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PCSC — AGM Information 2026
Apr 17, 2026
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AGM Information
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Stock Code 2912
PRESIDENT CHAIN STORE CORPORATION
2026 ANNUAL GENERAL SHAREHOLDERS' MEETING MANUAL (Translation)



May 20, 2026
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TABLE OF CONTENTS
I. Agenda --- 3
II. Report Items --- 4
III. Ratification Items --- 6
IV. Discussion Items --- 7
V. Other Special Motions --- 8
VI. Adjournment --- 8
APPENDICES
Appendix I: 2025 Business Report --- 9
Appendix II: President Chain Store Corporation Audit Committee’s Review Report --- 11
Appendix III: President Chain Store Corporation Status of Investment in Mainland China in 2025 --- 12
Appendix IV: The Status of Acquisition or Disposal of Real Estate or Right-of-Use Assets by President Chain Store Corporation from Related Parties in 2025 --- 13
Appendix V: Independent Auditor’s Report and Financial Statements --- 22
Appendix VI: Profit Allocation Proposal for 2025 --- 45
Appendix VII: Details of the Duties Subject to Releasing Directors and Independent Directors from the Obligation of Non-competition --- 46
ADDENDUMS
Addendum I: The Minimum Numbers of Shares required to be held by the Entire Directors and the Numbers of Shares held by the Individual Director and by the Entire Directors --- 50
Addendum II: Articles of Incorporation of President Chain Store Corporation --- 51
Addendum III: Rules of Procedures for Shareholders’ Meeting of President Chain Store Corporation --- 60
President Chain Store Corporation
2026 Annual General Shareholders’ Meeting
I. Agenda
Convening Method: A physical meeting of shareholders
Time: 10:00 a.m. on May 20, 2026 (Wednesday)
Place: No.301, Zhongzheng Rd., Yongkang Dist., Tainan City 710, Taiwan (R.O.C.)
(1F, Training Center of Uni-President Enterprises Corp.)
Parliamentary Procedure:
- Call the Meeting to Order (Report equity represented by attendance)
- Chairman Remarks
- Report Items
(1) Business Report for 2025.
(2) Audit Committee’s Review Report for 2025.
(3) Status of Investment in Mainland China.
(4) Compensation for Employees and Directors in 2025.
(5) The Current Utilization of Real Estate Acquired by the Company.
(6) Status of the acquirement or disposal of real property or right-of-use assets from or to related parties in 2025. - Ratification Items
(1) Ratification of 2025 Business Report and Financial Statements. - Discussion Items
(1) Adoption of the Proposal for Distribution of 2025 Profits.
(2) Adoption of the Proposal for Releasing Directors from Non-competition. - Other Special Motions
-
Adjournment
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II. Report Items
- Business Report for 2025.
Explanation:
The Business Report for 2025 is attached as Appendix I on page 9~10.
- Audit Committee’s Review Report for 2025.
Explanation:
(1) The Audit Committee has examined the Financial Statements of 2025 and made the Review Report of such.
(2) The Audit Committee’s Review Report for 2025 is attached as Appendix II on page 11.
- Status of Investment in Mainland China.
Explanation:
The status of the Company’s investment in Mainland China as of Dec. 31, 2025 is attached as Appendix III on page 12.
- Compensation for Employees and Directors in 2025.
Explanation:
(1) According to the profit of 2025 (means the net profits before tax, excluding the compensation for employees and directors) and taking into consideration of the accumulated deficits, President Chain Store Corp. recognized NT$602,967,987 (4.37%) as compensation for employees, and NT$201,449,259 (1.46%) as compensation for directors in 2025, by paying in cash.
(2) Aforementioned provision of compensations are in compliance with Article 32 of Articles of Incorporation of the Company.
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- The Current Utilization of Real Estate Acquired by the Company.
Explanation:
(1) The Company acquired building C of V-Park in the Neihu District of Taipei City in 2025 to serve as the office for the Group’s information-related subsidiary businesses to facilitate Group communication and resource sharing.
(2) This structure is located at No. 153-163, Shitan Road, Neihu District, Taipei City. It occupies a total floor area of 29,757.24 square meters (approximately 9,001.57 pings). The total transaction amount was NT$4,300 million.
(3) The transaction was approved by the Board of Directors on February 26, 2025 and the registration of real estate ownership certificate was completed on April 9, 2025.
- Status of the acquirement or disposal of real property or right-of-use assets from or to related parties in 2025.
Explanation:
(1) According to Rules Governing Financial and Business Matters Between this Corporation and its Affiliated Enterprises, report on 23 transactions of the acquisition or disposal of real property or right-of-use assets by the Company from or to related parties in 2025.
(2) The status of above-mentioned transactions are attached as Appendix IV on pages 13~21.
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III. Ratification Items
(Proposed by the Board)
- Ratification of 2025 Business Report and Financial Statements.
Explanation:
(1) The Company’s 2025 Financial Statements includes business report, financial statement, and profit allocation statement (collectively, the “Financial Statements”). The foregoing financial statement of the Company was audited by PricewaterhouseCoopers, Taiwan.
(2) The Financial Statements have been approved by the Board of Directors and examined by the Audit Committee.
(3) The business report and financial statement for 2025 are attached as Appendix I on pages 9~10 and Appendix V on pages 22~44.
(4) Proposed to be ratified.
Resolution:
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IV. Discussion Items
(Proposed by the Board)
- Adoption of the Proposal for Distribution of 2025 Profits.
Explanation:
(1) The 2025 Profit Allocation Proposal is attached as Appendix VI on page 45.
(2) The Company’s distributable earnings for 2025 are NT$12,658,086,975. The cash dividend to be distributed is NT$9.0 per share. It is proposed that the Company’s Board of Directors be authorized to resolve the ex-dividend date and distribution record date.
(3) The total cash dividends allocated to each shareholder were rounded off to one NT$. The fractional stocks less than NT$1 in the allocation were transferred to other income of the Company.
(4) Proposed to be resolved.
Resolution:
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(Proposed by the Board)
- Adoption of the Proposal for Releasing Directors from Non-competition.
Explanation:
(1) In accordance with Article 209 of the Company Act, a director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such act and obtain the shareholders' approval.
(2) Any director of the Company, who acts as a director (including independent director) or manager in any other companies that engage in the same or similar business activities as the Company (the “Competing Company”), may propose to the shareholders’ meeting of the Company to release him/her from the obligation of non-competition provided that his/her position as a director or manager in the Competing Company will not result in any conflict of interests with the Company.
(3) Details of the duties that are subject to the shareholders’ meeting approval to be released from the obligation of the non-competition are attached as Appendix VII on pages 46~49.
(4) Proposed to be resolved.
Resolution:
V. Other Special Motions
VI. Adjournment
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Appendix I:
2025 Business Report
Dear Shareholders,
In 2025, through the collective efforts of PCSC and all its subsidiaries, consolidated total revenue and net profit after tax totaled NT$350.7 billion and NT$13.3 billion, respectively. As an operator in the 24/7 consumer & lifestyle industry, PCSC consistently centers its operations around lifestyle brands, building a consumer-centric platform for daily living services.
In terms of our store operations, Taiwan 7-ELEVEN continues to drive format upgrades through retail experimentation. In 2025, it launched its "OPEN!FUNLAND" concept, creating a novel recreational consumption space. It also established its first street-front flagship store for its "!+? CAFE Reserve and Tea Bar" brand, elevating the positioning of its tea beverage series. Regarding its coffee business, CITY PRIMA surpassed 7,000 stores. Through interactive concepts like the "Product Wishing Well," it created engaging topic-driven products such as the "Flip Pudding," boosting product success rates and brand loyalty.
In terms of digital development and membership services, through differentiated membership operations via the "uniopen PRIMA Membership Subscription Program" and the launch of the "China Trust uniopen Co-branded Card," we have integrated the OPENPOINT rewards ecosystem to expand member applications across diverse lifestyle scenarios. Membership has officially surpassed 19 million, with our omnichannel strategy across online and offline channels continuing to deliver synergistic benefits.
By the end of 2025, PCSC and its subsidiaries operated a total of 13,891 stores. In overseas markets, 7-ELEVEN Philippines continued its store expansion, while deepening its presence in regions like Visayas and Mindanao. In mainland China, there were over 600 stores in Shanghai and Zhejiang and expansion continued steadily. President Drugstore Business Corp. (Cosmed) accelerated store expansion and enhanced store quality, capitalizing on health, skincare, and cosmetics trends, while optimizing pharmacy operations and product mix. Uni-Wonder Corp. (Starbucks) focused on its core third place brand concept, opening Taiwan's first flagship store, "Starbucks Reserve DREAM PLAZA Taipei." Books.com.tw established its first physical bookstore, offering readers a new gathering spot with 24-hour service. President Transnet Corp. (T-Cat) continued to deepen its cross-border, e-commerce, and store-opening platform customer bases, while expanding pharmaceutical logistics and warehousing operations. Concurrently, the new logistics park commenced operations,
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further enhancing the stability and flexibility of multi-temperature smart logistics, providing robust support for front-end services.
While pursuing operational growth, PCSC continues to integrate sustainability deeply into corporate governance and daily operations. For the sixth consecutive year, PCSC was selected as a constituent of the Dow Jones Best-in-Class Indices (DJBICI) "World Index." It also achieved an A-level rating in the MSCI ESG Ratings and was selected as a constituent of international indices, such as the MSCI Index series and the FTSE4Good Index series. In corporate governance, the Sustainability Committee as well as the Integrity, Risk and Information Security Management Committee, both of which report to the Board of Directors, are composed entirely of independent directors. This enhances governance independence and elevates oversight standards. On the environmental front, PCSC has deepened its commitment to plastic reduction, carbon reduction, food waste management, sustainable procurement, and biodiversity promotion. It has also expanded its participation in Earth Hour, connecting stores in Taiwan and the Philippines to join the global initiative. Socially, the Company partnered with public welfare organizations to launch emergency fundraising campaigns, including "Myanmar Earthquake Relief" and "Hualien Guangfu Flood Aid." It has also promoted Muslim-friendly stores and multilingual services, practicing a diverse and inclusive corporate culture.
In the face of global economic fluctuations and rapid social structural changes, PCSC will continue to pursue innovation, expertise, and integration as core strategies as we deepen our product portfolio, enhance digital experiences, and expand our membership economy. Through an integrated online-offline service network, we will respond to consumers' diverse lifestyle needs. We remain steadfast in our mission: "To become the most exceptional retailer, dedicated to providing the most convenient services for daily life, while fulfilling our responsibilities as a good corporate citizen." We strive to create long-term, stable value for consumers, franchisees, employees, and shareholders, advancing steadily toward our goal of mutual benefit for all stakeholders—satisfying franchisees, employees, shareholders, and society alike.
Lo, Chih-Hsien
Chairman
Huang, Jui-Tien
President
Lee, Johnyih
Chief Accounting Officer
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Appendix II: President Chain Store Corporation Audit Committee’s Review Report
(Translation)
The Board of Directors has prepared the Company’s 2025 Business Report, Financial Statements, and Proposal for Allocation of 2025 profits.
The independent auditors, Liang, Yi-Chang and Lin, Se-Kai, of Pricewaterhouse Coopers, audited PCSC’s Financial Statements and issued an audit report relating to the Financial Statements. The Business Report, Financial Statements, and Profit Allocation Proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of President Chain Store Corporation. According to Article 219 of the Company Act, we hereby submit this report.
2026 Annual General Shareholders’ Meeting of President Chain Store Corp.
President Chain Store Corp.
Chairman of the Audit Committee Chen Liang
Date: February 25, 2026
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Appendix III: President Chain Store Corporation Status of Investment in Mainland China in 2025
Unit: USD
| Name of Investee in Mainland China | Investment in 2025 | Accumulated Investment | Indirect Shareholding |
|---|---|---|---|
| President Chain Store (Shanghai) Ltd. | 13,968,431 | 149,011,418 | 100% |
| President Chain Store (Zhejiang) Ltd. | - | 49,568,356 | 100% |
| President Cosmed Chain Store (Shen Zhen) Co., Ltd. | - | 9,417,282 | 100% |
| Shanghai President Logistic Co., Ltd. | 12,571,588 | 14,571,588 | 100% |
| President Chain Store (Taizhou) Ltd. | - | 9,176,150 | 100% |
| Beauty Wonder (Zhejiang) Trading Co., Ltd. | - | 9,272,815 | 100% |
| Total | 26,540,019 | 241,017,610 |
Note 1: Increased capital of President Chain Store (Shanghai) Ltd. and Shanghai President Logistic Co., Ltd., in 2025.
Note 2: The difference between the accumulative investment amount and the total was mainly due to rounding to the nearest dollar.
Appendix IV: The Status of Acquisition or Disposal of Real Estate or Right-of-Use Assets by President Chain Store Corporation from Related Parties in 2025
| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| Real Estate of Right-of-Use Assets | ||||||||||||
| 1 | Prince Real Estate Corp. | Acquisition | Partial real estate at land No. 63, Xinhougang W. Sec., Renwu Dist., Kaohsiung City | Based on overall business planning. | In compliance with the Company's overall store expansion planning. | The transaction has been assessed by CPA Chen, Jung-Chao, who issued a statement of reasonableness of the price, indicating that the transaction price is reasonable. | Previous date and amount of acquisition: NA. Identity of the previous owner: NA. | A renewed cash outflow of NT$1,823 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$23,694 thousand. |
| 2 | Uni-President Development Corp. | Acquisition | Partial 1F, No. 6, Sec. 5, Zhongxiao E. Rd., Xinyi Dist., Taipei City | Store operation. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: NA. Identity of the previous owner: NA. | A cash outflow of NT$8,400 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$38,329 thousand. |
| 3 | President Drugstore Business Corp. | Acquisition | Partial No. 105-27, Zhongyong Rd., Nantun Dist., Taichung City | Store operation. | Location meets the requirement. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2021/10/20; previous monetary amount of transfer: monthly rental fee is NT$232 thousand. | A cash outflow of NT$1,263 thousand is expected in the coming year, which will have an insignificant impact on the | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use |
| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| Identity of the previous owner: natural person; not a related party. | overall capital utilization of the Company. | Assets: NT$9,662 thousand. | ||||||||||
| 4 | President Drugstore Business Corp. | Disposal | Partial real estate at land No. 1155-0000, Zhongshan section., Bali Dist., New Taipei City | In compliance with the overall development needs of the business, maximizing the interests of the Group. | Location meets the overall planning and requirements of the Company operations. | NA | Previous date and amount of acquisition: acquired building right-of-use on opening date; previous monetary amount of transfer: monthly rental fee is NT$430 thousand. Identity of the previous owner: Pei-Sheng Co., Ltd.; not a related party. | A renewed cash inflow of NT$1,323 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$17,433 thousand. |
| 5 | Uni-President Enterprises Corp. | Acquisition | Partial No. 299, Zhongzheng Rd., Yongkang Dist., Tainan City | Store operation. | Location meets the overall planning and requirements of the Company operations. | NA | Previous date and amount of acquisition: acquired building on 2025/03/08; previous monetary amount of transfer: land and building in total of NT$57,361 thousand. Identity of the previous owner: natural person; not a related party. | A cash outflow of NT$270 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$255 thousand. |
| 6 | Uni-President Express Corp. | Acquisition | Partial 3F, Building A, No. 11, Wangjia Rd., Xinshi Dist., Tainan City | For the operation department's office. | In compliance with the overall planning of Company operations. | The transaction has been assessed by CPA Tsai, Sheng-Wen, who issued a statement of reasonableness of the price, indicating that the | Previous date and amount of acquisition: acquired building on 2021/06/01; previous monetary amount of transfer: NT$1,350,068 thousand. Identity of the previous owner: Uni-President Enterprises | A renewed cash outflow of NT$3,626 thousand is expected in the coming year, which will have an insignificant impact on the | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$44,710 thousand. |
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| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| transaction price is reasonable. | Corp.; related party. | overall capital utilization of the Company. | ||||||||||
| 7 | Uni-Wonder Corp. | Disposal | Partial real estate at No. 1, Daxue Rd., East Dist., Tainan City | Store operation. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: expected to acquire building right-of-use on 2025/11/01; previous monetary amount of transfer: expected right-of-use assets of NT$2,359 thousand. Identity of the previous owner: National Cheng Kung University; not a related party. | A cash inflow of NT$198 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | Note 2 | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$1,363 thousand. |
| 8 | PresiCarre Corp. | Acquisition | Partial real estate at land No. 1981 and 1980-1, Zhen'an Sec., Puzi City, Chiayi County | Store operation. | In compliance with the Company's overall store expansion planning. | The transaction has been assessed by CPA Chen, Jung-Chao, who issued a statement of reasonableness of the price, indicating that the transaction price is reasonable. | Previous date and amount of acquisition: acquired building right-of-use on 2025/05/01; previous monetary amount of transfer: monthly rental fee is NT$420 thousand. Identity of the previous owner: Billion team industrial limited.; not a related party. | A cash outflow of NT$809 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$7,132 thousand. |
| 9 | President Property Corp. | Acquisition | 1F and B1, No. 86, Ningbo W. St., Zhongzheng Dist., Taipei City | Store operation. | Location meets the requirement. | NA | Previous date and amount of acquisition: acquired building on 2015/01/22; previous monetary amount of transfer: NT$90,000 thousand. Identity of the | A cash outflow of NT$2,413 thousand is expected in the coming year, which will have an insignificant | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of |
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| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| 10 | Uni-President Cold-Chain Corp. | Acquisition | Partial real estate at No. 206, Nanhai 8th St., Ji'an Township, Hualien County | In line with Company need to reduce carbon emissions for a sustainable environment. | In compliance with the overall planning of Company operations. | NA | previous owner: natural person; not a related party. | previous owner: natural person; not a related party. | impact on the overall capital utilization of the Company. | Right-of-Use Assets: NT$21,778 thousand. | ||
| 11 | President Transnet Corp. | Acquisition | Partial real estate at No. 206-2, Nanhai 8th St., Ji'an Township, Hualien County | In line with Company need to reduce carbon emissions for a sustainable environment. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: NA. Identity of the previous owner: NA. | It is estimated to generate 460,000 kWh of solar power and reduce carbon emissions by 218 tons of CO2e in the coming year, with a cash outflow of NT$98 thousand expected, which will have an insignificant impact on the overall capital utilization of the Company. | NA | Note 3 | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$2,244 thousand. |
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| NO. | Counterparty | Acquisition/Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| 12 | President Transnet Corp. | Acquisition | Partial real estate at No. 121-7, Liangwengang, Huxi Township, Penghu County | In line with Company need to reduce carbon emissions for a sustainable environment. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: NA. Identity of the previous owner: NA. | It is estimated to generate 250,000 kWh of solar power and reduce carbon emissions by 118 tons of CO2e in the coming year, with a cash outflow of NT$37 thousand expected, which will have an insignificant impact on the overall capital utilization of the Company. | NA | Note 3 | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$960 thousand. |
| 13 | Mech-President Corp. | Acquisition | No. 6-6, Hengnan Rd., Hengchun Township, Pingtung County | Store operation. | Location meets the requirement. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2012/06/01; previous monetary amount of transfer: monthly rental fee is NT$440 thousand. Identity of the previous owner: Nanwan Gas Station Co., Ltd.; not a related party. | No cash flow is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Early termination of the lease. The updated amount of right-of-use assets: NT$4,220 thousand. |
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| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| 14 | Uni-Wonder Corp. | Disposal | Partial real estate at 1F, No. 542-5, Zhongzheng Rd., Xindian Dist., New Taipei City | In compliance with the overall development needs of the business, maximizing the interests of the Group. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2011/05/20; previous monetary amount of transfer: monthly rental fee is NT$110 thousand. Identity of the previous owner: Seven Stars electronics Taiwan Ltd.; not a related party. | A renewed cash inflow of NT$713 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$7,079 thousand. |
| 15 | President Drugstore Business Corp. | Disposal | No. 369, Dunfu Rd., Beitun Dist., Taichung City | In compliance with the overall development needs of the business, maximizing the interests of the Group. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2022/10/01; previous monetary amount of transfer: right-of-use assets of NT$68,841 thousand. Identity of the previous owner: Ruiju Development Co., Ltd.; not a related party. | A renewed cash inflow of NT$2,929 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$18,492 thousand. |
| 16 | Prince Housing & Development Corp. | Acquisition | No. 118, Shengli Rd., East Dist., Tainan City | Shopping mall operation. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: acquired building on 2007/02/01; previous monetary amount of transfer: NA. Identity of the previous owner: National Cheng Kung University; not a related party. | A renewed cash outflow of NT$22,911 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$204,722 thousand. |
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| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| 17 | Uni-President Enterprises Corp. | Acquisition | Partial real estate at land No. 1093, Daying Sec., Xinshi Dist., Tainan City | Store operation. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: acquired building on 1977/10; previous monetary amount of transfer: NT$16,556 thousand. Identity of the previous owner: natural person; not a related party. | A renewed cash outflow of NT$1,109 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Updated total amount of Right-of-Use assets: NT$11,695 thousand. |
| 18 | 21 Century Enterprise Co., Ltd. | Disposal | 1F and basement, No. 310 and 312, Ruilong Rd., Qianzhen Dist., Kaohsiung City | In compliance with the overall development needs of the business, maximizing the interests of the Group. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: acquired building right-of-use on 1999/02/13; previous monetary amount of transfer: monthly rental fee is NT$40 thousand. Identity of the previous owner: natural person; not a related party. | No cash flow is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Early termination of the lease. The updated amount of right-of-use assets: NT$6,137 thousand. |
| 19 | UNI-President Natural Industrial Corp.. | Disposal | 1F, No. 23, Wanshou Rd., Wenshan Dist., Taipei City | In compliance with the overall development needs of the business, maximizing the interests of the Group. | In compliance with the overall planning of Company operations. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2021/09/01; previous monetary amount of transfer: total amount of right-of-use assets is NT$15,138 thousand. Identity of the previous owner: natural person; not a related party. | No cash flow is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Early termination of the lease. The updated amount of right-of-use assets: NT$4,026 thousand. |
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| NO. | Counterparty | Acquisition/ Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| 20 | Uni-Wonder Corp. | Disposal | 1F, 2F and 3F, No. 139, Sec. 3, Changrong Rd., East Dist., Tainan City | In compliance with the overall company's strategy, maximizing the interests of the Group. | Location meets the Company's requirements. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2019/01/10; previous monetary amount of transfer: monthly rental fee is NT$360 thousand. Identity of the previous owner: natural person; not a related party. | No cash flow is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Early termination of the lease. The updated amount of right-of-use assets: NT$13,046 thousand. |
| 21 | President Drugstore Business Corp. | Disposal | Partial No. 540, Dapu Rd., Changhua City, Changhua County | In compliance with the overall company's strategy, maximizing the interests of the Group. | Location meets the Company's requirements. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2019/04/01; previous monetary amount of transfer: monthly rental fee is NT$165 thousand. Identity of the previous owner: natural person; not a related party. | No cash flow is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Early termination of the lease. The updated amount of right-of-use assets: NT$4,786 thousand. |
| 22 | Uni-Wonder Corp. | Disposal | No. 7, Shanggang 8th Rd., Bali Dist., New Taipei City | In compliance with the overall development needs of the business, maximizing the interests of the Group. | Location meets the Company's requirements. | NA | Previous date and amount of acquisition: acquired building right-of-use on opening date; previous monetary amount of transfer: monthly rental fee is NT$430 thousand. Identity of the previous owner: Pei-Sheng Co., Ltd.; not a related party. | A cash inflow of NT$1,565 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$24,451 thousand. |
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| NO. | Counterparty | Acquisition/Disposal | Location | Item (Note 1) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A | B | C | D | E | F | G | H | I | ||||
| 23 | President Drugstore Business Corp. | Acquisition | Partial real estate at No. 106, Zhongshan Rd., Qingshui Dist., Taichung City | Store operation. | Location meets the Company's requirements. | NA | Previous date and amount of acquisition: acquired building right-of-use on 2020/12/10; previous monetary amount of transfer: monthly rental fee is NT$130 thousand. Identity of the previous owner: natural person; not a related party. | A cash outflow of NT$1,720 thousand is expected in the coming year, which will have an insignificant impact on the overall capital utilization of the Company. | NA | None | NA | Signed Contract: Yes. Payment Terms: Accordance with the agreement. Total transition price of Right-of-Use Assets: NT$15,850 thousand. |
Note 1 :
A. The Purpose, necessity, expected revenue of acquisition or disposal.
B. The reasons for selecting related parties as transaction counterparts.
C. Obtain relevant information to evaluate the reasonableness of the proposed transaction conditions when acquiring real estate or right-of-use assets from related parties, as required by regulation.
D. Details such as the original acquisition date and price by related parties, the counterparties involved, and their relationships with the company and related parties.
E. A projected monthly cash flow forecast for the upcoming year starting from the anticipated contracting month and evaluating the necessity of transactions and the rationality of fund utilization.
F. Valuation reports issued by professional appraisers as required by regulations or auditor opinions.
G. Restrictive conditions and other important contractual provisions for this transaction.
H. Opinion issued by the commissioned accountant to assess whether the related-party transactions comply with general commercial terms and do not harm the interests of the Company and its minority shareholders.
I. Actual transaction circumstances.
Note 2: Any joint miscellaneous expenses arising from the said premises, inclusive of fees for building usage alteration, interior renovation, and monthly cleaning and maintenance, shall be allocated based on the principle of 45% for President Chain Store Corporation and 55% for Uni-Wonder Corp.
Note 3: Rent from the following year will be adjusted based on the annual average growth rate of the Producer Price Index.
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Appendix V: Independent Auditor's Report (Translation)
To the Board of Directors and Stockholders of President Chain Store Corp.
Opinion
We have audited the accompanying consolidated balance sheets of President Chain Store Corp. and its subsidiaries (the “Group”) as of December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity, and of cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of President Chain Store Corp. and its subsidiaries as of December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Group’s 2025 consolidated financial statements are stated as follows:
Accuracy of retail sales revenue
Description
Please refer to Notes 4(28) and 6(26) to the consolidated financial statements for the accounting policy
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and the details of accounting relating to this key audit matter.
Retail sales revenue is generated by point-of-sale (POS) terminals, which record the merchandise name, quantity, sales price and total sales amount of each transaction using pre-established merchandise master file data (including merchandise name, cost of inventory, retail price, sales promotions, etc.). After the daily closing process, each store manager uploads their sales information to the ERP (enterprise resource planning) system, which summarizes all sales and automatically generates sales revenue journal entries. Each store manager also prepares a daily cash report to record the sales information and payment methods (including cash, gift certificates, credit cards and electronic payment devices, etc.) and the cash deposited to the bank.
As retail sales revenue comprises numerous small amount transactions and highly relies on the POS and ERP systems, the process of summarizing and recording sales revenue by these systems is important with regard to the accuracy of the retail sales revenue, and thus has been identified as a key audit matter.
How our audit addressed the matter
Our key audit procedures performed in respect of the above included the following:
- Inspected whether additions and changes to the merchandise master file data had been properly approved and supported by relevant documents;
- Inspected whether approved additions and changes to the merchandise master file data had been correctly entered in the merchandise master file;
- Inspected whether merchandise master file data had been periodically transferred to POS terminals in stores;
- Inspected whether sales information in POS terminals was automatically or manually transferred to the ERP system and generated sales revenue journal entries;
- Inspected manual sales revenue journal entries and relevant documents;
- Inspected daily cash reports and relevant documents; and
- Inspected whether cash deposit amounts recorded in daily cash reports were in agreement with bank remittance amounts.
Cost-to-retail ratio of retail inventory method
Description
Please refer to Notes 4(13) and 6(5) to the consolidated financial statements for the accounting policy and the details of accounting relating to this key audit matter.
As there are various kinds of merchandise, the retail inventory method is used to estimate the cost of inventory and the cost of goods sold. The retail inventory method uses the ratio of the cost of goods purchased to the retail value of goods purchased (known as cost-to-retail ratio) to calculate the cost of inventory and the cost of goods sold. The calculation of the cost-to-retail ratio highly relies on the goods purchased both at cost and retail price, and thus has been identified as a key audit matter.
- 23 -
- 24 -
How our audit addressed the matter
Our key audit procedures performed in respect of the above included the following:
- Interviewed management to understand the calculation of the cost-to-retail ratio under the retail inventory method, and inspected whether it had been consistently applied in the comparative periods of the financial statements;
- Inspected whether additions and changes to the merchandise master file data (including merchandise name, cost of inventory, retail price, sales promotions, etc.) had been properly approved and the data correctly entered in the merchandise master file;
- Inspected whether the cost and retail price of inventory purchased as per delivery receipts were in agreement with POS purchase records;
- Inspected whether the POS records for the cost and retail price of inventory purchased were automatically or manually transferred to the ERP system; and
- Calculated the cost-to-retail ratio to verify its accuracy.
Other matters – Parent company – only financial reports
We have audited and expressed an unmodified opinion with an explanatory paragraph on the parent company only financial statements of President Chain Store Corp. as of and for the years ended December 31, 2025 and 2024.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal controls 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 financial reporting process of the Group.
Auditor's 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 it 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 maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement in 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 controls.
- Obtain an understanding of internal controls 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 internal controls of the Group.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
- Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's 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 auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.
-
25 -
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 controls that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2025 and therefore the key audit matters. We describe these matters in our auditor's report unless the law or regulations preclude 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.
Yi-Chang, Liang
For and on behalf of PricewaterhouseCoopers, Taiwan
February 25, 2026
Se-Kai, Lin
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
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PRESIDENT CHAIN STORE CORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current assets | ||||||
| 1100 | Cash and cash equivalents | 6(1) | $ 50,182,134 | 17 | $ 51,267,712 | 19 |
| 1110 | Financial assets at fair value through profit or loss - current | 6(2) | 1,308,063 | - | 1,562,588 | - |
| 1136 | Financial assets at amortized cost - current | 6(3) | 391,485 | - | 181,334 | - |
| 1170 | Accounts receivable, net | 6(4) and 7 | 7,617,155 | 3 | 7,577,551 | 3 |
| 1200 | Other receivables | 3,514,966 | 1 | 3,752,568 | 1 | |
| 1220 | Current income tax assets | 6(33) | 12,683 | - | 6,024 | - |
| 130X | Inventories, net | 6(5) | 26,709,097 | 9 | 23,631,957 | 9 |
| 1410 | Prepayments | 1,941,914 | 1 | 1,653,264 | 1 | |
| 1470 | Other current assets | 2,869,961 | 1 | 3,134,826 | 1 | |
| 11XX | Total current assets | 94,547,458 | 32 | 92,767,824 | 34 | |
| Non-current assets | ||||||
| 1510 | Financial assets at fair value through profit or loss - non-current | 6(2) | 193,056 | - | 85,480 | - |
| 1517 | Financial assets at fair value through other comprehensive income - non-current | 6(6) | 1,326,600 | 1 | 1,282,129 | 1 |
| 1535 | Financial assets at amortized cost - non-current | 6(3) | 206,895 | - | 215,593 | - |
| 1550 | Investments accounted for using equity method | 6(7) | 13,817,711 | 5 | 13,746,633 | 5 |
| 1600 | Property, plant and equipment, net | 6(8), 7 and 8 | 62,290,649 | 21 | 49,670,492 | 19 |
| 1755 | Right-of-use assets | 6(9) and 7 | 101,115,343 | 35 | 91,426,317 | 34 |
| 1760 | Investment property, net | 6(11) and 8 | 1,071,791 | - | 2,899,200 | 1 |
| 1780 | Intangible assets | 6(12) and 7 | 9,249,819 | 3 | 9,197,116 | 3 |
| 1840 | Deferred income tax assets | 6(33) | 3,803,716 | 1 | 3,338,623 | 1 |
| 1900 | Other non-current assets | 6(13), 7 and 8 | 5,007,590 | 2 | 5,152,870 | 2 |
| 15XX | Total non-current assets | 198,083,170 | 68 | 177,014,453 | 66 | |
| 1XXX | Total assets | $ 292,630,628 | 100 | $ 269,782,277 | 100 |
(Continued)
PRESIDENT CHAIN STORE CORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current Liabilities | ||||||
| 2100 | Short-term borrowings | 6(15) | $ 12,133,459 | 4 | $ 6,492,532 | 2 |
| 2110 | Short-term notes and bills payable | 6(16) | 6,992,539 | 2 | 2,098,141 | 1 |
| 2130 | Contract liabilities - current | 6(26) | 10,422,029 | 4 | 8,291,362 | 3 |
| 2150 | Notes payable | 7 | 967,393 | - | 1,047,100 | - |
| 2170 | Accounts payable | 26,667,075 | 9 | 30,180,289 | 11 | |
| 2180 | Accounts payable - related parties | 7 | 4,325,672 | 1 | 3,951,265 | 1 |
| 2200 | Other payables | 6(17)and 7 | 36,989,148 | 13 | 33,714,982 | 13 |
| 2230 | Current income tax liabilities | 6(33) | 2,115,688 | 1 | 2,331,030 | 1 |
| 2280 | Lease liabilities - current | 7 | 16,162,821 | 6 | 15,340,071 | 6 |
| 2320 | Long-term liabilities, current portion | 6(19) and 8 | 1,274,778 | - | 160,863 | - |
| 2399 | Other current liabilities, others | 6(18) | 2,548,187 | 1 | 4,163,806 | 2 |
| 21XX | Total current Liabilities | 120,598,789 | 41 | 107,771,441 | 40 | |
| Non-current liabilities | ||||||
| 2527 | Contract liabilities - non-current | 6(26) | 717,924 | - | 767,848 | - |
| 2540 | Long-term borrowings | 6(19) and 8 | 15,164,601 | 5 | 14,729,512 | 6 |
| 2570 | Deferred income tax liabilities | 6(33) | 5,858,362 | 2 | 5,497,323 | 2 |
| 2580 | Lease liabilities - non-current | 7 | 88,713,790 | 30 | 80,316,561 | 30 |
| 2640 | Net defined benefit liability - non-current | 6(20) | 2,552,010 | 1 | 2,739,832 | 1 |
| 2670 | Other non-current liabilities, others | 6(21) | 6,098,589 | 2 | 5,939,102 | 2 |
| 25XX | Total non-current liabilities | 119,105,276 | 40 | 109,990,178 | 41 | |
| 2XXX | Total Liabilities | 239,704,065 | 81 | 217,761,619 | 81 | |
| Equity attributable to owners of the parent | ||||||
| Share capital | 6(22) | |||||
| 3110 | Share capital - common stock | 10,396,223 | 4 | 10,396,223 | 4 | |
| Capital surplus | 6(23) | |||||
| 3200 | Capital surplus | 91,958 | - | 91,067 | - | |
| Retained earnings | 6(24) | |||||
| 3310 | Legal reserve | 17,549,729 | 6 | 16,364,599 | 6 | |
| 3350 | Unappropriated retained earnings | 13,744,000 | 5 | 13,426,603 | 5 | |
| Other equity | 6(25) | |||||
| 3400 | Other equity interest | 779,527 | - | 1,999,201 | 1 | |
| 31XX | Equity attributable to owners of the parent | 42,561,437 | 15 | 42,277,693 | 16 | |
| 36XX | Non-controlling interest | 10,365,126 | 4 | 9,742,965 | 3 | |
| 3XXX | Total equity | 52,926,563 | 19 | 52,020,658 | 19 | |
| 3X2X | Total liabilities and equity | $ 292,630,628 | 100 | $ 269,782,277 | 100 |
The accompanying notes are an integral part of these consolidated financial statements.
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
(PRESIDENT CHAIN STORE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Items | Notes | Year ended December 31 | ||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| AMOUNT | % | AMOUNT | % | |||
| 4000 | Operating revenue | 6(26) and 7 | $ 350,734,591 | 100 | $ 337,932,397 | 100 |
| 5000 | Operating costs | 6(5)(27) and 7 | ( 230,193,275) | ( 66) | ( 222,504,647) | ( 66) |
| 5900 | Gross profit | 120,541,316 | 34 | 115,427,750 | 34 | |
| Operating expenses | 6(27)(28) | |||||
| 6100 | Selling expenses | ( 93,677,885) | ( 27) | ( 88,839,517) | ( 26) | |
| 6200 | General and administrative expenses | ( 12,929,251) | ( 3) | ( 12,592,666) | ( 4) | |
| 6450 | Expected credit losses | 12(2) | ( 4,156) | - | ( 22,832) | - |
| 6000 | Total operating expenses | ( 106,611,292) | ( 30) | ( 101,455,015) | ( 30) | |
| 6900 | Operating profit | 13,930,024 | 4 | 13,972,735 | 4 | |
| Non-operating income and expenses | ||||||
| 7100 | Interest income | 6(29) | 1,463,634 | 1 | 1,754,562 | - |
| 7010 | Other income | 6(30) | 3,425,318 | 1 | 2,772,141 | 1 |
| 7020 | Other gains and losses | 6(31) | ( 129,992) | - | 150,509 | - |
| 7050 | Finance costs | 6(32)and 7 | ( 2,080,499) | ( 1) | ( 1,620,707) | - |
| 7060 | Share of profit of associates and joint | 6(7) | ||||
| ventures accounted for using equity method | 336,556 | - | 332,347 | - | ||
| 7000 | Total non-operating income and expenses | 3,015,017 | 1 | 3,388,852 | 1 | |
| 7900 | Profit before income tax | 16,945,041 | 5 | 17,361,587 | 5 | |
| 7950 | Income tax expense | 6(33) | ( 3,610,759) | ( 1) | ( 3,620,148) | ( 1) |
| 8000 | Profit for the year from continuing operations | 13,334,282 | 4 | 13,741,439 | 4 | |
| 8200 | Profit for the year | $ 13,334,282 | 4 | $ 13,741,439 | 4 |
(Continued)
PRESIDENT CHAIN STORE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Items | Notes | Year ended December 31 | ||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| AMOUNT | % | AMOUNT | % | |||
| Other comprehensive income (loss) | ||||||
| 8311 | Income on remeasurements of defined benefit plans | $ 144,199 | - | $ 414,552 | - | |
| 8316 | Unrealized gain on valuation of equity instruments at fair value through other comprehensive income | 6(6)(25) | ||||
| 44,471 | - | 262,718 | - | |||
| 8320 | Share of other comprehensive (loss) income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss | 6(25) | ||||
| ( 15,125) | - | 17,638 | - | |||
| 8349 | Income tax related to the components of other comprehensive income that will not be reclassified to profit or loss | 6(25)(33) | ||||
| ( 33,415) | - | ( 83,565) | - | |||
| 8310 | Components of other comprehensive income that will not be reclassified to profit or loss | 140,130 | - | 611,343 | - | |
| 8361 | Financial statements translation differences of foreign operations | ( 1,398,320) | ( 1) | 1,753,411 | 1 | |
| 8370 | Share of other comprehensive loss of associates and joint ventures accounted for using equity method th will be reclassified to profit or loss | 6(25) | ||||
| ( 815) | - | ( 4,198) | - | |||
| 8360 | Components of other comprehensive (loss) income that will be reclassified to profit or loss | ( 1,399,135) | ( 1) | 1,749,213 | 1 | |
| 8300 | Total other comprehensive (loss) income for the year | ($ 1,259,005) | ( 1) | $ 2,360,556 | 1 | |
| 8500 | Total comprehensive income for the year | $ 12,075,277 | 3 | $ 16,101,995 | 5 | |
| Profit attributable to: | ||||||
| 8610 | Owners of the parent | $ 11,210,454 | 3 | $ 11,538,923 | 3 | |
| 8620 | Non-controlling interests | 2,123,828 | 1 | 2,202,516 | 1 | |
| $ 13,334,282 | 4 | $ 13,741,439 | 4 | |||
| Comprehensive income attributable to: | ||||||
| 8710 | Owners of the parent | $ 10,071,776 | 2 | $ 13,779,915 | 4 | |
| 8720 | Non-controlling interests | 2,003,501 | 1 | 2,322,080 | 1 | |
| $ 12,075,277 | 3 | $ 16,101,995 | 5 | |||
| 9750 | Basic earnings per share | 6(34) | $ | 10.78 | $ | 11.10 |
| 9850 | Diluted earnings per share | 6(34) | $ | 10.75 | $ | 11.07 |
The accompanying notes are an integral part of these consolidated financial statements.
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
PRESIDENT CHAIN STORE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2023 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Retained earnings | Other equity interest | Total | Non-controlling interest | Total equity | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Notes | Share capital - common stock | Capital surplus | Legal reserve | Special reserve | Unappropriated retained earnings | Financial statements translation differences of foreign operations | |||||
| For the year ended December 31, 2024 | |||||||||||
| Balance at January 1, 2024 | $ 10,396,223 | $ 90,380 | $ 15,302,251 | $ 54,625 | $ 11,920,829 | ($ 649,458) | $ 710,937 | $ 37,844,507 | $ 10,002,893 | $ 47,847,460 | |
| Profit for the year | - | - | - | - | 11,536,923 | - | - | 11,536,923 | 2,202,516 | 15,741,439 | |
| Other comprehensive income for the year | 6(25) | - | - | - | - | 303,270 | 1,673,016 | 264,706 | 2,240,992 | 119,564 | 2,360,556 |
| Total comprehensive income for the year | - | - | - | - | 11,642,193 | 1,673,016 | 264,706 | 13,779,915 | 2,322,080 | 16,101,995 | |
| Distribution of 2023 earnings: | 6(24) | ||||||||||
| Legal reserve | - | - | 1,062,348 | - | ( 1,062,348 ) | - | - | - | - | - | |
| Cash dividends | - | - | - | - | ( 9,356,600 ) | - | - | ( 9,356,600 ) | - | ( 9,356,600 ) | |
| Non-controlling interest | - | - | - | - | - | - | - | - | ( 2,746,472 ) | ( 2,746,472 ) | |
| Overdue unclaimed cash dividend transferred to capital surplus | - | 943 | - | - | - | - | - | 943 | - | 943 | |
| Reversal of special reserve | 6(24) | - | - | - | ( 54,625 ) | 54,625 | - | - | - | - | - |
| Disposal of subsidiaries | - | - | - | - | - | - | - | - | 164,464 | 164,464 | |
| Adjustment to capital surplus due to associates' adjustment of capital surplus | - | 5 | - | - | - | - | - | 5 | - | 5 | |
| Disposal of financial instruments designated at fair value through other comprehensive income of associates | - | - | - | - | 9,104 | - | - | 9,104 | - | 9,104 | |
| Payments of unpaid cash dividends from previous year transferred to capital surplus | - | ( 181 ) | - | - | - | - | - | ( 181 ) | - | ( 181 ) | |
| Balance at December 31, 2024 | $ 10,396,223 | $ 91,087 | $ 16,364,599 | $ - | $ 13,426,603 | $ 1,023,558 | $ 975,643 | $ 42,277,693 | $ 9,742,965 | $ 52,020,658 | |
| For the year ended December 31, 2025 | |||||||||||
| Balance at January 1, 2025 | $ 10,396,223 | $ 91,087 | $ 16,364,599 | $ - | $ 13,426,603 | $ 1,023,558 | $ 975,643 | $ 42,277,693 | $ 9,742,965 | $ 52,020,658 | |
| Profit for the year | - | - | - | - | 11,210,454 | - | - | 11,210,454 | 2,123,828 | 13,334,282 | |
| Other comprehensive income (loss) for the year | 6(25) | - | - | - | - | 80,996 | ( 1,248,601 ) | 29,017 | ( 1,138,678 ) | ( 120,327 ) | ( 1,259,005 ) |
| Total comprehensive income (loss) for the year | - | - | - | - | 11,291,450 | ( 1,248,601 ) | 29,017 | 10,071,776 | 2,003,501 | 12,075,277 | |
| Distribution of 2024 earnings: | 6(24) | ||||||||||
| Legal reserve | - | - | 1,185,130 | - | ( 1,185,130 ) | - | - | - | - | - | |
| Cash dividends | - | - | - | - | ( 9,356,600 ) | - | - | ( 9,356,600 ) | - | ( 9,356,600 ) | |
| Non-controlling interest | - | - | - | - | - | - | - | - | ( 1,297,209 ) | ( 1,297,209 ) | |
| Overdue unclaimed cash dividend transferred to capital surplus | - | 1,014 | - | - | - | - | - | 1,014 | - | 1,014 | |
| Acquisition of additional equity interest in a subsidiary 6(35) | - | - | - | - | ( 440,123 ) | ( | - | ( 440,123 ) | ( 84,131 ) | ( 524,254 ) | |
| Adjustment to capital surplus due to associates' adjustment of capital surplus | - | ( 5 ) | - | - | - | - | - | ( 5 ) | - | ( 5 ) | |
| Disposal of financial instruments designated at fair value through other comprehensive income of associates | - | - | - | - | 7,800 | - | - | 7,800 | - | 7,800 | |
| Payments of unpaid cash dividends from previous year transferred to capital surplus | - | 118 ) | - | - | - | - | - | 118 ) | - | 118 ) | |
| Balance at December 31, 2025 | $ 10,396,223 | $ 91,958 | $ 17,549,729 | $ - | $ 13,744,000 | ($ 225,133 ) | $ 1,004,660 | $ 42,561,437 | $ 10,365,128 | $ 52,926,563 |
The accompanying notes are an integral part of these consolidated financial statements
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
(PRESIDENT CHAIN STORE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Consolidated profit before income tax for the year | $ 16,945,041 | $ 17,361,587 | |
| Adjustments to reconcile before income tax to net cash provided by operating activities | |||
| Income and expenses having no effect on cash flows | |||
| Gain on valuation of financial assets at fair value through profit or loss | 6(2) | ( 134,323 ) | ( 22,904 ) |
| Expected credit losses | 12(2) | 4,156 | 22,832 |
| Depreciation expense | 6(8)(9)(27) | 25,693,222 | 24,047,559 |
| Amortization expense | 6(27) | 773,207 | 775,125 |
| Depreciation on investment property | 6(11)(31) | 113,636 | 162,687 |
| Finance costs | 6(32) | 2,080,499 | 1,620,707 |
| Share of profit of associates and joint ventures accounted for using equity method | ( 336,556 ) | ( 332,347 ) | |
| Loss on disposal of property, plant and equipment, net | 6(31) | 63,989 | 42,594 |
| Gain on disposal of investment property, net | 6(31) | ( 3,742 ) | ( 1,835 ) |
| Gain on disposal of subsidiaries | 6(31)(36) | - | ( 292,954 ) |
| Gain on lease modification | 6(9)(31) | ( 127,205 ) | ( 90,919 ) |
| Interest income | 6(29) | ( 1,463,634 ) | ( 1,754,562 ) |
| Dividend income | 6(30) | ( 121,042 ) | ( 102,587 ) |
| Impairment loss on investments accounted for using equity method | 6(7)(31) | 47,880 | - |
| Impairment loss on property, plant and equipment | 6(31) | 694 | - |
| Changes in assets/liabilities relating to operating activities | |||
| Net changes in assets relating to operating activities | |||
| Financial assets at fair value through profit or loss | 388,848 | ( 596,418 ) | |
| Accounts receivable | ( 43,760 ) | ( 320,073 ) | |
| Other receivables | ( 64,843 ) | ( 437,971 ) | |
| Inventories | ( 3,077,140 ) | ( 204,581 ) | |
| Prepayments | ( 288,650 ) | ( 62,536 ) | |
| Other current assets | 264,865 | ( 426,833 ) | |
| Net changes in liabilities relating to operating activities | |||
| Contract liabilities - current | 600,985 | 1,039,226 | |
| Accounts payable | ( 3,138,807 ) | 2,799,558 | |
| Notes payable | ( 79,707 ) | ( 1,157,619 ) | |
| Other payables | 2,718,947 | ( 1,138,830 ) | |
| Other current liabilities, others | ( 85,936 ) | 445,755 | |
| Contract liabilities - non-current | ( 49,924 ) | 90,420 | |
| Net defined benefit liabilities | ( 43,623 ) | ( 185,094 ) | |
| Cash inflow generated from operations | 40,637,077 | 41,279,987 | |
| Interest received | 1,593,085 | 1,517,041 | |
| Income tax paid | ( 3,970,229 ) | ( 4,622,679 ) | |
| Interest paid | ( 2,080,699 ) | ( 1,620,603 ) | |
| Dividend received | 330,492 | 207,152 | |
| Net cash flows from operating activities | 36,509,726 | 36,760,898 |
(Continued)
PRESIDENT CHAIN STORE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Acquisition of financial assets at amortized cost - current | ($ 181,969) | ($ 4,381) | |
| Proceeds from disposal of financial assets at amortized cost - current | 101,601 | 7,211,268 | |
| Acquisition of financial assets at amortized cost - non-current | ( 112,648) | ( 215,593) | |
| Refund of overpayment in capital investment | 6(7) | 172,994 | - |
| Proceeds from disposal of subsidiary (net of cash and cash equivalents of disposed subsidiary) | 6(36) | - | 88,804 |
| Acquisition of property, plant and equipment | 6(36) | ( 16,934,977) | ( 14,626,152) |
| Payment of interest from acquisition of property, plant and equipment | 6(8)(36) | ( 127,423) | ( 25,957) |
| Proceeds from disposal of property, plant and equipment | 210,213 | 379,780 | |
| Proceeds from disposal of investment property | 5,000 | 17,931 | |
| Acquisition of intangible assets | 6(12) | ( 685,241) | ( 345,625) |
| Increase in guaranteed deposits paid | ( 155,575) | ( 365,472) | |
| Prepaid property and plant | ( 4,294,473) | ( 5,100,000) | |
| Decrease in other non - current assets | 163,652 | 146,916 | |
| Net cash flows used in investing activities | ( 21,838,846) | ( 12,838,481) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Increase in short - term borrowings | 6(37) | 107,070,363 | 86,601,309 |
| Repayment of short - term borrowings | 6(37) | ( 101,420,737) | ( 89,915,205) |
| Increase in short - term notes and bills payable | 6(37) | 74,929,915 | 22,234,373 |
| Repayment of short - term notes and bills payable | 6(37) | ( 70,035,517) | ( 23,633,322) |
| Increase in long - term borrowings | 6(37) | 52,582,850 | 44,432,317 |
| Repayment of long - term borrowings | 6(37) | ( 51,033,846) | ( 36,101,245) |
| Payments of lease liabilities | 6(9)(37) | ( 15,334,668) | ( 14,832,900) |
| (Decrease) increase in guaranteed deposits received | 6(37) | ( 60,506) | 10,246 |
| Increase in other non - current liabilities | 6(37) | 162,975 | 664 |
| Change in non - controlling interests | ( 20,592) | ( 61,383) | |
| Payment of cash dividends - parent company | 6(24)(37) | ( 9,356,600) | ( 9,356,600) |
| Payment of cash dividends - subsidiaries | 6(37) | ( 1,315,085) | ( 2,709,625) |
| Acquisition of additional equity interest in a subsidiary | 6(35) | ( 524,254) | - |
| Payments of unpaid cash dividends from previous year transferred to capital surplus | ( 118) | ( 181) | |
| Net cash flows used in financing activities | ( 14,355,820) | ( 23,331,552) | |
| Effect of foreign exchange rate changes on cash and cash equivalents | ( 1,400,638) | 1,747,265 | |
| (Decrease) increase in cash and cash equivalents | ( 1,085,578) | 2,338,130 | |
| Cash and cash equivalents at beginning of year | 51,267,712 | 48,929,582 | |
| Cash and cash equivalents at end of year | $ 50,182,134 | $ 51,267,712 |
The accompanying notes are an integral part of these consolidated financial statements
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
Independent Auditor’s Report
(Translation)
To the Board of Directors and Stockholders of President Chain Store Corp.
Opinion
We have audited the accompanying parent company only balance sheets of President Chain Store Corp. as of December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, of changes in equity, and of cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of material accounting policies.
In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of President Chain Store Corp. as of December 31, 2025 and 2024, and its parent company only financial performance and its parent company only cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Company’s parent company only financial statements for the year ended December 31, 2025 are stated as follows:
Accuracy of retail sales revenue
Description
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Please refer to Notes 4(26) and 6(22) to the parent company only financial statements for the accounting policy and the details of accounting relating to this key audit matter.
Retail sales revenue is generated by point-of-sale (POS) terminals, which record the merchandise name, quantity, sales price and total sales amount of each transaction using pre-established merchandise master file data (including merchandise name, cost of inventory, retail price, sales promotions, etc.). After the daily closing process, each store manager uploads the sales information to the ERP (enterprise resource planning) system, which summarizes all sales and automatically generates sales revenue journal entries. Each store manager also prepares a daily cash report to record the sales information and payment methods (including cash, gift certificates, credit cards and electronic payment devices, etc.) and the cash deposited to the bank.
As retail sales revenue comprises numerous small amount transactions and highly relies on the POS and ERP systems, the process of summarizing and recording sales revenue by these systems is important with regard to the accuracy of the retail sales revenue, and thus has been identified as a key audit matter.
How our audit addressed the matter
Our key audit procedures performed in respect of the above included the following:
- Inspected whether additions and changes to the merchandise master file data had been properly approved and supported by relevant documents;
- Inspected whether approved additions and changes to the merchandise master file data had been correctly entered in the merchandise master file;
- Inspected whether merchandise master file data had been periodically transferred to POS terminals in stores;
- Inspected whether sales information in POS terminals was periodically and completely transferred to the ERP system and automatically generated sales revenue journal entries;
- Inspected manual sales revenue journal entries and relevant documents;
- Inspected daily cash reports and relevant documents; and
- Inspected whether cash deposit amounts recorded in daily cash reports were in agreement with bank remittance amounts.
Cost-to-retail ratio of retail inventory method
Description
Please refer to Notes 4(11) and 6(3) to the parent company only financial statements for the accounting policy and the details of accounting relating to this key audit matter.
As there are various kinds of merchandise, the retail inventory method is used to estimate the cost of inventory and the cost of goods sold. The retail inventory method uses the ratio of the cost of goods purchased to their retail value (known as cost-to-retail ratio) to calculate the cost of inventory and the cost of goods sold. The calculation of the cost-to-retail ratio highly relies on the goods purchased both at cost and retail price, and thus has been identified as a key audit matter.
- 35 -
- 36 -
How our audit addressed the matter
Our key audit procedures performed in respect of the above included the following:
- Interviewed management to understand the calculation of the cost-to-retail ratio under the retail inventory method, and inspected whether it had been consistently applied in the comparative periods of the financial statements;
- Inspected whether additions and changes to the merchandise master file data (including merchandise name, cost of inventory, retail price, sales promotions, etc.) had been properly approved and the data correctly entered in the merchandise master file;
- Inspected whether the cost and retail price of inventory purchased as per delivery receipts were in agreement with POS purchase records after acceptance of the inventory;
- Inspected whether the POS records for the cost and retail price of inventory purchased were periodically and completely transferred to the ERP system and ascertain whether the records could not be changed manually; and
- Calculated the cost-to-retail ratio to verify its accuracy.
Responsibilities of management and those charged with governance for the parent company only financial statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal controls as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the financial reporting process of the Company.
Auditor's responsibilities for the audit of the parent company only financial statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but it is not a guarantee that an audit conducted in accordance with the Standards of 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 parent company only financial statements.
As part of an audit in accordance with the Standards of Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement in the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.
- Obtain an understanding of internal controls 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 internal controls of the Company.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
- Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the 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 controls 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
- 37 -
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 parent company only financial statements for the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless the law or regulations preclude 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.
Yi-Chang, Liang
For and on behalf of PricewaterhouseCoopers, Taiwan
February 25, 2026
Se-Kai, Lin
The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation
- 38 -
PRESIDENT CHAIN STORE CORP.
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current assets | ||||||
| 1100 | Cash and cash equivalents | 6(1) | $ 8,044,433 | 4 | $ 7,571,705 | 4 |
| 1170 | Accounts receivable, net | 6(2) | 1,070,023 | 1 | 918,509 | 1 |
| 1200 | Other receivables | 7(3) | 5,534,170 | 3 | 5,152,215 | 3 |
| 130X | Inventories, net | 6(3) | 13,078,226 | 7 | 11,422,573 | 6 |
| 1410 | Prepayments | 266,145 | - | 221,895 | - | |
| 1470 | Other current assets | 410,670 | - | 433,555 | - | |
| 11XX | Total current assets | 28,403,667 | 15 | 25,720,452 | 14 | |
| Non-current assets | ||||||
| 1510 | Financial assets at fair value through profit or loss - non-current | 6(4) | 193,056 | - | 85,480 | - |
| 1517 | Financial assets at fair value through other comprehensive income | 6(5) | 1,326,600 | 1 | 1,282,129 | 1 |
| 1550 | Investments accounted for using equity method | 6(6) | 63,465,304 | 33 | 62,788,215 | 34 |
| 1600 | Property, plant and equipment, net | 6(7) | 34,828,618 | 18 | 27,722,988 | 15 |
| 1755 | Right-of-use assets | 6(8) and 7(3) | 59,911,735 | 31 | 60,005,556 | 33 |
| 1760 | Investment property, net | 6(10) | 772,029 | - | 1,752,903 | 1 |
| 1780 | Intangible assets | 6(11) | 682,692 | - | 489,366 | - |
| 1840 | Deferred income tax assets | 6(29) | 802,162 | 1 | 769,417 | 1 |
| 1900 | Other non-current assets | 6(12) | 1,979,072 | 1 | 1,939,991 | 1 |
| 15XX | Total non-current assets | 163,961,268 | 85 | 156,836,045 | 86 | |
| 1XXX | Total assets | $ 192,364,935 | 100 | $ 182,556,497 | 100 |
(Continued)
PRESIDENT CHAIN STORE CORP.
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current liabilities | ||||||
| 2100 | Short-term borrowings | 6(13) | $ 10,500,000 | 5 | $ 5,050,000 | 3 |
| 2110 | Short-term notes and bills payable | 6(14) | 5,993,658 | 3 | 1,498,455 | 1 |
| 2130 | Contract liabilities - current | 6(22) | 8,261,589 | 4 | 6,273,730 | 3 |
| 2150 | Notes payable | 899,400 | 1 | 990,200 | 1 | |
| 2160 | Notes payable - related parties | 7(3) | 6,280,520 | 3 | 6,420,034 | 3 |
| 2170 | Accounts payable | 1,635,978 | 1 | 1,536,799 | 1 | |
| 2180 | Accounts payable - related parties | 7(3) | 12,270,170 | 6 | 11,802,932 | 6 |
| 2200 | Other payables | 6(15) | 18,906,905 | 10 | 20,089,428 | 11 |
| 2230 | Current income tax liabilities | 6(29) | 1,420,685 | 1 | 1,479,493 | 1 |
| 2280 | Lease liabilities - current | 7(3) | 9,604,445 | 5 | 9,369,631 | 5 |
| 2320 | Long-term liabilities, current portion | 6(16) | 1,000,000 | 1 | - | - |
| 2399 | Other current liabilities, others | 339,936 | - | 1,785,903 | 1 | |
| 21XX | Total current liabilities | 77,113,286 | 40 | 66,296,605 | 36 | |
| Non-current liabilities | ||||||
| 2527 | Contract liabilities - non-current | 6(22) | 283,501 | - | 257,329 | - |
| 2540 | Long-term borrowings | 6(16) | 12,046,807 | 6 | 13,045,957 | 7 |
| 2570 | Deferred income tax liabilities | 6(29) | 3,003,626 | 2 | 3,007,205 | 2 |
| 2580 | Lease liabilities - non-current | 7(3) | 51,593,204 | 27 | 51,776,780 | 28 |
| 2640 | Net defined benefit liability - non-current | 6(17) | 1,259,662 | 1 | 1,379,129 | 1 |
| 2645 | Guarantee deposit received | 3,744,416 | 2 | 3,753,728 | 2 | |
| 2670 | Other non-current liabilities, others | 758,996 | - | 762,071 | 1 | |
| 25XX | Total non-current liabilities | 72,690,212 | 38 | 73,982,199 | 41 | |
| 2XXX | Total liabilities | 149,803,498 | 78 | 140,278,804 | 77 | |
| Equity | ||||||
| Share capital | 6(18) | |||||
| 3110 | Share capital - common stock | 10,396,223 | 5 | 10,396,223 | 6 | |
| Capital surplus | 6(19) | |||||
| 3200 | Capital surplus | 91,958 | - | 91,067 | - | |
| Retained earnings | 6(20) | |||||
| 3310 | Legal reserve | 17,549,729 | 9 | 16,364,599 | 9 | |
| 3350 | Unappropriated retained earnings | 13,744,000 | 7 | 13,426,603 | 7 | |
| Other equity | 6(21) | |||||
| 3400 | Other equity interest | 779,527 | 1 | 1,999,201 | 1 | |
| 3XXX | Total equity | 42,561,437 | 22 | 42,277,693 | 23 | |
| 3X2X | Total liabilities and equity | $ 192,364,935 | 100 | $ 182,556,497 | 100 |
The accompanying notes are an integral part of these parent company only financial statements.
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
PRESIDENT CHAIN STORE CORP.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars, except for earnings per share amounts)
| Items | Notes | Year ended December 31 | ||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| AMOUNT | % | AMOUNT | % | |||
| 4000 | Operating revenue | 6(22) and 7(3) | $ 220,046,480 | 100 | $ 210,705,016 | 100 |
| 5000 | Operating costs | 6(3)(27) and 7(3) | ( 145,761,727) | ( 66) | ( 139,489,979) | ( 66) |
| 5900 | Gross profit | 74,284,753 | 34 | 71,215,037 | 34 | |
| Operating expenses | 6(27)(28) | |||||
| 6100 | Selling expenses | ( 61,412,175) | ( 28) | ( 58,951,051) | ( 28) | |
| 6200 | General and administrative expenses | ( 6,091,762) | ( 3) | ( 5,516,823) | ( 3) | |
| 6450 | Expected credit losses | 12(2) | ( 150) | - | ( 2,307) | - |
| 6000 | Total operating expenses | ( 67,504,087) | ( 31) | ( 64,470,181) | ( 31) | |
| 6900 | Operating profit | 6,780,666 | 3 | 6,744,856 | 3 | |
| Non-operating income and expenses | 7(3) | |||||
| 7100 | Interest income | 6(23) | 95,242 | - | 100,012 | - |
| 7010 | Other income | 6(24) | 2,438,601 | 1 | 1,843,924 | 1 |
| 7020 | Other gains and losses | 6(25) | 50,349 | - | ( 36,971) | - |
| 7050 | Finance costs | 6(26) | ( 943,435) | - | ( 794,151) | - |
| 7070 | Share of profit of subsidiaries, associates and joint ventures accounted for using equity method | 6(6) | ||||
| 4,572,054 | 2 | 5,030,631 | 2 | |||
| 7000 | Total non-operating income and expenses | 6,212,811 | 3 | 6,143,445 | 3 | |
| 7900 | Profit before income tax | 12,993,477 | 6 | 12,888,301 | 6 | |
| 7950 | Income tax expense | 6(29) | ( 1,783,023) | ( 1) | ( 1,349,378) | - |
| 8200 | Profit for the year | $ 11,210,454 | 5 | $ 11,538,923 | 6 | |
| Other comprehensive income (loss) | ||||||
| 8311 | Gain on remeasurement of defined benefit plan | 6(17) | $ 106,141 | - | $ 235,252 | - |
| 8316 | Unrealized gain on valuation of equity instruments at fair value through other comprehensive income | 6(5)(21) | ||||
| 44,471 | - | 262,718 | - | |||
| 8330 | Share of other comprehensive (loss) gain 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 | ( 16,358) | - | 118,186 | - | |
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | 6(29) | ||||
| ( 25,743) | - | ( 50,129) | - | |||
| 8310 | Components of other comprehensive income that will not be reclassified to profit or loss | 108,511 | - | 566,027 | - | |
| 8361 | Financial statements translation differences of foreign operations | 6(21) | ( 1,238,784) | - | 1,673,650 | 1 |
| 8380 | Share of other comprehensive (loss) income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss | ( 8,405) | - | 1,315 | - | |
| 8360 | Components of other comprehensive (loss) income that will be reclassified to profit or loss | ( 1,247,189) | - | 1,674,965 | 1 | |
| 8300 | Total other comprehensive (loss) income for the year | ($ 1,138,678) | - | $ 2,240,992 | 1 | |
| 8500 | Total comprehensive income for the year | $ 10,071,776 | 5 | $ 13,779,915 | 7 | |
| 9750 | Basic earnings per share | 6(30) | $ | 10.78 | $ | 11.10 |
| 9850 | Diluted earnings per share | 6(30) | $ | 10.75 | $ | 11.07 |
The accompanying notes are an integral part of these parent company only financial statements.
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
PRESIDENT CHAIN STORE CORP.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Share capital - common stock | Capital surplus | Retained earnings | Other equity interest | Total equity | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated retained earnings | Financial statements translation differences of foreign operations | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | ||||||
| For the year ended December 31, 2024 | ||||||||||
| Balance at January 1, 2024 | $ 10,396,22 | $ 90,30 | $ 15,302,25 | $ 54,62 | $ 11,939,62 | ( $ 649,458 ) | $ 710,937 | $ 37,844,50 | ||
| Profit for the year | - | - | - | - | 11,538,923 | - | - | 11,538,923 | ||
| Other comprehensive income for the year | 6(21) | - | - | - | - | 303,270 | 1,673,016 | 264,706 | 2,240,992 | |
| Total comprehensive income for the year | - | - | - | - | 11,842,193 | 1,673,016 | 264,706 | 13,779,915 | ||
| Distribution of 2023 earnings: | 6(20) | |||||||||
| Legal reserve | - | - | 1,062,348 | - | ( 1,062,348 ) | - | - | - | ||
| Cash dividends | - | - | - | - | ( 9,356,600 ) | - | - | ( 9,356,600 ) | ||
| Reversal of special reserve | 6(20) | - | - | - | ( 54,625 ) | 54,625 | - | - | - | |
| Overdue unclaimed cash dividend transferred to capital surplus | - | 943 | - | - | - | - | - | 943 | ||
| Adjustment of capital surplus due to associates' adjustment of capital surplus | - | 5 | - | - | - | - | - | 5 | ||
| Disposal of equity instruments designated at fair value through other comprehensive income of associates | - | - | - | - | 9,104 | - | - | 9,104 | ||
| Payment of unpaid cash dividends from previous years transferred to capital surplus | - | ( 181 ) | - | - | - | - | - | ( 181 ) | ||
| Balance at December 31, 2024 | $ 10,396,22 | $ 91,06 | $ 16,364,59 | $ | $ 13,426,60 | $ 1,023,558 | $ 975,643 | $ 42,277,69 | ||
| For the year ended December 31, 2025 | ||||||||||
| Balance at January 1, 2025 | $ 10,396,22 | $ 91,06 | $ 16,364,59 | $ | $ 13,426,60 | $ 1,023,558 | $ 975,643 | $ 42,277,69 | ||
| Profit for the year | - | - | - | - | 11,210,454 | - | - | 11,210,454 | ||
| Other comprehensive income (loss) for the year | 6(21) | - | - | - | - | 80,996 | ( 1,248,691 ) | 29,017 | ( 1,138,678 ) | |
| Total comprehensive income (loss) for the year | - | - | - | - | 11,291,450 | ( 1,248,691 ) | 29,017 | 10,071,776 | ||
| Distribution of 2024 earnings: | 6(20) | |||||||||
| Legal reserve | - | - | 1,185,130 | - | ( 1,185,130 ) | - | - | - | ||
| Cash dividends | - | - | - | - | ( 9,356,600 ) | - | - | ( 9,356,600 ) | ||
| Overdue unclaimed cash dividend transferred to capital surplus | - | 1,014 | - | - | - | - | - | 1,014 | ||
| Acquisition of additional equity interest in a subsidiary | - | - | - | - | ( 440,123 ) | - | - | ( 440,123 ) | ||
| Adjustment of capital surplus due to associates adjustment of capital surplus | - | ( 5 ) | - | - | - | - | - | ( 5 ) | ||
| Disposal of equity instruments designated at fair value through other comprehensive income of associates | - | - | - | - | 7,800 | - | - | 7,800 | ||
| Payments of unpaid cash dividends from previous year transferred to capital surplus | - | ( 118 ) | - | - | - | - | - | ( 118 ) | ||
| Balance at December 31, 2025 | $ 10,396,22 | $ 91,95 | $ 17,549,72 | $ | $ 13,744,00 | ( $ 225,133 ) | $ 1,004,660 | $ 42,561,43 |
Chairman: Lo, Chih-Hsien
The accompanying notes are an integral part of these parent company only financial statements.
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
PRESIDENT CHAIN STORE CORP.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit before income tax for the year | $ 12,993,477 | $ 12,888,301 | |
| Adjustments to reconcile profit before income tax to net cash provided by operating activities | |||
| Income and expenses having no effect on cash flows | |||
| Expected credit losses | 12(2) | 150 | 2,307 |
| Depreciation expense | 6(7)(8)(27) | 14,310,026 | 13,595,245 |
| Amortization expense | 6(11)(27) | 263,812 | 236,388 |
| Depreciation on investment property | 6(10) | 7,420 | 10,231 |
| Finance costs | 6(26) | 943,435 | 794,151 |
| Share of profit of subsidiaries, associates and joint ventures accounted for using equity method | 6(6) | ( 4,572,054 ) | ( 5,030,631 ) |
| Loss on disposal of property, plant and equipment | 6(25) | 52,468 | 50,005 |
| Gain on disposal of investment property | 6(25) | - | ( 1,835 ) |
| Gain on lease modification | 6(8)(25) | ( 87,965 ) | ( 50,675 ) |
| Interest income | 6(23) | ( 95,242 ) | ( 100,012 ) |
| Dividend income | 6(24) | ( 121,042 ) | ( 102,588 ) |
| Impairment loss on investments accounted for using equity method | 6(6)(25) | 47,880 | - |
| Gain on financial assets at fair value through profit or loss | 6(4)(25) | ( 107,576 ) | - |
| Other income | ( 808 ) | - | |
| Changes in operating assets and liabilities | |||
| Net changes in assets relating to operating activities | |||
| Accounts receivable | ( 151,664 ) | ( 178,057 ) | |
| Other receivables | ( 554,948 ) | ( 23,814 ) | |
| Inventories | ( 1,655,653 ) | 1,232,192 | |
| Prepayments | ( 44,250 ) | 127,897 | |
| Other current assets | 22,892 | 41,024 | |
| Other non-current assets | ( 1,569 ) | ( 35,773 ) | |
| Net changes in liabilities relating to operating activities | |||
| Contract liabilities - current | 458,177 | 941,028 | |
| Accounts payable | 566,417 | 1,430,291 | |
| Notes payable | ( 230,314 ) | ( 1,448,981 ) | |
| Other payables | ( 735,012 ) | ( 1,654,807 ) | |
| Other current liabilities | 83,715 | 101,644 | |
| Contract liabilities - non-current | 26,172 | 21,173 | |
| Net defined benefit liability | ( 13,326 ) | ( 197,137 ) | |
| Other non-current liabilities, others | ( 23,216 ) | ( 23,118 ) | |
| Cash inflow generated from operations | 21,381,402 | 22,624,449 | |
| Interest received | 95,241 | 99,998 | |
| Income tax paid | 6(29) | ( 1,903,898 ) | ( 1,879,523 ) |
| Interest paid | ( 950,253 ) | ( 762,932 ) | |
| Dividends received | 2,473,060 | 2,181,505 | |
| Net cash flows from operating activities | 21,095,552 | 22,263,497 |
(Continued)
PRESIDENT CHAIN STORE CORP.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Acquisition of investments accounted for using equity method | 6(6) | ($ 200,000) | ($ 600,000) |
| Acquisition of investments accounted for using equity method – refund of consideration | 172,994 | - | |
| Acquisition of property, plant and equipment | 6(31) | ( 7,221,806 ) | ( 6,479,700 ) |
| Payment of interest from acquisition of property, plant and equipment | 6(8)(31) | ( 91,422 ) | ( 14,360 ) |
| Proceeds from disposal of property, plant and equipment | 70,048 | 64,708 | |
| Proceeds from disposal of investment property | - | 17,931 | |
| Increase in guarantee deposits paid | ( 37,512 ) | ( 57,041 ) | |
| Acquisition of intangible assets | 6(11) | ( 457,138 ) | ( 221,497 ) |
| Prepaid property and plant | 6(7) | ( 4,294,473 ) | ( 5,100,000 ) |
| Net cash flows used in investing activities | ( 12,059,309 ) | ( 12,389,959 ) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Increase in short-term borrowings | 6(32) | 63,950,000 | 49,600,000 |
| Repayment of short-term borrowings | 6(32) | ( 58,500,000 ) | ( 52,300,000 ) |
| Increase in short-term notes and bills payable | 6(32) | 67,400,000 | 19,900,000 |
| Repayment of short-term notes and bills payable | 6(32) | ( 62,904,797 ) | ( 21,898,635 ) |
| Increase in long-term borrowings | 6(32) | 50,850,850 | 43,345,957 |
| Repayment of long-term borrowings | 6(32) | ( 50,850,000 ) | ( 35,850,000 ) |
| Payments of lease liabilities | 6(32) | ( 9,143,538 ) | ( 8,943,815 ) |
| (Decrease) increase in guarantee deposits received | 6(32) | ( 9,312 ) | 46,165 |
| Payment of cash dividends | 6(20)(32) | ( 9,356,600 ) | ( 9,356,600 ) |
| Payments of unpaid cash dividends from previous year transferred to capital reserve | ( 118 ) | ( 181 ) | |
| Net cash flows used in financing activities | ( 8,563,515 ) | ( 15,457,109 ) | |
| Net increase (decrease) in cash and cash equivalents | 472,728 | ( 5,583,571 ) | |
| Cash and cash equivalents at beginning of year | 7,571,705 | 13,155,276 | |
| Cash and cash equivalents at end of year | $ 8,044,433 | $ 7,571,705 |
The accompanying notes are an integral part of these parent company only financial statements.
Chairman: Lo, Chih-Hsien
President: Huang, Jui-Tien
Accounting Manager: Lee, Johnyih
Appendix VI: President Chain Store Corporation Profit Allocation Proposal for 2025
| Item | Unit: NTD Amount |
|---|---|
| Net profit after tax for 2025 | $ 11,210,454,542 |
| Less: Legal reserve | (1,085,912,658) |
| Add: Remeasurements of liabilities on net defined benefit plan | 80,996,068 |
| Add: Disposal of financial instruments designated at fair value through other comprehensive income of associates | 7,798,550 |
| Less: Difference between consideration and carrying amount of subsidiaries acquired | (440,122,580) |
| 2025 Earnings available for distribution | 9,773,213,922 |
| Add: Unappropriated retained earnings at beginning of year | 2,884,873,053 |
| Total available for distribution: | 12,658,086,975 |
| Cash dividends (NT$ 9.00 per share) | (9,356,600,295) |
| Unappropriated retained earnings at end of year | $ 3,301,486,680 |
Note:
1. Net income for 2025 shall be first in the priority distribution. The shortfall shall be made up with the unappropriated retained earnings at beginning of year.
2. The total cash dividends allocated to each shareholder were rounded off to one NT$.
3. The fractional stocks less than NT$1 in the allocation were transferred to other income of the Company.
Chairman: Lo, Chih-Hsieh
President: Huang, Jui-Tien
Chief Accounting Officer: Lee, Johnyih
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Appendix VII: Details of the Duties Subject to Releasing Directors and Independent Directors from the Obligation of Non-competition
As of Feb 24, 2026
| Name | Current Position in Other Companies |
|---|---|
| Representative of Uni-President Enterprises Corp. Lo, Chih-Hsien | Chairman: Uni-President Enterprises Corp., President Natural Industrial Corp., Uni-Prosperity Lifestyle Corp., Ton Yi Industrial Corp., Ttet Union Corp., Prince Housing & Development Corp., President Packaging Industrial Corp., Woongjin Foods Co., Ltd., Daeyoung Foods Co., Ltd., President International Development Corp., Uni-President China Holdings Ltd., Changjiagang President Nisshin Food Co., Ltd., ScinoPharm Taiwan, Ltd., Uni-President (Philippines) Corp., Uni-President (Thailand) Ltd., Uni-President (Vietnam) Co., Ltd., Uni-President Enterprises (China) Investment Co., Ltd., Uni-President Cold-Chain Corp., Presco Netmarketing, Inc., Uni-President Dream Parks Co., President Century Corp., President Property Corp., Nanlien International Corp., Tone Sang Construction Corp., Prince Real Estate Co., Times Square International Holding Co., Times Square International Hotel Co., Times Square International Stays Co., Uni-President Express Corp., Cheng-Shi Investment Holding Co. |
| Vice Chairman: President Nisshin Corp. | |
| Director: Uni-Wonder Corp., Uni-President Organics Corp., Uni-President Glass Industrial Co., Ltd., Cayman President Holdings Ltd., Kai Yu (BVI) Investment Co., Ltd., President Fair Development Corp., Uni-President Southeast Asia Holdings Ltd., Uni-President Asia Holdings Ltd., Uni-President Hong Kong Holdings Ltd., Champ Green Capital Co., Ltd., Champ Green (Shanghai) Consulting Co., Ltd., Uni-President Enterprises (Guangzhou) Co., Ltd., Uni-President Enterprises (Fuzhou) Co., Ltd., Uni-President Enterprises (Xinjiang) Food Co., Ltd., Uni-President Enterprises (Wuhan) Food Co., Ltd., Uni-President Enterprises (Kunshan) Food Co., Ltd., Uni-President Enterprises (Chengdu) Food Co., Ltd., Uni-President Enterprises (Shenyang) Co., Ltd., Uni-President Enterprises (Harbin) Co., Ltd., Uni-President Enterprises (Hefei) Co., Ltd., Uni-President Enterprises (Zhengzhou) Co., Ltd., Uni-President Enterprises (Beijing) Drink Co., Ltd., Uni-President Enterprises (Kunshan) Food Technology Co., Ltd., Uni-President Enterprises (Nanchang) Co., Ltd., Uni-President (Shanghai) Trading Co., Ltd., Uni-President Enterprises (Kunming) Food Co., Ltd., Uni-Yantai Tongli Beverage Industries Co., Ltd., Uni-President Enterprises (Changsha) Co., Ltd., Uni-President (Bama) |
| Name | Current Position in Other Companies |
|---|---|
| Mineral Water Co., Ltd., Uni-President Enterprises (Nanning) Co., Ltd., Uni-President Enterprises (Zhanjiang) Co., Ltd., Uni-President Enterprises (Chongqing) Co., Ltd., Uni-President Enterprises (Taizhou) Co., Ltd., Uni-President Enterprises (Akesu) Co., Ltd., Uni-President Enterprises (Changchun) Co., Ltd., Uni-President Enterprises (Shanghai) Management Consulting Co., Ltd., Uni-President (Shanghai) Pearly Century Co., Ltd., Uni-President Enterprises (Baiyin) Co., Ltd., Hainan President Enterprises Co., Ltd., Uni-President Enterprises (Guiyang) Co., Ltd., Uni-President Enterprises (Jinan) Co., Ltd., Uni-President Enterprises (Hangzhou) Co., Ltd., Uni-President Enterprises (Wuxue) Mineral Water Co., Ltd., Shijiazhuang President Enterprises Co., Ltd., Uni-President Enterprises (Xuzhou) Co., Ltd., Uni-President Enterprises (Henan) Co., Ltd., Uni-President Trading (Kunshan) Co., Ltd., Uni-President Enterprises (Shaanxi) Co., Ltd., Uni-President Enterprises (Jiangsu) Co., Ltd., Uni-President Enterprises (Changbai Mountain Jilin) Mineral Water Co., Ltd., Uni-President Enterprises(Kunshan) Real Estate Development Co., Ltd., Uni-President Enterprises (Shanghai) Co., Ltd., Uni-President Enterprises (Inner Mongolia) Co., Ltd., Uni-President Enterprises (Shanxi) Co., Ltd., Uni-President Enterprise (Hutubi) Tomato Products Technology Co., Ltd., Uni-President Enterprises (Shanghai) Drink & Food Co., Ltd., Uni-President Enterprises (Tianjin) Co., Ltd., Uni-Oao Travel Service Corp., President Packaging Holdings Ltd., Kuang Chuan Dairy Co., Ltd., Kuang Chuan Foods Ltd., Uni-President Development Corp., President Professional Baseball Team Corp., Tait Marketing & Distribution Co., Ltd., Wei Lih Food Industrial Co., Ltd., Keng Ting Enterprises Co., Ltd., President Chain Store (BVI) Holdings Ltd., President Chain Store (Labuan) Holdings Ltd., Retail Support International Corp., Uni-President Assets Holdings Ltd., Kao Chuan Inv. Co., Ltd. | |
| Supervisor : Infinity Holdings Ltd., Eternity Holdings Ltd., Celestial Prosperities Holdings Ltd. | |
| President : Presco Netmarketing, Inc., Uni-President Express Corp. |
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| Name | Current Position in Other Companies |
|---|---|
| Representative of Kao Chuan Investment Co., Ltd. : Kao, Shiow -Ling | Chairman : Infinity Holdings Ltd., Eternity Holdings Ltd., Celestial Prosperities Holdings Ltd., President Fair Development Corp., Uni-President Department Store Corp., President Being Corp., President Pharmaceutical Corp., President Drugstore Business Corp., Kao Chuan Inv. Co., Ltd. |
| Director : Uni-President Enterprises Corp., President Natural Industrial Corp., Uni-Wonder Corp., Uni-President Organics Corp., Ton Yi Industrial Corp., Prince Housing & Development Corp., President International Development Corp., ScinoPharm Taiwan,Ltd., President Century Corp., Uni-President Development Corp., Times Square International Holding Co., Times Square International Hotel Co. | |
| President : President Fair Development Corp., Kao Chuan Inv. Co., Ltd. | |
| Representative of Uni-President Enterprises Corp. : Huang, Jui-Tien | Chairman : Uni-Wonder Corp., President Transnet Corp., Tait Marketing & Distribution Co., Ltd., President Collect Service Corp., President Information Corp., Wisdom Distribution Service Corp., Uni-President Superior Commissary Corp., Ren-Hui Investment Corp., President Chain Store Tokyo Marketing Corp., Retail Suppprt International Corp., Uni-Sogood Marketing Consultant Philippines Corp., Uni-President Information Philippines Corp., Duskin Serve Taiwan Co., Ltd., Mech-President Corp., Tong Ching Corp. |
| Vice Chairman : Philippine Seven Corp. | |
| Director: Uni-President Enterprises Corp., Cayman Nanlien Holding Ltd., President Fair Development Corp., President International Development Corp., Changjiagang President Nisshin Food Co., Ltd., Uni-President Foodstuff (BVI) Holdings Ltd., Shanghai Songjiang President Enterprises Co., Ltd., President Chain Store Corp., Uni-President Cold-Chain Corp., Uni-President Development Corp., Uni-President Department Store Corp., Capital Marketing Consultant Corp., Nanlien International Corp., President Being Corp., President Pharmaceutical Corp., President Pharmaceutical (Hong Kong) Holdings Ltd., President Drugstore Business Corp., Books.com. Co., Ltd., President Chain Store (BVI) Holdings Ltd., President Chain Store (Labuan) Holdings Ltd., President Chain Store (Hong Kong) Holdings Ltd., Uni-President Logistics(BVI) Holdings Ltd., PCSC (China) Drugstore Ltd., President Chain Store (Shanghai) Ltd., President Chain Store (Zhejiang) Ltd., Ren Hui Holding Co., Ltd., Beauty Wonder (Zhejiang) Trading Co.,Ltd., President Nisshin Corp., Uni-Capital Marketing Consultant Holding Co., Ltd., Uni-President Express Corp., Uni-Capital Marketing Consultant Corp. | |
| President : Books.com. Co., Ltd., President Pharmaceutical (Hong Kong) Holdings Ltd., Ren-Hui Investment Corp. |
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| Name | Current Position in Other Companies |
|---|---|
| Representative of Uni-President Enterprises Corp. : Huang, Jau-Kai | Chairman : Uni-President Vender Corp. |
| Director : Ton Yi Industrial Corp., Uni-President (Vietnam) Co., Ltd., | |
| Uni-President Cold-chain Corp., Uni-President Express Corp. | |
| Representative of Uni-President Enterprises Corp. : Wu, Tsung-Pin | Chairman : Tung-Ren Pharmaceutical Corp., Kai Nan Investment Co., Ltd. |
| Director : Uni-Prosperity Lifestyle Corp., Prince Housing & Development Corp., | |
| Grand Bills Finance Corp., President Fair Development Corp., President International Development Corp., ScinoPharm Taiwan, Ltd., | |
| Uni-President (Vietnam) Co., Ltd., Uni-President Hong Kong Holdings Ltd., Kuang Chuan Dairy Co., Ltd., Kuang Chuan Foods Ltd., Tung Lo Development Co., Ltd., Tone Sang Construction Corp., Cheng-Shi Investment Holding Co., Prince Real Estate Co., Times Square International Holding Co., Times Square International Hotel Co. | |
| Supervisor : President Professional Baseball Team Corp., Nanlien International Corp., President Kikkoman Inc., Kunshan President Kikkoman Biotechnology Co., Ltd., President Kikkoman Zhenji Foods Co., Ltd., President Century Corp., Times Square International Stays Co.,Woongjin Foods Co., Ltd., Daeyoung Foods Co., Ltd., Uni-President (Korea) Co., Ltd., Uni-President Express Corp., PAYUNi Co., Ltd., | |
| Representative of Uni-President Enterprises Corp. : Wu, Wen-Chi | Director : Philippine Seven Corp., Ren Hui Holding Co., Ltd., President Chain Store (Hong Kong) Holdings Ltd., President Lanyang Art Corp., Uni-President (Singapore) Pte. Ltd. |
| Supervisor : Uni-Wonder Corp., President Transnet Corp., President Collect Services Corp., President Information Corp., Books.com. Co., Ltd., President Chain Store (Shanghai) Ltd., President Chain Store (Zhejiang) Ltd., Connection Labs Ltd., Uni-Prosperity Lifestyle Corp., Uni-President Asset Management Corp. | |
| Chen, Liang | Chairman : Peak Capital Holdings Inc., Co-Center Co., Ltd. |
Note : Presicarre Corp. has been renamed Uni-Prosperity Lifestyle Corp.
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Addendum I: The Minimum Numbers of Shares required to be held by the Entire Directors and the Numbers of Shares held by the Individual Director and by the Entire Directors
I. In accordance with Article 26 of the Securities and Exchange Act and Article 2, Paragraph 1, Subparagraph 6 and Paragraph 2 of the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the total amount of registered shares held by all directors shall be no less than 3% (Note) of the Company's total issued shares, provided that if the total shareholding of all directors and supervisors calculated under the preceding subparagraph is less than the maximum shareholding under the subparagraph immediately preceding the given subparagraph, the maximum shareholding under that preceding subparagraph shall be applicable. President Chain Store Corporation has elected 2 independent directors. The percentage of shareholding of all directors other than independent directors is 80% of the abovementioned level and the minimum number of shares held by all directors other than independent directors shall be 32,000,000.
Note: Total amount of registered shares is 1,039,622,255 shares.
II. As of the date on which the transfer of shareholdings is suspended for the present shareholders' meeting the numbers of shares actually held by individual and all directors are enumerated below:
| Job title | Name | Shareholdings | |
|---|---|---|---|
| Chairman | Representative of Uni-President Enterprises Corp. | Lo, Chih-Hsien | 471,996,430 |
| Director | Representative of Kao Chuan Investment Co., Ltd. | Kao, Shiow-Ling | 5,176,775 |
| Director | Representative of Uni-President Enterprises Corp. | Huang, Jui-Tien | 471,996,430 |
| Director | Representative of Uni-President Enterprises Corp. | Huang, Jau-Kai | 471,996,430 |
| Director | Representative of Uni-President Enterprises Corp. | Wu, Tsung-Pin | 471,996,430 |
| Director | Representative of Uni-President Enterprises Corp. | Wu, Wen-Chi | 471,996,430 |
| Independent director | Hsu, Ke-Wei | 0 | |
| Independent director | Chen, Liang | 0 | |
| Independent director | Hung, Yung-Chen | 0 | |
| Total | 477,173,205 |
Addendum II: Articles of Incorporation of President Chain Store Corporation
Amended in May 22 2025
Chapter I General Provisions
Article 1. The Company is incorporated as a company limited by shares under the Company Act of the Republic of China and named “President Chain Store Corp.” The English name of the Company is named “President Chain Store Corporation.”
Article 2 The Company’s business lines include:
- F203020 Tobacco and alcohol retail
- F206020 Daily supplies retail
- F203010 Foods, groceries and beverage retail
- F208040 Cosmetics retail
- F399990 Other retails
- IZ01010 Photocopy
- F201070 Flowers and plants retail
- F209060 Education, musical instruments and entertainment appliances retail
- JE01010 Lease
- IE01010 Agent of telecommunication subscribers’ numbers
- I401010 General advertising service
- F207050 Fertilizer retail
- F210010 Timepiece retail
- F210020 Eyeglasses retail
- F216010 Photographic equipment retail
- JZ99030 Photographing
- F204110 Clothe, dresses, shoes, hats, umbrellas and apparels retail
- A102060 Food supply
- F213010 Electric appliances retail
- F208031 Medical facilities retail
- F205040 Furniture, bedding
- F207030 Daily supplies retail
- F401010 International trade
- JA01010 Motor repair service
- F214030 Auto and motorcycle spare parts and outfit retail
-
G202010 Parking lot management
-
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- IZ14011 Public welfare lottery agency
- JZ99050 Intermediary service
- IZ99990 Other industrial and commercial service
- F401161 Cigarette products importer
- F401171 Alcohol products importer
- ZZ99999 Any business not prohibited or restricted by laws and regulations other than the business requiring special approval After amendment
- F301010 Department stores
- F301020 Supermarket
- F399010 Convenience stores
- F501030 Beverage shop
- F501060 Restaurant
- I301010 Information software service
- I301030 Electronic information supply service
- F206010 Ironware retail
- F212011 Gas station
- F212050 Petroleum product retail
- JA01990 Other automobile services
- I101090 Food consultation service
- IZ09010 Management system certification
- J701020 Theme park
- F102040 Beverage wholesale
- F102170 Foods and groceries wholesale
- F106020 Daily supplies wholesale
- I103060 Management advisor
- J304010 Book publisher
- J303010 Magazine (journal) publisher
- IZ12010 Staffing
- JA03010 Laundry service
- F201010 Retail sale of agricultural products
- F501990 Other eating and drinking places not elsewhere classified
- F208050 Retail Sale of the Second Type Patent Medicine
- F201061 Retail sale of Seedling
- C104020 Bakery food manufacturing
- H703100 Real Estate for Rental
- F399040 Retail Sale No Storefront
-
G903010 Telecommunications Enterprises
-
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Article 3 The Company’s head office is based in Taipei City and may, when necessary, set up branch offices within and outside of the territory of the Republic of China according to the resolution adopted at the meeting of directors.
Article 4 The Company may make endorsement/guarantee externally due to the business. In order to meet the need for business, the Company may reinvest in other enterprises and be free from the restriction referred to in Article 13 of the Company Act for no more than 40% of the Company’s paid-in capital.
Chapter II Shares
Article 5 The total capital stock of the Company shall be in the amount of NT$10.5 billion, divided into 1.05 billion shares, at a par value of NT$10, and the unissued shares of them are authorized to be issued by the Board of Directors in installments.
Article 6 The stock certificates of the Company shall be registered and issued after being signed or sealed by Directors representing the Company and after being authenticated by the bank which is competent to certify shares under the laws. It is not necessary for the Company to print the stock certificates, provided that it shall be registered at a central custody of securities.
Article 7 All transfer of stocks, pledge of rights, loss, succession, gift, loss of seal, amendment of seal, change of address or similar stock transaction conducted by shareholders of the Company shall follow the “Regulations Governing the Administration of Shareholder Services of Public Companies” unless specified otherwise by law and securities regulations.
Article 8 Unless otherwise provided in laws, the procedure for application for reissue of stock certificates, if stock certificates are lost:
(1) The shareholder or the legal owner shall report the event to police authorities for handling or recording, complete the loss of stock application, and send such to the Company;
(2) The applicant shall, within five days, apply to the courts under the Code of Civil Procedure for public announcement of the event, and a copy of the court application and the court acceptance voucher shall be sent to the Company, or the application will be revoked;
(3) Upon expiration of the period of public summon, the applicant may apply to the Company for registration by attaching the court’s judgment declaring the lost stock certificates void.
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Article 9
Unless otherwise provided by laws, registration for the transfer of stocks shall be suspended sixty days before any regular shareholders’ meeting, thirty days before any temporary shareholders’ meeting, or five days before the record date for determination of the shareholders entitled to dividends, bonus or any other profits distribution by the Company.
Chapter III Shareholders’ Meeting
Article 10 Shareholders’ meetings of the Company are of two kinds:
(1) Regular shareholders’ meetings shall be convened once a year by the Board of Directors within six months after the close of each fiscal year.
(2) Temporary shareholders’ meetings shall be convened according to laws whenever necessary.
Article 11 During the session of a shareholders’ meeting, the Chairman of the Board of Directors shall be the chairperson of the meeting. Where the Chairman of the Board of Directors is on leave or absent or cannot exercise his/her power and authority for any cause, he shall designate one managing director to act on his/her behalf. Where the Chairman of the Board of Directors is on leave or absent or cannot exercise his/her power and authority for any cause, he shall designate one director to act on his/her behalf. Where the Chairman fails to designate a proxy, the Directors shall elect among themselves an acting chairperson of the meeting. 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 12 Unless otherwise provided in laws, written notice shall be sent to all shareholders, thirty days in advance in the case of a regular shareholders’ meeting and fifteen days in advance in the case of a temporary shareholders’ meetings, and be publicly announced within forty five days before a general shareholders’ meeting, in the case of bearer stock holders, and within thirty days before a temporary shareholders’ meeting, in the case of bearer stock holders.
Article 13 If a shareholder is unable to attend a shareholders’ meeting for any cause, he/she may execute and issue a proxy pursuant to Article 177 of the Company Act and the competent authority’s requirements and specify the scope of the proxy. This proxy can also be issued in electronic form instead.
Article 14 Unless otherwise provided in laws, a shareholder shall be entitled to one voting right for each share held by him/her. The vote can be exercised in written or electronic forms.
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Article 15 Resolutions at a shareholders’ meeting shall, unless otherwise provided for in Company Act, be adopted by a majority of voting rights of the present shareholders who represent a majority of the total issued and outstanding shares.
Article 16 The shareholders’ meeting shall resolve the following:
(1) Amendments to these Articles;
(2) Election and discharge of directors.
(3) Permitted activities engaged in by directors for their own or others within the scope of the Company’s business;
(4) Conclusion, alteration or termination of the contract related to lease of business, consignment of business or permanent joint venture;
(5) Assignment of all or substantial business or property;
(6) Succeeding to another persons’ whole business or property which affects the Company’s operation materially;
(7) Other motions to be resolved by the shareholders’ meeting pursuant to laws.
Chapter IV Directors, Audit Committee, and Managers
Article 17 The Company shall have 9 directors. The term of their service is three years. Candidates shall be selected by way of nomination. During the shareholders meeting, directors will be elected from the list of director candidates in accordance with the cumulative voting methods specified in Article 198 of the Company Act. The total shares of registered stock held by the directors shall not be less than a prescribed percentage of the issued and outstanding shares of the Company. The percentage and audit implementation rules thereof are determined pursuant to the regulations of government authority in regard to stocks.
Article 18 3 independent directors shall be elected from the directors referred to in the preceding Article in accordance with Article 14-2 and Article 14-3 of the Securities and Exchange Act.
The independent directors shall be nominated and elected in accordance with Article 192-1 of the Company Act. The shareholders shall elect independent directors from the list of candidates for independent directors.
Acceptance and publication of nomination of candidates for independent directors shall be handled in accordance with the Company Act and Securities and Exchange Act, et al.. Independent and non-independent directors shall be elected concurrently and the number of the elected shall be calculated separately.
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Article 19 The Company may install an Audit Committee in accordance with Article 14-4 and Article 181-2 of Securities and Exchange Act. The functions to be assumed by supervisors under the Company Act and Securities and Exchange Act shall be transferred to the Audit Committee.
The Audit Committee shall consist of the whole independent directors, which shall be no less than three members. One of them shall be the convener, and at least one of them shall be specialized in accounting or finance.
The Company’s Board of Directors may install other functional committees, and the organizational charts shall be defined by the Board of Directors.
Article 20 The Directors constitute the Board of Directors. Unless laws or these Articles provide that the business shall be subject to resolution of the shareholders’ meeting, the Company shall carry out its business subject to the resolution made by the Board of Directors.
Article 21 The board of directors shall elect a chairman of the board directors from among the directors by a majority vote at a meeting attended by over two-thirds of the directors. The Chairman of the Board of Directors shall externally represent the Company and internally execute the Company’s business pursuant to laws, these Articles and resolutions of shareholders’ meetings and directors’ meetings.
Article 22 The Board of Directors shall hold a meeting at least once per quarter. In the case of emergency or upon request of a majority of directors, a temporary meeting may be convened at any time. Meetings of the Board of Directors shall be convened by the Chairman of the Board of Directors unless specified otherwise by the Company Act. The first meeting of each term of the Board of Directors shall be called by the director winning the ballots representing the most votes pursuant to laws. In calling a meeting of the Board of Directors, a notice may be effected by means of electronic transmission.
Article 23 Where the Chairman fails to exercise his/her authority with cause, the Chairman shall appoint a director to be his/her proxy. Where any director fails to attend the meeting and appoints a proxy to attend the meeting on behalf of him/her, he/she shall issue a letter of proxy and specify the scope of authorization with respect to the grounds for calling the meeting, provided that a proxy shall act on behalf of no more than one director.
Article 24 The motions shall be recorded in the director’s meeting minutes. The meeting minutes shall specify the date and location of the meeting, names of present directors and chairperson, in addition to the gist and result of the parliamentary procedures, and be
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signed by the chairperson and record taker. Said meeting minute shall be maintained permanently in the Company together with the directors’ attendance book and proxies.
Article 25 The remuneration to directors shall be paid subject to the normal standards.
Article 26 The Company may purchase liability insurance for directors and important officers during their tenure against the indemnity to be borne by them in the scope of business carried out by them. The insurance policy shall be taken out by the Board of Directors with full power.
Article 27 The Company may have several manager(s). The appointment, removal and remuneration of the manager(s) shall be subject to Article 29 of Company Act. The Company’s managers have the right to enter their signatures on behalf of the Company pursuant to the relevant requirements defined by the Company and insofar as they are authorized to do it.
Article 28 The Company may retain several advisors subject to the need for business. The appointment, removal and remuneration of the advisors shall be subject to agreement of a majority of the whole directors.
Chapter V Accounting
Article 29 The Company identifies that each year from January 1 to December 31 is one fiscal year. It will settle the accounts at the end of each fiscal year.
Article 30 At the end of each fiscal year, the Board of Directors shall prepare the following reports and, send them to the meeting of shareholders for their recognition pursuant to Article 228 of the Company Act and any relevant regulations.
(1) Business report;
(2) Financial statements;
(3) Motion for allocation of earnings or covering of loss.
Article 31 The dividends and bonuses shall be allocated subject to the various shareholders’ shareholding percentage. No dividends or bonuses will be allocated where the Company has no retained earnings.
Article 32 If the Company has a surplus to its final accounts, it is to pay all income taxes and make up all past losses in accordance with the law. If there is any remaining balance,
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the Company is to set aside a 10% legal reserve and, after setting aside or reversing the special reserve in accordance with the law and regulations, treat it as the current period’s distributable earnings, then add cumulative unappropriated earnings of the previous year to the cumulative distributable earnings.
When the Company sets aside the special reserve, the net deduction of other equity and net gain at fair value on investment property accumulated from prior period shall be set aside the special reserve for the same amount from earning unappropriated of the end of prior period. If any deficit will be made from current profit add items other than current profit as the earning unappropriated of the current period
The profit allocation proposal shall be made by the Board based on the industry environment, business and subsidiaries development in the future. The Company’s distributable accumulated earnings shall be allocated and resolved by the shareholders’ meeting.
The allocation of dividends and bonuses to stockholders is set at 50% or more of the distributable earnings for the current period, of which 50% to 100% is to be paid in cash dividends and the remainder is to be distributed as unappropriated earnings.
After deducting accumulated losses from the Company’s profit for the year (i.e., pre-tax profit before distribution of employees’ and directors’ remuneration), if there is any remaining balance, the Company is to allocate no more than 2% of the directors’ remuneration and no less than 2% of the employees’ remuneration, and no less than 1% of the balance should be allocated as remuneration to junior employees of the Company. Employee compensation in the form of stock or cash shall be distributed to employees of the Company’s subsidiaries who meet certain criteria, which shall be separately determined.
Article 33 The dividends shall be allocated to the shareholders recorded in the roster of shareholders five days before the record date of allocation of the dividend and bonus.
Article 34 The Company’s articles of organization and enforcement rules thereof shall be defined separately.
Article 35 Any matters not provided herein shall be subject to the Company Act and the relevant laws.
Article 36 These Articles of Incorporation were made upon agreement of all incorporators on June 4, 1987 and enforced as of the date when the competent authority approves registration of these Articles. 1st amendment was made on June 26, 1990. 2nd amendment was made on June 28, 1991. 3rd amendment was made on May 29, 1992. 4th amendment was made on August 21, 1992. 5th amendment was made on May 26, 1993. 6th amendment
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was made on May 20, 1994. 7th amendment was made on December 27, 1994. 8th amendment was made on May 16, 1996. 9th amendment was made on May 20, 1997. 10th amendment was made on May 21, 1998. 11th amendment was made on June 10, 1999. 12th amendment was made on June 15, 2000. 13th amendment was made on June 12, 2001. 14th amendment was made on June 25, 2002. 15th amendment was made on June 24, 2003. 16th amendment was made on June 29, 2004. 17th amendment was made on June 14, 2005. 18th amendment was made on June 14, 2006. 19th amendment was made on June 15, 2007. 20th amendment was made on June 13, 2008. 21st amendment was made on June 10, 2009. 22nd amendment was made on June 15, 2010. 23rd amendment was made on June 22, 2011. 24th amendment was made on June 21, 2012. 25th amendment was made on June 17, 2013. 26th amendment was made on June 15, 2016. 27th amendment was made on June 13, 2017. 28th amendment was made on June 12, 2018. 29th amendment was made on June 12, 2019. 30th amendment was made on July 16, 2021. 31st amendment was made on May 26, 2022. 32nd amendment was made on May 30, 2023. 33rd amendment was made on May 30, 2024. 34th amendment was made on May 22, 2025.
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Addendum III: Rules of Procedures for Shareholders' Meeting of President Chain Store Corporation
(Translation)
Amended in July 2021
I. Unless otherwise prescribed in laws and ordinances concerned, the shareholders' meeting of the Company shall be duly convened in accordance with these Rules.
II. The term “shareholders” as set forth herein denotes the shareholders themselves and the proxies authorized by shareholders.
III. A shareholder who participates in the shareholders' meeting shall submit the sign-in card instead of signing in person. The sign-in card shall be taken as the grounds to calculate the number of shares represented by the participating shareholders. The aggregate number of shares represented by participating shareholders shall be calculated based on the voting powers exercised in writing or in electronic means.
IV. The numbers of participating shareholders and the number of voting powers in the shareholders' meeting shall be calculated based on the number of shares.
V. A shareholders' meeting shall be convened in the place where the Company is headquartered or a place convenient to shareholders for participation. A shareholders' meeting shall be convened not earlier than 9:00 a.m. or later than 3:00 p.m.
VI. Notices for shareholders' meetings shall expressly bear the timeframe and place where shareholders may report for participation and other important notes. The aforementioned timeframe for shareholders to report for participation shall be a minimum of thirty minutes prior to the time scheduled to start the meeting. The location to report for participation shall be conspicuously remarked and shall be staffed with adequate and competent personnel to entertain the report for participation.
VII. Unless otherwise prescribed in laws and ordinances concerned, a shareholders' meeting shall be convened by the board of directors and be chaired by the chairperson. In the event that the chairperson is unavailable to exercise his responsibilities and powers by any reason, the chairperson shall appoint a director to act as his substitute. In the event that another person bestowed with the power to convene the meeting convenes a shareholders' meeting, such convener shall chair the meeting.
In the event that a director is appointed to chair a meeting as the substitute for the chairperson as mentioned in the preceding paragraph, such director shall be the one who has served as a director for a minimum of six months and who is well aware of the Company's financial standing. This same provision is equally mutatis mutandis applicable to an event where the chairperson is the representative of a director.
VIII. The Company may appoint retained Attorneys-at-Law, Certified Public Accountants or relevant
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people to attend the shareholders' meeting as non-voting guest participants. The staff in charge of the shareholders' meeting shall wear the identity certificates.
IX. The Company shall audio and video record the entire process where shareholders report for participation. While the meeting is in progress, ballots are to be cast in an uninterrupted manner. The audio and video records shall be archived for a minimum of one year.
X. The chairperson shall announce the start of the meeting immediately at the scheduled time for the meeting and simultaneously announce the relevant information, including the numbers of no voting rights and numbers of shares preset, etc. In the event that the participating shareholders do not represent a majority of the total outstanding shares by then, nevertheless, the chairperson may announce a deferment of the meeting. There must be no more than two deferments. The aggregate period of deferment(s) shall not exceed an hour. In the event that the participating shareholders do not represent one-third of the total outstanding shares even with deferment twice, the Company may make a tentative resolution in accordance with Article 175 of the Company Act. In the event that the present shareholders represent up to a majority of the total number of outstanding shares before the end of the meeting, the chairperson may pose the tentative resolution to the shareholders' meeting for resolution anew in accordance with Article 174 of the Company Act.
XI. In the event that the board of directors convenes a shareholders' meeting, the board of directors shall set the agenda and the meeting shall be duly convened based on the scheduled agenda, which shall not be changed unless duly resolved in the shareholders' meeting. The provision set forth under the preceding paragraph is equally mutatis mutandis applicable to an event where a person beyond the board of directors who is bestowed with the power to convene the meeting convenes the shareholders' meeting. Until the meeting based on the agenda mentioned in two preceding paragraphs (including occasional (extemporaneous) motions) is completed, the chairperson shall not announce adjournment unless duly resolved. In the event that the chairperson breaches the Procedure Rules for Shareholders' Meeting by announcing adjournment, nevertheless, one person may be elected by a majority of the present shareholders to act as the chairperson to continue the meeting.
XII. A present shareholder in a shareholders' meeting shall, before addressing himself or herself to the meeting, fill up the note of speech which shall bear gist of his or her speech, account number of the shareholder (or code of the participation certificate) and name of account holder. The chairperson will then fix the priority order for the floor. A shareholder who submits the note for floor but does not speak up is deemed as having not exercised the floor. In case of a discrepancy found between the contents shown on the floor note and contents actually spoken, the contents actually spoken shall prevail. Where a shareholder exercises his or her floor, other shareholders shall not speak up to interfere with the floor unless consented by the chairperson and the shareholder in floor. The chairperson shall stop violation, if any.
XIII. Unless consented by the chairperson, each shareholder shall not speak up on the same issue more than twice. Each floor shall not exceed five minutes. Where a shareholder breaches the requirements mentioned in the preceding paragraph or speaks beyond the scope of the issue, the chairperson may stop his or her floor.
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XIV. Where a juristic person is delegated to participate in a shareholders’ meeting, that juristic person may appoint only one representative to participate in the meeting. Where a juristic person shareholder appoints two or more representatives to participate in a shareholders’ meeting, only one among them may be appointed to speak up on a same issue.
XV. After a shareholder completes his or her floor, the chairperson may reply either himself or herself or through a person concerned appointed by him or her.
XVI. Where the chairperson holds that the discussion on an issue is up to the extent for resolution by voting, the chairperson may announce discontinuance from the discussion and bring that issue into the process of resolution through voting.
XVII. In the voting process, the chairperson shall appoint the ballot scrutinizer and ballot counter. A ballot scrutinizer shall, nevertheless, be appointed from among shareholders. The balloting process and ballot counting in a shareholders’ meeting shall be conducted in an open place of the shareholders’ meeting site. Upon completion of the ballot counting process, the outcome shall be announced on the spot, including the number of powers in the statistics the name of directors who were not elected and their numbers of votes, for which records shall be duly worked out.
XVIII. During the process of a shareholders’ meeting, the chairperson may fix an intermission as appropriate.
XIX. Unless otherwise provided for in the Company Act and the Articles of Incorporation, decisions in the shareholders’ meeting shall be resolved by a majority vote in the meeting, which is attended by shareholders who represent a majority of the total issued shares.
XX. At the time of a vote, each proposal is followed by polls of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be disclosed on the MOPS. Where a same issue is amended or replaced, the chairperson shall bring the amendment, replacement along with the original issue to fix the priority order of balloting. In the event that one issue among them is duly resolved, all other issue(s) is (are) deemed as having been vetoed and call for no more balloting process.
XXI. The chairperson may direct the disciplinary personnel (or security guards) to help maintain the order. The disciplinary personnel (or security guards) shall wear the armbands reading “disciplinary personnel” while performing duty in maintaining the order at the meeting site.
XXII. Any matters insufficiently provided for herein shall be subject to handling in accordance with the Company Act, Articles of Incorporation and other laws and ordinances concerned.
XXIII. These Regulations and amendment hereof, shall be put into enforcement after being resolved in the shareholders’ meeting.
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PRESIDENT CHAIN STORE CORPORATION
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