax 7950 Less: Income tax expenses (note 6(p)) Profit (loss) 8300 Other comprehensive income: 8310 Items that will not be reclassified to profit or loss 8311 Gains (losses) on remeasurements of defined benefit plans 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8330 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8360 Items that will be reclassified to profit or loss 8361 Exchange differences on translation 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 8300 Other comprehensive income Total comprehensive income Earnings per share (NT dollars) (note 6(r)) 9750 Basic (loss) earnings per share Diluted (loss) earnings per share	2022 Amount % $ 5,649,875 100 5,430,573 96 219,302 4 363,769 6 88,407 2 10,266 - 1,288 - 463,730 8 (244,428) (4) 626 - 168,246 3 (17,577) - (17,493) - 80,783 1 214,585 4 (29,843) - 12,814 - (42,657) - 10,326 - (499,894) (9) (32,458) (1) - - (522,026) (10) 6,425 - - - 6,425 - (515,601) (10) $ (558,258) (10) $ (0.19) $ (0.19)	2021 Amount % 5,730,874 100 5,321,209 93 409,665 7 338,874 6 90,578 2 9,926 - 434 - 439,812 8 (30,147) (1) 79 - 155,138 3 83,170 1 (14,854) - 151,772 3 375,305 7 345,158 6 25,790 - 319,368 6 3,378 - (97,103) (2) 14,970 - - - (78,755) (2) 2,552 - - - 2,552 - (76,203) (2) 243,165 4 1.45 1.45

See accompanying notes to parent company only financial statements.

24

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Ocean Plastics Co., Ltd.

Statements of Changes in Equity

For the years ended December 31, 2022 and 2021 (Expressed in Thousands of New Taiwan Dollars)

Share capital Ordinary shares Balance at January 1, 2021 $ 2,272,283 Profit - Other comprehensive income - Total comprehensive income - Appropriation and distribution of retained earnings: Legal reserve appropriated - Cash dividends of ordinary share - Adjustments of capital surplus for company's cash dividends received by subsidiaries - Balance at December 31, 2021 2,272,283 Profit - Other comprehensive income - Total comprehensive income - Appropriation and distribution of retained earnings: Legal reserve - Cash dividends of ordinary share - Adjustments of capital surplus for company's cash dividends received by subsidiaries - Balance at December 31, 2022 $ 2,272,283	Share capital		Capital surplus				Retained earnings	Retained earnings	Retained earnings				Total other equity interest	Total other equity interest	Total other equity interest				Treasury shares	Total equity
													Exchange differences on translation of foreign financial statements		Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income	Total other equity interest
	Ordinary shares				Legal reserve		Special reserve	Unappropriated retained earnings		Total retained earnings
			7,792		-		2,978,245		529,654		3,507,899		(39,407) - 2,552 2,552 - - - (36,855) - 6,425 6,425 - - - (30,430)		891,739		852,332		(36,189) - - - - - - (36,189) - - - - - - (36,189)	6,604,117 319,368 (76,203) 243,165 - (227,228) 6,543 6,626,597 (42,657) (515,601) (558,258) - (159,059) 4,580 5,913,860
			- -		- -		- -		319,368 3,378		319,368 3,378
			-		-		-		322,746		322,746
			- - 6,543		52,965 - -		- - -
			14,335 - -		52,965 - -		2,978,245 - -
			-		-		-
			- - 4,580		32,275 - -		- - -
			18,915		85,240		2,978,245

See accompanying notes to parent company only financial statements.

25

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Ocean Plastics Co., Ltd.

Statements of Cash Flows

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities: Profit (loss) before tax Adjustments: Adjustments to reconcile loss: Depreciation expense Expected credit loss Net loss (gain) on financial assets or liabilities at fair value through profit or loss Interest expense Interest income Dividend income Share of loss (profit) of subsidiaries,associates and joint ventures accounted for using equity method Property, plant and equipment transferred to expenses Gain on disposal of investment properties Gain on disposal of investments Other Total adjustments to reconcile loss Changes in operating assets and liabilities: Changes in operating assets: Notes and trade receivables Inventories Other current assets Other financial assets Other operating assets Total changes in operating assets Changes in operating liabilities: Contract liabilities Notes and trade payables Other payable Provisions Other current liabilities Net defined benefit liability Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments	2022 $ (29,843) 192,204 1,288 74,648 17,493 (626) (125,717) (80,783) 335 - - (1,348) 77,494 140,733 346,546 13,482 (1,740) (205) 498,816 (2,749) (424,677) (22,511) 847 (99) (3,176) (452,365) 46,451 123,945	2021 345,158 186,816 434 (61,233) 14,854 (79) (91,832) (151,772) 441 (8,269) (1,385) - (112,025) (134,897) (346,194) (788) (17,843) (3,922) (503,644) 11,874 437,376 (4,008) 1,081 99 (2,924) 443,498 (60,146) (172,171)

See accompanying notes to parent company only financial statements.

26

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Ocean Plastics Co., Ltd.

Statements of Cash Flows

For the years ended December 31, 2022 and 2021 (Expressed in Thousands of New Taiwan Dollars)

Cash inflow generated from operations Interest received Dividends received Interest paid Income taxes (paid) refund Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Acquisition of property, plant and equipment Decrease in refundable deposits Increase in other receivables due from related parties Proceeds from disposal of investment properties Net cash flows used in investing activities Cash flows from (used in) financing activities: Increase in short-term loans Proceeds from long-term debt Repayments of long-term debt Payment of lease liabilities Cash dividends paid Net cash flows used in financing activities Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period

See accompanying notes to parent company only financial statements.

27

Attachment 3

To: The company’s 2023 General Shareholder Meeting

Ocean Plastics Co., Ltd. Audit Committee’s Review Report

We hereby accept the 2022 annual business report, the earnings distribution statement submitted by the board of directors of the company, and the 2022 individual financial report and consolidated financial report that have been checked and certified by KGMP, Taiwan, and the audit committee has completed the audit, it is believed that there is no inconsistency, and according to the provisions of Article 14-4 of the Securities and Exchange Act, and Article 219 of the Company Act, it is reported to be reviewed.

Hou, Ming-Li

Convener of Audit Committee

March 14, 2023

28

Attachment 4

2022 Table of director’s remuneration (the method of revealing the names of individual cooperation grades)

													Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000	Unit: NT$1,000
Title	Name				Remuneration						Ratio of Total Remuneration (A+B+C+D) to Net Income (%)		Relevant Remuneration Received by Directors Who are Also Employees								Ratio of Total Compensation (A+B+C+D+E+ F+G) to Net Income(%)		Remuneration from ventures other than subsidiaries or from the parent company
			Remuneration (A)		Severance Pay (B)		Directors Compensation (C)		Allowances (D)				Salary, Bonuses, and Allowances (E)		Severance Pay (F)		Employee Compensation (G)
			The company	Companies in thee consolidated financial statements	The company	Companies in thee consolidated financial statements	The company	Companies in thee consolidated financial statements	The company	Companies in thee consolidated financial statements	The company	Companies in thee consolidated financial statements	The company	Companies in thee consolidated financial statements	The company	Companies in thee consolidated financial statements	The company		Companies in thee consolidated inancial statement		The company	Companies in thee consolidated financial statements
																	Cash	Stock	Cash	Stock
Director	Chen Chin-Ming		144	144	0	0	0	0	25	25	169 -0.40%	169 -0.40%	4,121	4,121	0	0	0	0	0	0	4,290 -10.06%	4,290 -10.06%	No
	Hsuan Yang Investment Co., Ltd.	Rep. Wang Hai-Lun	144	144	0	0	0	0	20	20	164 -0.38%	164 -0.38%	0	0	0	0	0	0	0	0	164 -0.38%	164 -0.38%	No
	WANT WANT CO. LTD.	Rep. Hsieh Yu-Chin	144	144	0	0	0	0	25	25	169 -0.40%	169 -0.40%	0	0	0	0	0	0	0	0	169 -0.40%	169 -0.40%	No
		Rep. Hung, Yung-Tsung	0	0	0	0	0	0	0	0	-	-	0	0	0	0	0	0	0	0	-	-	No
	Li Xiang Industry Co., Ltd.	Rep. Chu, Tsung-Pin	144	144	0	0	0	0	25	25	169 -0.40%	169 -0.40%	0	0	0	0	0	0	0	0	169 -0.40%	169 -0.40%	No
	Chen Chin-Hsiung		144	144	0	0	0	0	25	25	169 -0.40%	169 -0.40%	0	0	0	0	0	0	0	0	169 -0.40%	169 -0.40%	No
	Hsieh Tzu-Yun		144	144	0	0	0	0	25	25	169 -0.40%	169 -0.40%	0	0	0	0	0	0	0	0	169 -0.40%	169 -0.40%	No
Independent Director	Chang Yi-Yun		424	424	0	0	0	0	25	25	449 -1.05%	449 -1.05%	0	0	0	0	0	0	0	0	449 -1.05%	449 -1.05%	No
	Hou Ming-Li		424	424	0	0	0	0	25	25	449 -1.05%	449 -1.05%	0	0	0	0	0	0	0	0	449 -1.05%	449 -1.05%	No
	Chen Wei-Lung		424	424	0	0	0	0	25	25	449 -1.05%	449 -1.05%	0	0	0	0	0	0	0	0	449 -1.05%	449 -1.05%	No
	Chien Hsueh-Li		424	424	0	0	0	0	25	25	449 -1.05%	449 -1.05%	0	0	0	0	0	0	0	0	449 -1.05%	449 -1.05%	No

Note 1: The legal representative of Want Want Co., Ltd. was changed into Hung, Yung-Tsung from Hsieh, Yu-Chin from January 1, 2023.

29

Attachment 5

Ocean Plastics Co., Ltd.

Comparison table for the amendments of “Cor orate Governance Best Practice Princi les” p p

Amended form Original form Note Article 13 Article 13 1. In order to prevent In entering into material financial and In entering into material the conflicts of business transactions such as acquisition or financial and business interests and disposal of assets, lending funds, and making transactions such as information endorsements or providing guarantees, the acquisition or disposal of asymmetry that company shall proceed in accordance with the assets, lending funds, and may arise when the applicable laws and/or regulations and establish making endorsements or company's operating procedures in relation to these providing guarantees, the management or material financial and business transactions company shall proceed in major shareholders which shall be reported to and approved by the accordance with the participate in shareholders meeting so as to protect the applicable laws and/or mergers and interests of the shareholders. regulations and establish acquisitions, it is When the company is involved in a operating procedures in supplemented to merger, acquisition or public tender offer, in relation to these material allow professional addition to proceeding in accordance with the financial and business and objective third applicable laws and/or regulations, it shall not transactions which shall be parties to only pay attention to the fairness, rationality, reported to and approved by participate in the etc. of the plan and transaction of the merger, the shareholders meeting so entire merger acquisition or public tender offer, but as to protect the interests of review process to information disclosure and the soundness of the the shareholders. ensure the fairness company's financial structure thereafter. When the company is of mergers and When the company's management or major involved in a merger, acquisitions. shareholders participate in mergers and acquisition or public tender 2 Requirements for acquisitions, offer, in addition to the independence legal opinions should be issued by proceeding in accordance of lawyers are independent lawyers to determine if the with the applicable laws supplemented. members of the audit committee reviewing the and/or regulations, it shall 3. In line with the aforementioned mergers and acquisitions not only pay attention to the addition of Items 3 comply with the provisions of Article 3 of the fairness, rationality, etc. of and 4 of the revised Regulations Governing Appointment of the plan and transaction of article, the text of Independent Directors and Compliance Matters the merger, acquisition or Item 3 of the for Public Companies, to determine if the public tender offer, but original article is members are related to the counterpart of the information disclosure and deferred and merger and acquisition transaction or have any the soundness of the revised. interest relationship sufficient to affect their company's financial structure independence, and to determine if the design thereafter. and implementation of relevant procedures are The relevant personnel in compliance with relevant laws and of the company handling the regulations, and if the information is fully matters in the preceding disclosed in accordance with relevant laws and paragraph shall pay attention regulations. to the occurrence of any The qualifications of lawyers referred to in conflicts of interest and the the preceding Paragraph shall comply with need for recusal. Article 3 of the Regulations Governing

30

Amended form	Original form	Note
Appointment of Independent Directors and Compliance Matters for Public Companies, and shall not be related to the parties of the merger and acquisition transaction or have any interest relationship sufficient to affect their independence. The relevant personnel of the company handling the matters ofmerger and public tender offerin the preceding paragraph shall pay attention to the occurrence of any conflicts of interest and the need for recusal.
Article 57 The Corporate Governance Best Practice Principles shall be effective upon adoption by the Board of Directors and shall be amended as well. Adopted on December 21, 2021. The 1stamendment was made on December 21, 2022.	Article 57 The Corporate Governance Best Practice Principles shall be effective upon adoption by the Board of Directors and shall be amended as well. Adopted on December 21, 2021.	Added the date of the 1stamendment.

31

Attachment 6

Ocean Plastics Co., Ltd. 2022 Table of Loss Offsetting

		Unit: NT$
Item	Amount	Remarks
Accumulated distributable earnings at start of period Plus (less): Changes in the remeasured amount of the defined benefit plan for the current period Disposal of equity instruments at fair value through other comprehensive profit or loss - subsidiary Net Loss after tax for the current period Distributable surplus at the end of the period Less: Legal surplus reserve Distribution items: Undistributed surplus at the end of the period	380,873,176 10,325,958 (42,657,460)
	348,541,674
	348,541,674
Chairman Manager	Accountant Supervisor

32

Ocean Plastics Co., Ltd. Rules of Procedure for Shareholders Meetings

• Article 1 The rules of procedures for the Company’s Shareholders Meetings, except as otherwise provided by laws, regulation, or the Memorandum and Articles of Association, shall be as provided in these Rules.

• Article 2 The company shall state in the meeting notice the time and place of the acceptance of the shareholder's registration, and other matters that should be noted.

• The time for accepting shareholders' registration in the preceding paragraph shall be made at least 30 minutes before the start of the meeting; the registration office shall be clearly marked, and appropriate and competent personnel shall be assigned to handle it.

• Shareholders (including his/her agent) shall be admitted to shareholders’ meetings on the basis of attendance passes, attendance cards or other attendance permits. Those persons soliciting proxy forms shall be required to present identification documents for identities check.

• The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

• Article 3 Attendance and voting at Shareholders Meetings shall be calculated based on numbers of shares.

• Article 4 The board of directors meeting shall be held at the location and during the business hours of the company, or at a place and time convenient to all directors and suitable for holding such a meeting. The start time of convention of a shareholders’ meeting shall not be earlier than 9 a.m. or later than 3 p.m..

• Article 5 If a Shareholders Meeting is convened by the Board of Directors, the meeting shall be chaired by the Chairperson of the Board. When the Chairperson of the Board is on leave or for any reason unable to exercise the powers of the Chairperson, he/she shall appoint one of the Managing Directors to act as chair. Where the Chairperson does not make such a designation, the Managing Directors or the Directors shall select from among themselves one person to serve as chair

• When a Managing Director or a Director serves as chair, as referred to in the preceding paragraph, the Managing Director or Director shall be one who has held that position for 6 months or more and who understands the financial and business conditions of the company. The same shall be true for are presentative of a juristic person director that serves as chair.

• If a Shareholders Meeting is convened by a party with power to convene but other than the Board of Directors, the convening party shall chair the meeting.

• Article 6 The Company may appoint designated attorneys, certified public accounts or relevant persons to attend shareholders’ meetings.

• Article 7 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.

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The recorded materials of the preceding paragraph shall be retained for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Taiwan Company Act, the recording shall be retained until the conclusion of the litigation.

• Article 8 The chair shall call the meeting to order at the appointed meeting time, At the same time, relevant information such as the number of non-voting rights and the number of shares attended will be announced. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than 1 hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Taiwan Company Act.

• When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders meeting pursuant to Article 174 of the Taiwan Company Act.

• Article 9 If the shareholders’ meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

• The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is not the Board of Directors.

• The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs(including extraordinary motions), except by a resolution of the share holders meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the Board of Directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

• Article 10 Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

• A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

• When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

• Article 11 Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the

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• agenda item, the chair may terminate the speech.

• Article 12 When the government or a legal entity is a shareholder, it may appoint more than one (1) person to attend shareholders’ meetings; provided, however, that a legal entity serving as a proxy to attend a shareholders’ meeting may appoint only one representative to attend the meeting.

• When a corporate shareholder appoints more than two (2) representatives to attend the meeting, only one representative can speak for each resolution.

• Article 13 The chairman may respond or designate other persons to respond after speech of attending shareholders.

• Article 14 Chairman at shareholders’ meetings shall provide sufficient opportunity for explanation and discussion of agenda items. When the chairman is of the opinion that a matter has been sufficiently discussed to a degree of that it can be decided by vote, the chairman may announce the discussion ended and bring the matter to vote and arrange adequate voting time.

• Article 15 Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be share holders of the Company.

• Vote counting for shareholders meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

• The election of Directors at a shareholders meeting shall be held in accordance with the applicable election rules of the Company.

• Article 16 When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.

• A resolution may be adopted at a shareholders meeting to defer or resume the meeting within 5 days in accordance with Article 182 of the Company Act.

• Article 17 Unless otherwise specified in the Company Act and the M&A, resolutions shall be adopted by a majority of the votes represented by the attending shareholders. When voting is called, the chairman or its designated person shall be responsible for announcing total voting rights of the attending shareholders for each resolution, and shareholders shall thereafter vote for each resolution accordingly. The result of shareholders’ consents, objections or waiver to vote shall be imported into the Mark Observation Post System on the same day after the shareholders’ meeting.

• Article 18 If there is an amendment or replacement proposal to the original proposal, the chairman shall decide the sequence of voting for such proposals, provided if any one of proposals has been approved, the others shall be deemed vetoed and no further voting is required.

• Article 19 The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."

• Article 20 When a shareholder violates the rules of procedure and defies the chair's

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correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

• Article 21 Motions shall be made in writing. In addition to the motions listed on the agenda, amendments to the original motion, substitute motions or other motions proposed by shareholders on an ad hoc basis should be seconded by other shareholders, as should changes to the agenda and motions to adjourn the meeting.

• Article 22 Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes maybe produced and distributed in electronic form.

The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS.

• The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their results (including the statistical rights), and shall be retained for the duration of the existence of the Company.

• Article 23 All matters not provided for in these Rules, unless otherwise provided by law or the bylaws, are subject to the discretion of the chairman.

• Article 24 These Rules, and any amendments hereto, shall be implemented after adoption by Shareholders’ Meetings.

Amended by the shareholders meeting on May 31, 1999. Amended by the shareholders meeting on May 25, 2000. Amended by the shareholders meeting on June 10, 2002. Amended by the shareholders meeting on June 11, 2007. Amended by the shareholders meeting on June 16, 2009. Amended by the shareholders meeting on June 13, 2013. Amended by the shareholders meeting on June 27, 2021.

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Ocean Plastics Co., Ltd. Articles of Incorporation

Chapter 1 General Provisions

• Article 1 The Company is incorporated as a company limited by shares in accordance with the Company Act and it name shall be 大洋塑膠股份有限公司 in Chinese language and OCEAN PLASTICS CO., LTD. in English language. Article 2 The scope of business of the Company is as follows:

• Plastic Material Manufacturing and Selling

• Plastic Products Manufacturing and Selling

• Plastic Industrial with Material Manufacturing and Selling

• C801020Petrochemical Materials Manufacturing

• 。

• 1. C801040 Synthetic Resin Manufacturing

• C801990Other Chemical Materials Manufacturing (Plastic alloy of mixed rubber particles, fiber reinforced plastic of mixed rubber particles, 。

concentrate)

1. H701010Housing and Building Development and Rental

2. H701020Industrial Factory Development and Rental

3. H703010 Factory Building Leasing

4. H703030 Official Building Leasing

5. F401010International Trade

6. F301010 Department Stores

7. F301020 Supermarkets

8. F301030General Merchandise

9. ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

10. Article 2-1 When the company becomes a shareholder of limited liability in other companies, the total amount of its investments should not subject to the limitation of “not exceed forty percent of the amount of its own paid-up capital” according to the article 13 of the Company Act.

11. Article 3 The company may make endorsements/guarantees for business according meeting minutes of the board of Directors.

12. Article 4 The company shall have its head office in Taipei city and its production facility in Taoyuan City, and may, when necessary, set up branch offices and production, transportation and marketing facilities in appropriate locations at home and abroad, whose establishment, alteration and termination shall be subject to the resolution of the board of Directors.

Chapter 2 Shares

• Article 5 The total capital stock of the Corporation is NTD 4,000,000,000 divided into 400,000,000 shares of NTD 10 per share. The Board of Directors is authorized to issue these shares separately.

• Article 6 The company may be exempted from printing any share certificate for the shares issued, and shall register the issued shares with a centralized securities depositary enterprise.

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• Article 7 The shareholder shall deliver to the Company the specimen of his or her seal for inspection, and in the event of any change, the shareholder shall rely on the seal deposited with the Company for the purpose of receiving dividends or exercising all other rights from the Company.

• Article 8 The company handle its shareholder services according to the Regulations Governing the Administration of Shareholder Services of Public Companies and related laws.

• Article 9 Assignment/transfer of shares of the company shall not be altered within 60 days prior to the convening date of a regular shareholders' meeting, or within 30 days prior to the convening date of a special shareholders' meeting, or within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonus or other benefits.

Chapter 3 Shareholders’ Meeting

• Article 10 Shareholders' meeting of the company shall be of two kinds: regular meeting of shareholders and Special meeting of shareholders. The regular meeting of shareholders shall be convened at least once a year within six months after close of each fiscal year; the special meeting of shareholders shall be convened whenever necessary according to the laws and regulations. The shareholders meeting in the preceding paragraph shall, unless otherwise provided for in the Company Act, be convened by the Board of Directors. The chairman of the board of directors shall preside the meetings. In case the chairman of the board of directors is on leave or absent or cannot exercise his power and authority for any cause, the chairman of the board of directors shall designate one of the directors to act on his behalf. In the absence of such a designation, the directors shall elect from among themselves an acting chairman of the board of directors.

• Where as for a shareholders' meeting convened by any other person having the convening right, he/she shall act as the chairman of that meeting provided, however, that if there are two or more persons having the convening right, the chairman of the meeting shall be elected from among themselves.

• Article 11 Except in the circumstances otherwise provided for in the Company Act, a shareholder shall have one voting power in respect of each share in his/her/its possession.

• Article 12 Unless otherwise specified in the Company Act, for the resolution of Shareholders’ meeting, it shall be made by the attendance with over a half of the shareholders holding outstanding number of shares and agreement of over a half of attending shareholders with voting rights.

Chapter 4 Directors and Managers

• Article 13 The Company shall have nine to ten directors, among whom there should be not less than three independent directors, and set an audit committee to replace the supervisor, each director shall hold office for a term of three years and is eligible for re-election. The total shareholding of all directors shall be in accordance with the regulations of the competent securities authorities. The election of directors of the Company adopts the candidate nomination

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system. Shareholders should elect from the list of director candidates. As electing directors, the number of votes exercisable in respect of one share shall be the same as the number of directors to be elected, and the total number of votes per share may be consolidated for election of one candidate or may be split for election of two or more candidates. A candidate to whom the ballots cast represent a prevailing number of votes shall be deemed a director elect. Independent and non-independent directors shall be elected at the same time, but the quota shall be calculated separately.

• Article 14 The board of directors is organized by directors, they elect a chairman of the board directors from among the directors who represents and handles the all business of the company.

• Article 15 A board of directors shall meet at least quarterly, a meeting may be called on shorter notice when necessary, the meetings of the board of directors shall be convened by the chairman of the board of directors. Except as otherwise stated in the Company Act, a resolution on a matter at a board of directors meeting requires the approval of a majority of the directors present at the meeting that shall be attended by a majority of all directors. If a director is unable to attend a board meeting for any reason, he or she may appoint another director to attend the meeting by proxy, unless otherwise provided in the Company Law, by issuing a power of attorney and listing the scope of authority to attend the meeting; a director may accept the appointment to act as the proxy referred to one other director only.

• The organizational rules of the board of directors shall be stipulated separately.

• The convening of Directors’ Meeting can be delivered by written mail, E-mail or facsimile.

• Article 16 The Company has an Audit Committee consisting of all independent directors, and the relevant organizational procedures shall be established by resolution of the Board of Directors; the exercise of its powers and functions and other matters to be followed shall be in accordance with the relevant laws and regulations and the Company's Articles of Incorporation.

• Article 17 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. 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 remuneration of the directors is authorized to be determined by the board of directors' meeting.

• Article 18 The Company may have a president and a vice president up to four persons who shall be appointed and removed by the Board of Directors in accordance with the law.

• Article 19 The president undertakes the order of the Chairman of the Board of Directors to manage the Company. If the President, who is assisted by the Executive Vice President, is unable to perform his duties for any reason, the Chairman of the Board of Directors shall appoint one of the Vice Presidents to act in his place.

• Article The company may obtain directors and officers liability insurance with

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19-1 respect to liabilities resulting from exercising their duties.

Chapter 5 Accounting

• Article 20 The Company's fiscal year shall be from January 1 to December 31 of each calendar year. Final accounting shall be prepared after the end of each fiscal year.

• Article 21 The board of directors shall prepare the following statements upon the completion of each accounting year: 1. Business reports;

• Financial statements; and

• Surplus distribution or loss off-setting proposals. And submit them to the generation shareholders meeting for approval in accordance with the law.

• Article 22 If there is a profit in the company's annual final accounts, it should set aside not less than 1% as employee compensation and not more than 2% as director compensation.

The above-mentioned benefit refers to the pre-tax benefit before the distribution of employee compensation and director compensation. The Company may distribute employee compensation to employees of its subsidiaries who meet certain criteria.

• Article If there is a net profit after tax for the current period in the annual final 22-1 accounts of the company, it shall first make up for the losses of the previous years, and then accrue 10% of the legal surplus reserve and allocate or reverse the special surplus reserve according to the regulations, and then add up the accumulated undistributed surplus. The distributable surplus is then available for distribution, and the board of directors proposes a surplus distribution proposal to the shareholders' meeting for distribution in accordance with the Company's dividend policy.

• The dividend policy in the preceding paragraph may be distributed in three ways: cash dividends, capitalization of retained earnings, and capitalization of Additional Paid-In Capital, depending on the profitability of the year. The distribution shall not be less than 20%. If the company has an investment plan or needs to improve its financial structure, cash dividends may be issued by capitalization of retained earnings or of Additional Paid-In Capital, but the minimum cash distribution ratio shall not be less than 10% of the total dividends distributed.

• Article 23 The whole or part of dividends and bonuses in preceding article may be issued by new shares or by cash under the Company Act. When paid in cash, the company may, by a resolution adopted by a majority vote at a meeting of board of directors attended by two-thirds of the total number of directors, and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

• Article 24 Where a company incurs no loss, it may, pursuant to a resolution to be adopted by a shareholders’ meeting as required in Company Act, distribute its legal reserve and the following capital reserve, in whole or in part, by issuing new shares which shall be distributable as dividend shares to its original shareholders in proportion to the number of shares being held by each of them or by cash.

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When paid in cash, the company may, by a resolution adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

Chapter 6 Supplementary Provisions

• Article 25 The articles of incorporation and by-laws of the Company shall be separately determined by resolution of the Board of Directors.

• Article 26 Matters not provided for in these Articles of Incorporation shall be handled in accordance with the Company Act.

• Article 27 This Articles of Incorporation was adopted on April 2, 1965. The 1st amendment was made by shareholders meeting on February 26, 1966. The 2nd amendment was made on June 30, 1967. The 3rd amendment was made on April 25, 1971. The 4th amendment was made on March 5, 1972. The 5th amendment was made on April 8, 1973. The 6th amendment was made on April 28, 1974. The 7th amendment was made on January 26, 1975. The 8th amendment was made on May 30, 1976. The 9th amendment was made on October 11, 1976. The 10th amendment was made on May 22, 1977. The 11th amendment was made on May 28, 1978. The 12th amendment was made on June 3, 1979. The 13th amendment was made on June 1, 1980. The 14th amendment was made on July 5, 1981. The 15th amendment was made on May 17, 1987. The 16th amendment was made on May 15, 1988. The 17th amendment was made on May 14, 1989. The 18th amendment was made on May 27, 1991. The 19th amendment was made on May 17, 1992. The 20th amendment was made on May 14, 1993. The 21st amendment was made on January 13, 1995. The 22nd amendment was made on May 31, 1995. The 23rd amendment was made on May 14, 1996. The 24th amendment was made on May 30, 1997. The 25th amendment was made on December 23, 1997. The 26th amendment was made on May 26, 1998. The 27th amendment was made on October 15, 1998. The 28th amendment was made on May 25, 2000. The 29th amendment was made on June 11, 2001. The 30th amendment was made on June 10, 2002. The 31st amendment was made on June 2, 2003. The 32nd amendment was made on June 20, 2005. The 33rd amendment was made on June 12, 2006. The 34th amendment was made on June 16, 2009. The 35th amendment was made on June 17, 2010. The 36th amendment was made on Jun e12, 2012. The 37th amendment was made on June 12, 2014. The 38th amendment was made on June 13, 2016. The 39th amendment was made on June 24, 2019. The 40th amendment was made on June 22, 2020.

Ocean Plastics Co., Ltd. Chairman: Chen Chin-Ming

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Ocean Plastics Co., Ltd.

Shareholding of Directors

1. The paid-up capital is NT$2,272,282,680 by 227,228,268 issued shares.

2. In accordance with Article 26 of the Securities and Exchange Act, the minimum number of shares to be held by all directors is 12,000,000 shares.

3. The number of shares held by individual, and all directors as recorded in the shareholder register as of the closing date of this shareholders meeting is listed in the table below, which has met the percentage standard stipulated in Article 26 of the Securities and Exchange Act.

Position	Name	Current shareholding	%
Chairman	Chen Chin-Ming	4,695,202	2.066%
Director	Wang Hai-Lun, representative of Hsuan Yang Investment Co.,Ltd.	1,440,247	0.634%
Director	Hung,Yung-Tsun, representative of WANT-WANTCO.,LTD	2,976,669	1.310%
Director	Chu Tsung-Pin, representative of Li Xiang Industry Co.,Ltd.	310,000	0.136%
Director	Chen Chin-Hsiung	3,943,860	1.736%
Director	Hsieh Tzu-Yun	10,000	0.005%
Independent Director	Chang Yi-Yun	0	0
Independent Director	Hou Ming-Li	0	0
Independent Director	Chen Wei-Lung	0	0
Independent Director	Chien Hsueh-Li	0	0
Total Amount		13,375,978	5.887%

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