PHD - AGM Information 2021 | FinancialReports.eu

2021

Handbook of the Annual General Meeting of Shareholders

Date: 10 a.m. Thursday, June 17, 2021 Place: No. 261, Nanmen Road, Tainan City

Grand Conference Hall, The Labor Recreation Center

One. Meeting Procedure ............................................................................................................. 1 Two. Meeting Agenda ................................................................................................................. 2 I. Management Presentation ............................................................................................. 3 II. Ratifications ................................................................................................................. 5 III. Discussions ................................................................................................................. 5 IV. Motions ....................................................................................................................... 5 Three. Annexes I. 2020 Business Report .................................................................................................... 6 II. Audit Report of the Audit Committee .......................................................................... 7 III. Comparison Table of Amendments to the Rules of Procedure for Meetings of the Board of Directors ............................................................................................................ 8 VI. Comparison Table of Amendments to the Corporate Social Responsibility Best Practice Principles for the Company ................................................................................ 9 V. CPA Audit Report and 2020 Consolidated Financial Statement ............................. 13 VI. CPA Audit Report and 2020 Individual Financial Statements .............................. 25 VII. 2020 Earnings Distribution Table ........................................................................... 36 VIII. Comparison Table of Amendments to the Rules of Procedure for Shareholders’ Meeting ........................................................................................................................... 37 Four. Appendices I. Rules of Procedure for Shareholders’ Meeting ............................................................ 40 II. Articles of Incorporation ............................................................................................ 44 III. Stake of Directors ...................................................................................................... 50 IV. Impact of Stock Dividends Issuance on Business Performance, EPS and ROE ...... 51

Prince Housing & Development corp.

Meeting Procedures for the 2021 Annual General Shareholders’ meeting

Calling the Meeting to Order

Chairman Takes Chair

Chairman Remarks

Management Presentation

Ratifications

Discussions

Motions

Adjournment

Prince Housing and Development Corporation

Procedure of the 2021 Annual General Shareholders’ meeting

I. Time: 10:00 am, Thursday, June 17, 2021
II. Place: Grand Conference Hall, The Labor Recreation Center
- 1F, No. 261, Nanmen Road, Tainan City.
III. Calling the Meeting to Order (report on the shares held by attending shareholders)
IV. Chairman’s Remarks
V. Management Presentation
(I) 2020 Business Report.
(II) Audit Report of the 2020 Final Report by the Audit Committee.
(III) 2020 Report on the Total Amount of Endorsements and Guarantees.
(IV) 2020 Report on Capital Lending to Others.
(V) Status Report on Corporate Bond Issuance.
(VI) 2020 Report on the Profit-Sharing for Employees and Directors.
(VII) Report on the Amendment to the Rules of Procedure for Meetings of the Board of Directors.
(VIII) Report on the Amendment to the Corporate Social Responsibility Best Practice Principles of the Company.
(IX) Report on Other Matters.
VI. Ratifications
(I) Ratification of 2020 Business Report and 2020 Financial Statements, please ratify.
(II) Ratification of 2020 Earnings Distribution Proposal, please ratify.
VII. Discussions
(I) Amendment to the Rules of Procedure for Shareholders’ Meeting, please vote.

VIII. Motions

IX. Adjournment

Management Presentations

I. 2020 Business Report, please review. Description: Please refer to Annex 1 for the 2020 Business Report (Handbook: Page 6-7).
II. 2020 Final Report audited by the Audit Committee, please review. Description: Please refer to Annex 2 for the Audit Report of the Audit Committee (Handbook: Page 8).
III. 2020 Report on the Total Amount of Endorsements and Guarantees: The details of the endorsements and guarantees for investees by December 31, 2020 are as follows.

020 are as follows.
	Expressed in thousand NT Dollars Total amount of endorsements and guarantees at the end ofthe period The amount of endorsements and guarantees actually disbursed 1,875,000 1,875,000
Endorsed/guaranteed investee	Total amount of endorsements and guarantees at the end ofthe period	The amount of endorsements and guarantees actually disbursed
The Splendor Hospitality InternationalCo.,Ltd.	1,875,000	1,875,000

IV. The details of capital lending to others in 2020 are as follows: No capital lending was reported by December 31, 2020.
V. Status Report on Corporate Bond Issuance:
(I) The first issuance amount of guaranteed ordinary corporate bonds in 2017 was NT$2 billion which was approved by the Taipei Exchange on June 12, 2017, with Zheng-Gui-Zhai-Zi document No. 10600150871; and the fundraising process was completed on June 19, 2017.
(II) The first issuance amount of guaranteed ordinary corporate bonds in 2018 was NT$2.5 billion which was approved by the Taipei Exchange on June 6, 2018, with Zheng-Gui-Zhai-Zi document No. 10700144711; and the fundraising process was completed on June 15, 2018.
VI. 2020 Report on the Remuneration for Employees and Directors:
(I) Proceed with accordance with Article 32 of the Articles of Incorporation.
(II) Three percent of the profit amounting to NT$32,029,471 will be distributed in cash as remuneration for directors as recommended by the 5[th] meeting of the 4[th] Remuneration Committee and resolved by the 10[th] meeting of the 16[th] Board of Directors.
(III) Not more than 10% of the net profit before tax in the profit distribution year amounting to NT$94,147,235 will be distributed in cash as a performance bonus and profit-sharing for employees as recommended by the 10[th] meeting of the 16[th ] Board of Directors based on the resolution made by the 6[th ] meeting of the 14[th] Board of Directors.
VII. Description: Please refer to Annex 3 for the comparison table of amendments to the Rules of Procedure for Meetings of the Board of Directors. (Handbook: Page

9-10).

VIII. Description: Please refer to Annex 4 for the Comparison Table of Amendments to the Corporate Social Responsibility Best Practice Principles for the Company; it is reported for future verification. (Handbook: Page 11-15).
IX. Report on Other Matters:
Related information of shareholders holding over one percent of the total number of issued shares of the Group.
- Description: Referring to Article 172-1 of the Company Act:
  - “Shareholder(s) holding more than one percent (1%) of the total number of outstanding shares of a company may make a proposal for discussion at a general meeting of the shareholders.” The proposal acceptance date for the current AGM will be April 9-19, 2021. No proposal was submitted by shareholders during the said period.

Ratifications

Proposal 1: Ratification of the 2020 Business Report and 2020 Financial Statements (Proposed by the Board of Directors).
Description: Ratification of the 2020 Final Report was approved by the 10[th] meeting of the 16[th] Board of Directors in 2021. The report has been submitted to the Audit Committee for audit. Please ratify.
- (Please refer to Annex 1 and Annexes 5-6 (Handbook: Page 6-7 & 16-47).

Resolution:

Proposal 2: Ratification of the 2020 Earnings Distribution Proposal (Proposed by the Board of Directors).
Description: 1. The 2020 Earnings Distribution Proposal was approved by the 10[th] meeting of the 16[th] Board of Directors in 2021 and submitted to the Audit Committee for auditing.
1. Cash dividends will be NT$0.40 per share. The chairman shall be authorized to handle and adjusted changes in the dividend as a result of the impact on the number of shares circulated in the market due to share buyback; or transfer, conversion and cancellation of treasury shares, issuance of new shares for capitalization.
2. Please refer to the earnings distribution table for details regarding the 2020 Earnings distribution Proposal.
3. (Please refer to Annex 7 (Handbook: Page 48).

Resolution:

Discussions

Proposal 1: Amendments to the Rules of Procedure for Shareholders’ Meeting. Please refer to the comparison table in Annex 8 (Handbook: Page 49-52) (Proposed by the Board of Directors). Resolution:

Motions

Adjournment

Annex 1

Business Report

I. Business Report of the Previous Year

Looking back at 2020, COVID-19 that sprung like a black swan in early 2020 triggered a global economic depression when city lockdowns and border closures took place across the globe. This has also raised hob with the tempo of the real-estate market. In addition, the non-stop USChina trade war has caused the backflow of capital from overseas Taiwanese businesses to stimulate the development of Taiwan’s real estate market.

In real estate, thanks to the low-interest environment, optimization and increase in the home loan percentage, and proper pandemic control, domestic economic growth that went against the trend kept home-buying intentions at a high level to heat up the real estate market, leading to an annual transfer volume up to 320,000 units across Taiwan. In corporate governance, “character, brand, and taste” are the foundation of its sustainable development. By upholding dedication and pragmatism, we develop word of mouth for sustainable and steady growth and provide customers with integrated and full-range services covering construction, building, security, and after-sales service. In addition, we actively engage in the investment and operation of global brand hotels and BOT projects. Our achievements in diversification bring steady revenue contributions in addition to the construction core business. However, influenced by the pandemic, deficits were seen in the international hotel business. Hence, we are making efforts in strategy adjustments to mitigate the impacts of the pandemic.

Project completed in 2020 included: Prince Xin Worlds in Taichung, Prince World of Peak in Tainan, and Prince Castle in Kaohsiung. In 2020, the annual revenue was NT$7.306 billion and the net profit of the period was NT$793 million; the consolidated revenue was NT$11.963 billion, and the consolidated net profit was NT$729 million.

II. Summary of the Current Business Plan

Looking out to 2021, “inflation” as a grey rhino is expected. Although the success of vaccines in different countries has shed a ray of hope to the post-pandemic era, economic development is still uncertain as the pandemic will not disappear in an instant and due to the Central Bank’s new measures to cool down the real estate market and the improvement of Taiwanese-US relations.

In real estate, although the pandemic is still serious, Taiwan is comparatively stable and secure thanks to the government’s advanced deployment and outstanding performance in epidemic control. The realty investments from overseas Taiwanese businesses and international hot money for hedging will bring positive energy to Taiwan’s real estate market. In addition, in response to the deteriorating climate change and increasing extreme weather events, as a housing provider, besides actively supporting the global trend to realize environmental and product sustainability, we will introduce the green design model and capture the green building opportunities brought by climate change. Projects to be completed in 2021 include: Lixing Section in Linkou and Prince Cloud E in Kaohsiung. In re-investment, apart from continuously optimizing suite and house operations, we will engage on cross-industry cooperation to ensure steady profit. Hotel Resonance Taipei officially opened at the end of 2020. This is our second international hotel brand after W Taipei Hotel. It is hoped that both brands can enhance the overall performance of hotel operations.

III. Future Development Strategy

Upholding the belief in “one for all and all for one,” we will constantly strengthen our social connections and interactions and insist on the “one-year warranty and lifelong service” business philosophy. We hire full-time sales personnel for consumer service hotlines in all parts of Taiwan. Customers can find respective customer service centers from our corporate website. We also integrate the works system to find the cause for the customer within the shortest time, proceed with repair, and follow up the results for customers to feel safe with us. Currently, the board of directors has a total of 15 directors, including 3 independent directors, each with a term of 3 years. Besides

expertise in different areas, mainly accounting and business administration, we emphasize the ethical behavior of all board members. Currently, seven of them hold a master’s or PhD degree. The board of directors' duty includes appointment and supervision of the Company’s management team, protection of the rights and interests of stakeholders, and maximization of the interests of shareholders. According to Chairperson Alex C. Lo, stabilization is the best strategy of uncertainty management to reduce errors in a time of turmoil. This is how we can achieve “character, brand, and taste,” the insistence we will never change.

Chairman: Alex C. Lo President: Hsieh, Ming-Fan CAO: Tai, Ta-Chang

Annex 2

Prince Housing & Development Corp. Audit Report by the Audit Committee

This is to approve that

Among the 2020 Business Report, 2020 Financial Statements, and 2020 Proposal for Earnings distribution prepared by the Board of Directors, the 2020 Financial Statements have been approved by CPA Tien, Chung-Yu and CPA Wu, Chien-Chih of PwC Taiwan. They have also issued an audit report. After auditing the Business Report, Financial Statements and Proposal for Profit Distribution, this Committee found no non-conformities and thus issued this report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

The 2021 Annual General Shareholders’ meeting of Prince Housing and Development Corporation

Prince Housing & Development Corp.

Audit Committee Chairman Peng-Ling Nieh

May 6, 2021

Annex 3

Prince Housing & Development Corp. Comparison Table of Amendments to the Rules of Procedure for Meetings of the Board of Directors

Before Amendment After Amendment Description Article 10 Article 10 A meeting of the board of Unless the Company Act This article is directors shall be convened and otherwise requires, the amended in chaired by the chairperson of thechairperson of the board shall coordination with board. However, the director convene and chair the meeting Article 203, receiving votes representing the of the board of directors. paragraph 4, of the largest portion of voting rights However, the director receiving Company Act and at the shareholders’ meeting votes representing the largest the possibility of shall convene and chair the first portion of voting rights at the future changes in meeting of each newly elected shareholders’ meeting shall related regulations. board of directors. If there are convene and chair the first two or more directors so entitled meeting of each newly elected to convene the meeting, they board of directors. If there are shall choose one from two or more directors so entitled themselves to chair the meeting. to convene the meeting, they If the chairperson of the board is shall choose one from on leave or for any reason is themselves to chair the meeting. unable to exercise the powers of If the chairperson of the board is the chairperson, the vice on leave or for any reason is chairperson shall take up such unable to exercise the powers of duty. If there is no vice the chairperson, the vice chairperson or the vice chairperson shall take up such chairperson also is on leave or duty. If there is no vice for any reason is unable to act, chairperson or the vice the chairperson may designate a chairperson also is on leave or director to take up his/her duty. for any reason is unable to act, If no designation is made, the chairperson may designate a directors may elect one of them director to take up his/her duty. to chair the meeting. If no designation is made, directors may elect one of them to chair the meeting.

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Before Amendment After Amendment Description
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Before Amendment After Amendment Description	Before Amendment After Amendment Description	Before Amendment After Amendment Description

Article 16 If a director or the corporation (juristic person) he/she represents is an interested party to an agenda item at a board meeting, this director shall state the important aspects of the interested party relationship at that board meeting. If the relationship is likely to prejudice the interest of this Corporation, that director shall not participate in discussion or voting on that agenda item, shall recuse himself/herself from the discussion or the voting on the item, and shall not exercise the voting rights as a proxy for another director. If a director is prohibited from exercising voting rights over a board resolution at a board meeting by the proceeding paragraph, the provisions of Article 180, paragraph 2, of the Company Act shall apply mutatis mutandis in accordance with Article 206, paragraph 3 of the same Act.	Article 16 If a director or the corporation (juristic person) he/she represents is an interested party to an agenda item at a board meeting, this director shall state the important aspects of the interested party relationship at that board meeting. If the relationship is likely to prejudice the interest of this Corporation, that director shall not participate in discussion or voting on that agenda item, shall recuse himself/herself from the discussion or the voting on the item, and shall not exercise the voting rights as a proxy for another director. If a director is prohibited from exercising voting rights over a board resolution at a board meeting by the proceeding paragraph, the provisions of Article 180, paragraph 2, of the Company Act shall apply mutatis mutandis in accordance with Article 206, paragraph4of the same Act.	Amendment made in accordance with the amendment to the Company Act.

Annex 4

Prince Housing & Development Corp. Amendments Comparison Table of Corporate Social Responsibility Best Practice Principles Comparison Table of Amendments

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Existing Laws and
After Amendment Description
Regulations
Article 3 Article 3
In fulfilling corporate social In fulfilling corporate social
responsibility initiatives, this responsibility initiatives, this Addition made in
Company shall, in the corporate Company shall, in the corporate accordance with the
management guidelines and management guidelines and amendment to
business operations, give due business operations, give due related laws and
consideration to stakeholders' consideration to stakeholders' regulations.
rights and interests and, while rights and interests and, while
pursuing sustainable operations pursuing sustainable operations
and profits, also give due and profits, also give due
consideration to the consideration to the
environment, society, and environment, society, and
corporate governance. corporate governance.
In accordance with the
materiality principle, this
Company shall conduct risk
assessments of environmental,
social and corporate governance
issues pertaining to company
operations and establish the
relevant risk management policy
or strategy.
Article 15 Article 15
This Company shall construct This Company should pay
and improve environmental attention to the impacts of Addition made in
protection treatment facilities to climate change on business accordance with the
avoid polluting water, air and activities and adopt standards or amendment to
land and use the best efforts to guidelines generally used in related laws and
reduce the adverse impact on Taiwan and abroad to enforce regulations.
human health and the corporate greenhouse gas
environment by adopting the inventory and to make
best practical pollution disclosures thereof.
prevention and control
measures.
Article (new)
This Company should assess the
current and future potential risks Addition made in
and opportunities that climate accordance with the
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change may present to enterprises and adopt climate- related measures. This Company should adopt standards or guidelines generally used in Taiwan and abroad to enforce corporate greenhouse gas inventory and to make disclosures thereof, the scope of which shall cover the following: 1. Direct greenhouse gas emissions: Emissions from operations that are owned or controlled by the company. 2. Indirect greenhouse gas emissions: Emissions resulting from the generation of externally purchased or acquired electricity, heating, or steam. This Company should produce statistics on greenhouse gas emissions, the volume of water consumption, and the total weight of waste to reduce the impacts on climate change on the Company’s business activities. amendment to related laws and regulations.	change may present to enterprises and adopt climate- related measures. This Company should adopt standards or guidelines generally used in Taiwan and abroad to enforce corporate greenhouse gas inventory and to make disclosures thereof, the scope of which shall cover the following: 1. Direct greenhouse gas emissions: Emissions from operations that are owned or controlled by the company. 2. Indirect greenhouse gas emissions: Emissions resulting from the generation of externally purchased or acquired electricity, heating, or steam. This Company should produce statistics on greenhouse gas emissions, the volume of water consumption, and the total weight of waste to reduce the impacts on climate change on the Company’s business activities. amendment to related laws and regulations.	change may present to enterprises and adopt climate- related measures. This Company should adopt standards or guidelines generally used in Taiwan and abroad to enforce corporate greenhouse gas inventory and to make disclosures thereof, the scope of which shall cover the following: 1. Direct greenhouse gas emissions: Emissions from operations that are owned or controlled by the company. 2. Indirect greenhouse gas emissions: Emissions resulting from the generation of externally purchased or acquired electricity, heating, or steam. This Company should produce statistics on greenhouse gas emissions, the volume of water consumption, and the total weight of waste to reduce the impacts on climate change on the Company’s business activities. amendment to related laws and regulations.
electricity, heating, or steam. This Company should produce statistics on greenhouse gas emissions, the volume of water consumption, and the total weight of waste to reduce the impacts on climate change on the Company’s business activities.
Article 17 The above is omitted. This Company shall comply with the internationally recognized human rights of labor, including the freedom of association, the right to collective bargaining, caring for	Article 16 The above is omitted. This Company shall provide an effective and appropriate grievance mechanism with respect to matters adversely impacting the rights and interests of the labor force in order to ensure equality and transparency of the grievance process. Channels through which a grievance may be raised shall be clear, convenient, and unfettered. A company shall respond to any employee's grievance in an appropriate manner.	Adjustment of order. Addition made in accordance with the amendment to related laws and regulations.
vulnerable groups, prohibiting the use of child labor, eliminating all forms of forced labor, eliminating recruitment and employment discrimination,
and shall ensure that their human resource policies do not contain differential treatments based on gender, race,

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socioeconomic status, age, or
marital and family status, so as
to achieve equality and fairness
in employment, hiring
conditions, remuneration,
benefits, training, evaluation,
and promotion opportunities.
This Company shall provide an
effective and appropriate
grievance mechanism with
respect to matters adversely
impacting the rights and
interests of the labor force in
order to ensure equality and
transparency of the grievance
process. Channels through
which a grievance may be raised
shall be clear, convenient, and
unfettered. A company shall
respond to any employee's
grievance in an appropriate
manner.
Article 20 Article 19 Adjustment of
This Company should create an This Company should create an order.
environment conducive to the environment conducive to the Addition made in
career development of career development of accordance with the
employees and establish employees and establish amendment to
effective training programs to effective training programs to related laws and
foster career competencies. foster career competencies. regulations.
This Company shall establish This Company shall
and implement reasonable appropriately reflect business
employee welfare measures performance or achievements in
(including remuneration, leave, the employee remuneration
and other benefits.) and policy to ensure the recruitment,
appropriately reflect business retention, and motivation of
performance or achievements in human resources, and achieve
the employee remuneration the objective of business
policy to ensure the recruitment, sustainable development.
retention, and motivation of
human resources, and achieve
the objective of business
sustainable development.
Article 22 Article 21 Adjustment of
This Company shall take This Company shall take order.
responsibility for products and responsibility for products and
services, ensure compliance services, ensure compliance Addition made in
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with related laws and regulations, protect consumer rights and interests. In the process of research and development, procurement, production, operation, and service, apart from ensuring the	with related laws and regulations, protect consumer rights and interests. accordance with the amendment to related laws and regulations.	with related laws and regulations, protect consumer rights and interests. accordance with the amendment to related laws and regulations.
transparency and safety of products and services, this Company shall establish and disclose policies on consumer rights and interests and implement them in business activities in order to prevent the
products or services from harming the rights, interests, health, or safety of consumers.
Article 23 This Company shall ensure the quality of products and services by following the laws and regulations and relevant industry standards. This Company shall follow the relevant laws, regulations and international guidelineswith regard tocustomer health and safety, customer privacy, marketing, and labeling of products and services. This Company shall not deceive, mislead, commit fraud or engage in any other acts which may betray the trust or harm the rights or interests ofcustomers. Article 22 This Company shall ensure the quality of products and services by following the laws and regulations and relevant industry standards. This Company shall follow the relevant laws and regulations with regard to the marketing and labeling of products and services. This Company shall not deceive, mislead, commit fraud, or engage in any other acts that may betray the trust or harm customers' rights or interests. Adjustment of order. Addition made in accordance with the amendment to related laws and regulations.
Article 25 This Company should assess the environmental and social impact of procurement on the source communities of supply and shall cooperate with suppliers to jointly implement the corporate social responsibility regarding the legal compliance of health, safety, and environmental (HSE) issues.	Article 24 This Company should assess the environmental and social impact of procurement on the source communities of supply and shall cooperate with suppliers to jointly implement the corporate social responsibility regarding the legal compliance of health, safety, and environmental (HSE) issues.	Adjustment of order. Addition made in accordance with the amendment to related laws and regulations.

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This Company should establish
supplier management policies
and request suppliers to comply
with HSE issues or labor rights
rules. Prior to business
transactions, this Company
should assess if suppliers have a
record of causing environmental
or social impacts and avoid
conducting transactions with
those against corporate social
responsibility policy.
When concluding a contract
with a major supplier, the
content should include terms
stipulating mutual compliance
with corporate social
responsibility policy and that the
contract may be terminated or
rescinded at any time if the
supplier has violated such policy
and caused significant negative
environmental or social impact
to the source communities of
supply.
Article 27 Article 26 Adjustment of
The above is omitted. The above is omitted. order.
Addition made in
6. Other information relating to accordance with the
corporate social responsibility amendment to
initiatives. related laws and
regulations.
Article 30 Article 29 Adjustment of
These Best Practice Principles These Best Practice Principles order.
shall be implemented after the shall be implemented after the Current practice has
approval of the board meeting board meeting's approval and been submitted to
and reported to shareholders’ reported to the shareholders’ the board meeting.
meeting. T he same shall apply meeting. The same shall apply Please refer to the
to the amendments thereof. to the amendments thereof. practices of other
enterprises.
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Annex 5

CPA Audit Report

(110)Cai-Shen-Bao-Zi No. 20004530

Prince Housing and Development Corporation:

Audit Opinion

We have audited the accompanying Consolidated Statement of Financial Position of Prince Housing & Development Corporation and subsidiaries (hereinafter called the “Group”) for the years ended December 31, 2020 and December 31, 2019, and the related Consolidated Statement of Comprehensive Income, Consolidated Statement of Changes in Equity, and Consolidated Statement of Cash Flow, and the note (including a summary of important accounting policies) of the Consolidated Financial Statements for the years ended December 31, 2020 and December 31, 2019.

In our opinion, with respect to our audit results and the reports (please refer to the Others section) of other independent accountants, the important issues in the said consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, interpretations and interpretations approved by FSC and such statements can fairly disclose the consolidated financial position of Prince Housing and Development Corporation as of December 31, 2020 and December 31, 2019, and its consolidated financial performance and cash flows of Prince Housing and Development Corporation for the years ended December 31, 2020 and December 31, 2019.

Basis of Audit

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Generally Accepted Accounting Principles (GAAP) of the Republic of China. Under these standards, the accountants are responsible to further explain the accountability of the accountants on auditing the consolidated financial statements. In accordance with the independence requirements of the firm, we have required staff to maintained independence from Prince Housing Group and carried out their duties with respect to The Norm of Professional Ethics for Certified Public Accountant of ROC. We believe that our audits and the reports of other auditors provide a reasonable basis for our opinions.

Key Audit Items

Key audit items refer to the professional judgement of auditing the most important items in the 2020 Consolidated Financial Statements of the Group. While such items have been addressed when auditing the overall consolidated financial statements and the formation opinions, we will not express opinions on any particular items.

The key audit items of the Group’s 2020 consolidated financial statements are as follows:

Recognition time point of realty sale revenue

Description

Please refer to item (31) in Note 4 of the Consolidated Financial Statements for the accounting policy of sales income and item (24) in Note 6 of the Consolidated Financial Statements for the description of accounting items. The 2020 revenue from realty sale of the Group was NT$6,568,067,000, commanding 54.90% of the consolidated revenue.

Sales revenues of the Group were recognized after transferring into costs and recognizing as profit/loss after the ownership transfer and the actual handover of property. As properties are sold to individual buyers, the accounting workflow often involves various handbook operating procedures including the transfer of ownership transfer and handover data among departments. This results in the appropriate time point of recognition near the closing date of the financial report period. Hence, we have set the recognition time point of sales revenues as one of the important audit items.

Responsive Audit Procedures

In response to the said key audit items, we have implemented the following responsive procedures:

To discern and assess the internal control procedures for the management’s recognition of revenue from realty sale; and to test if the process of recognition time point of realty sale is effectively implemented, including cross-examining the dates of ownership transfer and handover and the accuracy of accounting time point.
A cut-off test was conducted on the realty sale conducted within a particular period before and after the closing date of near the end of the financial report period. The test included cross-examining evidence including the land and building registration transcripts, realty deeds, and handover agreements signed by customers to verify if the revenue from realty sale was registered at the appropriate time.

Recognition of revenues from construction projects—Assessment of completion schedule

Description

Please refer to items (31) in Note 4 and 5(2) of the Consolidated Financial Statements for

the accounting policy for construction agreement and revenue recognition and items (24) in Note 6 of the Consolidated Financial Statements for the description of accounting items. The 2020 revenue from the Group's construction was NT$3,087,731,000, commanding 25.81% of the consolidated revenue.

The revenues of the construction service offered by the Group are recognized according to the status of completion during the contract period. The status of completion has been calculated according to the percentage in the estimated total construction cost of the incurred cost by the closing date of financial report period of each project. The estimated total construction cost is based on the cost breakdown sheet produced according to the owner’s master design drawings and in consideration of increase or decrease of construction quantity resulted from an engineering change and the construction price and cost indices to estimate the costs invested in an outsourced contract, including labor and materials.

Due to the complexity of items for estimating the said total costs and frequent subjective judgments, high uncertainties are common, and the estimation of the total cost will affect the status of completion and the recognition of revenue from construction. Hence, we have set the estimation of the status of completion as one of the important items for auditing the Group’s revenue from construction.

Responsive Audit Procedures

In response to the above key audit items, this CPA has implemented the following countermeasures:

To discern the nature of operations and industry of the Group; assess the fairness of the internal operating procedures for estimating the total construction cost, including the procedures for determining the labor and material costs of individual project items; and examine the consistency of the estimation method.
To assess and test the internal control procedures affecting the change in the estimation of the total cost, including cross-examining the evidence regarding the increase or decrease of project items and important project estimates.
To interview supervisors and other appropriate staff for projects still under progress during the interview.

To obtain the profit and loss statement to implement related empirical procedures, including spot check of costs incurred in the period with the appropriate receipts (vouchers), spot check of the increase or decrease of project items with related evidence, and re-check of the percentage of project completion.

Others: Audits of other accountants

The financial reports of some investments accounted for under the equity method included in the Group’s Consolidated Financial Statement were audited by other accountants. Hence, the opinions we expressed in the said Consolidated Financial Statement for the amounts listed in the financial statements of such companies has been made in accordance with the audit reports of other accountants. The total amount of the said assets (including investments accounted for under the equity method) for years ended December 31, 2020 and December 31, 2019 was NT$580,160,000 and NT$571,669,000, accounting for 1.11% and 1.04% of the total amount of consolidated assets, respectively. The net revenue for years ended December 31, 2020 and December 31, 2019 was NT$32,508,000 and NT$48,980,000, accounting for 2.97% and 4.79% of the total amount of consolidated net revenue, respectively.

Others: Individual Financial Statements

The Group has produced the individual financial statements for 2020 and 2019. We have audited and expressed an unqualified opinion for these financial statements.

Responsibility for the Consolidated Financial Statements of the Management and Governance Units

It is management’s responsibility to produce fairly expressed consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. The International Financial Reporting Standards, International Accounting Standards, interpretations, and interpretations approved by FSC and to maintain the necessary internal controls relating to the production of such consolidated financial statements in order to ensure that no significant, untrue expressions as a result of corruption or errors are found in the consolidated financial statements.

When producing consolidated financial statements, it is also the management’s responsibility to assess the Group’s capacity to maintain business continuity, disclosure of related information, and choice of accounting basis for business continuity, except when the Group intends to liquidate or shut down operations, or there is no other feasible alternative other than liquidation or closure.

It is the responsibility of the Group’s governance units (including the Audit Committee) to supervise the workflow of financial reporting.

Accountant’s responsibility for auditing consolidated financial statements

It is our responsibility to audit the Group’s consolidated financial statements to provide reasonable assurance in an audit report that no significant, untrue expression as a result of corruption or errors is found in such consolidated financial statements. Reasonable assurance refers to high assurance. However, the detection of significant, untrue expressions in the consolidated financial statements is not guaranteed when audits are implemented based on the GAAP of the Republic of China. Untrue expression as a result of corruption or errors Untrue expressions of individual amounts or sums are significant when they can reasonably affect the economic policy made by the users off consolidated financial statements.

When auditing based on the GAAP of the Republic of China, we have applied professional judgments and maintained professional doubts. Other tasks of accountants:

To identify and assess significant, untrue expressions of risks as a result of corruption or errors in consolidated financial statements; to plan and implement appropriate countermeasures for the risks assessed; and obtain adequate and appropriate audit

evidence as the basis for making audit expressions. While corruption may involve collusions, forgeries, willful omissions, untrue declarations, or overstep of internal controls, the risk caused by significant, untrue expressions as a result of corruption is higher than that of errors.

To understand internal controls required for audits in order to design audit procedures appropriate to the situation of audit, provided that such an understanding does not intend to express opinions on the effectiveness of the Group’s internal controls.
To assess the suitability of the accounting policy adopted by the management and the fairness of its accounting estimation and related disclosures.
To conclude if there are significant uncertainties regarding the suitability of the accounting basis adopted by the management to maintain business continuity and the potential significant doubtful incidents or situations within the Group’s capacity to maintain business continuity based on the obtained audit evidence. After determining that there are significant uncertainties in such incidents or situations, we shall remind in the audit report the users of such consolidated financial statements to pay attention to related disclosures in such consolidated financial statements, or shall we express a modified opinion where such disclosures are inappropriate. We have made conclusions based on the audit basis obtained by the audit report date. However, future incidents or situations may incapacitate the Group from business continuity.
To assess the overall expression, structure and contents of consolidated financial statements (including related notes) and the fair expression of related transactions and incidents in such consolidated financial statements.
To gather adequate and suitable audit evidence of the financial information of individuals within the Group to express opinions on the consolidated financial statements. We are responsible to instruct, supervise and implement the audit of the Group and conclude the audit opinions on the Group.

We have communicated the government units on items including the scope and time planned for the audit and important audit findings (including the significant defects identified through internal control during the audit).

We have also provided the governance units with the statement of independence of our

staff made in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China. We have also communicated with the governance units on the relations and other items (including related protective measures) that may affect the independence of accountants.

We have determined the Group’s 2020 Consolidated Financial Statements' key audit items based on the communication items with the governance units. We have also specified in the audit report that we will not communicate specific items in the audit report when there are reasons to believe that such communication may cause negative impacts more than positive public interest, except for specific items not allowed for disclosures by law or under extremely rare circumstances.

PwC Taiwan

Tien, Chung-Yu

CPA

Wu, Chien-Chih

Financial Supervisory Commission Approval document: Jin-Guan-Cheng-Shen-Zi No. 1070323061 Jin-Guan-Cheng-Shen-Zi No. 1030027246

March 18, 2021

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Financial Position December 31, 2020 and December 31, 2019

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Expressed in thousand NT Dollars
December 31, 2020 December 31, 2019
Assets Note Amount % Amount %
Current Assets
1100 Cash and cash equivalents 6(1) $ 5,406,601 10 $ 5,673,754 10
1110 Financial assets at fair value through 6(2) and 8
profit or loss - current 904,348 2 1,517,586 3
1136 Financial Assets Carried at Cost- 6(4) and 8
current 960,960 2 1,064,843 2
1140 Contract assets - current 6(24) 200,782 1 340,826 1
1150 Notes receivable net 6(5) 25,934 - 58,341 -
1170 Accounts receivable net 6(5) 1,026,186 2 751,147 1
1180 Accounts receivable net - related 6(5) and 7
- -
parties 4,049 3,696
1200 Other receivables 84,537 - 25,402 -
1220 Current tax assets 24,189 - - -
130X Inventories 6(6) and 8 16,678,009 32 19,917,629 37
1410 Pre-payments 101,098 - 114,552 -
1479 Other current assets - others 6(24) 3,381 - 4,074 -
11XX Total current assets 25,420,074 49 29,471,850 54
Non-current assets
1510 Financial assets at fair value through 6(2) and 8
profit or loss - non-current 894,021 2 480,499 1
1517 Financial assets at fair value through 6(3) and 8
other comprehensive income - non-
current 2,246,407 4 1,880,621 4
1535 Financial Assets Carried at Cost-Non- 6(4) and 8
current 772,833 1 1,170,878 2
1550 Investments accounted for under the 6(7) and 8
equity method 1,864,597 4 1,884,520 3
1600 Property, plant and equipment 6(8) and 8 5,835,171 11 5,995,879 11
1755 Right-of-use assets 6(9) and 7 7,181,349 14 5,682,287 10
1760 Investment property amount net 6(11) and 8 5,582,210 11 5,729,334 11
1780 Intangible assets 6(12) 1,996,776 4 2,056,927 4
1840 Deferred tax assets 6(30) 176,995 - 119,989 -
1920 Refundable deposits 7 and 9 113,575 - 161,987 -
1990 Other non-current assets - others 81,406 - 102,732 -
15XX Total non-current assets 26,745,340 51 25,265,653 46
1XXX Total assets $ 52,165,414 100 $ 54,737,503 100
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(Cont’d)

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Prince Housing and Development Corporation and Subsidiaries
Consolidated Statement of Financial Position
December 31, 2020 and December 31, 2019
Expressed in thousand NT Dollars
December 31, 2020 December 31, 2019
Liabilities and Equity Note Amount % Amount %
Current liabilities
2100 Short-term loans 6(13) and 8 $ 1,315,000 3 $ 1,979,000 4
2110 Short-term notes and bills payable 6(14) and 8 50,000 - 99,925 -
2130 Contract liability - current 6(24) 916,950 2 922,540 2
2150 Notes payable 306 - 2,523 -
2170 Accounts payable 1,798,011 3 2,035,430 4
2200 Other payables 718,474 1 780,329 1
2220 Other payables - related parties 7 - - 83,349 -
2230 Current tax liabilities 123,422 - 19,135 -
2280 Lease liabilities - current 7 442,471 1 373,742 1
2310 Unearned receipts 44,413 - 66,793 -
2320 Current portion of long-term 6(16) and 8
liabilities 989,177 2 4,679,401 8
2399 Other current liabilities - others 76,741 - 44,717 -
21XX Total current liabilities 6,474,965 12 11,086,884 20
Non-current liabilities
2530 Bonds payable 6(15) 4,500,000 9 4,500,000 8
2540 Long-term loans 6(16) and 8 7,704,060 15 7,476,523 14
2550 Provisions - non-current 6(17) 113,024 - 102,554 -
2570 Deferred tax liabilities 6(30) 298,084 1 298,127 1
2580 Lease liabilities – non-current 7 7,418,712 14 5,905,455 11
2610 Long-term notes and accounts
payable 808,301 2 808,301 2
2640 Defined benefit liabilities net - non- 6(18)
current 67,490 - 71,868 -
2645 Deposit received 160,581 - 148,959 -
2670 Other non-current liabilities - other 6(7) 194,835 - 194,020 -
25XX Total non-current liabilities 21,265,087 41 19,505,807 36
2XXX Total liabilities 27,740,052 53 30,592,691 56
Equity attributed to the stockholders
of the parent
Share capital 6(19)
3110 Common stock 16,233,261 31 16,233,261 30
Additional paid-in capital 6(20)
3200 Additional paid-in capital 2,260,513 5 2,260,513 4
Retained earnings 6(21)
3310 Legal reserve 2,153,743 4 2,058,870 4
3350 Unappropriated earnings 2,313,465 4 2,428,513 4
Other components of equity 6(22)
3400 Other components of equity 1,242,257 2 876,490 2
3500 Treasury stocks 6(19) ( 1,003) - ( 1,003) -
31XX Total equity attributed to the 24,202,236 46 23,856,644 44
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The Note to Consolidated Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

Chairman: Alex C. Lo

President: Hsieh, Ming-Fan

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Financial Position December 31, 2020 and December 31, 2019

stockholders of the parent company 36XX Non-controlling interest 3XXX Total equity Significant contingent liabilities and unrecognized commitments 9 3X2X Total liabilities and equity	223,126 24,425,362 $ 52,165,414	1 47 100	Expressed in thousand NT Dollars 288,168 - 24,144,812 44 $ 54,737,503 100

The Note to Consolidated Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

Chairman: Alex C. Lo

President: Hsieh, Ming-Fan

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Expressed in thousand NT Dollars (except for EPS expressed in NTD)

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2020 2019
Item Note Amount % Amount %
4000 Revenues 6(24) and 7 $ 11,963,426 100 $ 12,199,437 100
5000 Operating costs 6(6)(12)
(29) ( 9,746,402) ( 81) ( 9,136,983) ( 75)
5900 Gross margin 2,217,024 19 3,062,454 25
Operating expenses 6(12)
(29) and 7
6100 Marketing expenses ( 403,736) ( 3) ( 446,958) ( 3)
6200 Administrative expenses ( 1,642,147) ( 14) ( 1,825,411) ( 15)
6450 Expected credit impairment 12(2)
profit 567 - 11 -
6000 Total operating expenses ( 2,045,316) ( 17) ( 2,272,358) ( 18)
6900 Income from operations 171,708 2 790,096 7
Non-operating income and
expenses
7100 Interest revenue 6(25) 12,704 - 14,656 -
7010 Others 6(3)(26) 442,066 4 447,501 4
7020 Other gains and losses 6(2)(27) 440,939 4 39,305 -
7050 Financial costs 6(6)(28)
and 7 ( 325,674) ( 3) ( 327,977) ( 3)
7060 Share of profit of associates and 6(7)
joint ventures accounted for
under the equity method 47,669 - 98,487 1
7000 Total non-operating income
and expenses 617,704 5 271,972 2
7900 Net income before tax 789,412 7 1,062,068 9
7950 Income tax expenses 6(30) ( 59,899) ( 1) ( 123,318) ( 1)
8200 Net income $ 729,513 6 $ 938,750 8
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(Cont’d)

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Expressed in thousand NT Dollars (except for EPS expressed in NTD)

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2020 2019
Item Note Amount % Amount %
Other comprehensive income
Items that will not be re-
classified into profit and loss
8311 Re-measurement of defined 6(18)
- -
benefit plans ($ 2,177) ($ 3,028)
8316 Unrealized profit and loss on the 6(3)(22)
equity instrument investments at
fair value through other
comprehensive income 365,767 3 88,459 -
8320 Share of other comprehensive
income of affiliates and joint
ventures accounted for under the
equity method-Items that will
not be re-classified into income ( 258) - ( 960) -
8349 Income tax relating to Items that 6(30)
will not be re-classified 60 - ( 48) -
8310 Items that will not be
reclassified into profit or loss 363,392 3 84,423 -
8300 Other comprehensive income
(net) $ 363,392 3 $ 84,423 -
8500 Total comprehensive income $ 1,092,905 9 $ 1,023,173 8
Profit attributable:
8610 Stockholders of the parent
company $ 793,882 7 $ 952,767 8
8620 Non-controlling interest ( 64,369) ( 1) ( 14,017) -
$ 729,513 6 $ 938,750 8
Total comprehensive income
attributed to:
8710 Stockholders of the parent
company $ 1,157,255 10 $ 1,037,190 8
8720 Non-controlling interest ( 64,350) ( 1) ( 14,017) -
$ 1,092,905 9 $ 1,023,173 8
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The Note to Consolidated Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

Chairman: Alex C. Lo

President: Hsieh, Ming-Fan

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

EPS 6(31) 9750 Basic 9850 Diluted	Expressed in thousand NT Dollars (except for EPS expressed in NTD) $ 0.49 $ 0.59 $ 0.49 $ 0.58

The Note to Consolidated Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

President: Hsieh, Ming-Fan

Chairman: Alex C. Lo

CAO: Tai, Ta-Chang

Expressed in thousand NT Dollars

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Changes in Equity January 1-December 31, 2020 and January 1-December 31, 2019

2019 Balance as of January 1, 2019 Net income 2019 Other comprehensive income in 2019 Total comprehensive income 2019 Appropriation and distribution of retained earnings 2018: Legal reserve Cash dividends Changes in non-controlling interest Balance as of December 31, 2019 Fiscal Year 2020 Balance as of January 1, 2020 Net income 2020 Other comprehensive income in 2020 Total comprehensive income 2020 Appropriation and distribution of retained earnings 2019: Legal reserve Cash dividends Changes in non-controlling interest Balance as of December 31, 2020	Note 6(31) 6(3)(18)(22) 6(21) 6(31) 6(3)(18)(22) 6(21)						Equity attributedtothe st	Equity attributedtothe st	Equity attributedtothe st	o	ckholders of the parent	ckholders of the parent						Non-controlling interest $ 303,265 ( 14,017 ) - ( 14,017 ) - - ( 1,080 ) $ 288,168 $ 288,168 ( 64,369 ) 19 ( 64,350 ) - - ( 692 ) $ 223,126	Total equity $ 24,177,881 938,750 84,423 1,023,173 - ( 1,055,162 ) ( 1,080 ) $ 24,144,812 $ 24,144,812 729,513 363,392 1,092,905 - ( 811,663 ) ( 692 ) $ 24,425,362
			Common stock $ 16,233,261 - - - - - - $ 16,233,261 $ 16,233,261 - - - - - - $ 16,233,261		Additional paid-in capital $ 2,260,513 - - - - - - $ 2,260,513 $ 2,260,513 - - - - - - $ 2,260,513		Retained	earnings			Othercomponents of equity The exchange difference in the conversion of inancial statements of foreign business institutions Unrealized profit and loss on the financial assets at fair value through other comprehensive income ($ 48 ) $ 788,079 - - - 88,459 - 88,459 - - - - - - ($ 48 ) $ 876,538 ($ 48 ) $ 876,538 - - - 365,767 - 365,767 - - - - - - ($ 48 ) $ 1,242,305			Treasury stocks ($ 1,003 ) - - - - - - ($ 1,003 ) ($ 1,003 ) - - - - - - ($ 1,003 )		Total $ 23,874,616 952,767 84,423 1,037,190 - ( 1,055,162 ) - $ 23,856,644 $ 23,856,644 793,882 363,373 1,157,255 - ( 811,663 ) - $ 24,202,236
							Legal reserve $ 1,933,605 - - - 125,265 - - $ 2,058,870 $ 2,058,870 - - - 94,873 - - $ 2,153,743		Unappropriated earnings $ 2,660,209 952,767 ( 4,036 ) 948,731 ( 125,265 ) ( 1,055,162 ) - $ 2,428,513 $ 2,428,513 793,882 ( 2,394 ) 791,488 ( 94,873 ) ( 811,663 ) - $ 2,313,465	f	The exchange difference in the conversion of inancial statements of foreign business institutions ($ 48 ) - - - - - - ($ 48 ) ($ 48 ) - - - - - - ($ 48 )

The Note to Consolidated Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

Chairman: Alex C. Lo

President: Hsieh, Ming-Fan

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Cash Flows - - January 1 December 31, 2020 and January 1 December 31, 2019

Cash flows from operating activities
Profit before tax
Adjustments
Income charges (credits)
Financial assets at fair value through profit or
loss, net income
Expected credit impairment profit
Share of profit of associates and joint
ventures accounted for under the equity
method
Gain on disposition or scrap of property,
plant and equipment
Gain on disposition of investment property
Disposition expenses of property, plant and
equipment
Gain on lease modification
Gain on lease payment change from rent
concessions
Depreciation expense
Amortization expense
Interest expense
Interest revenue
Dividend revenue
Changes in assets/liabilities related to operating
activities
Changes in assets relating to operating
activities net
Financial assets at fair value through profit
or loss - current
Contract assets - current
Notes receivable
Accounts receivable
Accounts receivable-related parties
Other receivables
Inventories
Pre-payments
Other current assets - others
Other non-current assets - others
Changes in liabilities relating to operating
activities net
Contract liability - current
Notes payable
Accounts payable
Other payables
Other payables - related parties
Unearned receipts
Other current liabilities - others
Provisions - non-current
Defined benefit liabilities net - non-current
Other non-current liabilities - other
Operating cash flow
Interest receivable
Dividends receivable
Interest payable

Expressed in thousand NT Dollars
Note
2020
2019
$ 789,412
$ 1,062,068
6(2)(27)
(
418,234 )
(
37,723 )
12(2)
(
567 )
(
11 )
6(7)
(
47,669 )
(
98,487 )
6(27)
(
21,480 )
(
1,375 )
6(27)
(
683 )
(
182 )
913
1,358
6(9)
(
174 )
(
12 )
6(9)
(
15,041 )
-
6(8)(9)
(11)(29)
768,302
729,711
6(12)
(29)
62,406
61,957
6(28)
324,474
326,777
6(25)
(
12,704 )
(
14,656 )
6(3)(26)
(
97,600 )
(
101,775 )
617,950
(
357,187 )
140,044
276,027
32,407
13,829
(
274,472 )
964,137
(
353 )
24,097
(
52,016 )
74,100
3,298,137
2,040,345
13,269
189,120
693
40,180
(
1,453 )
(
22,189 )
(
5,590 )
(
38,484 )
(
2,217 )
(
2,362 )
(
237,419 )
(
769,487 )
(
58,614 )
(
302,635 )
(
83,349 )
17,491
(
22,380 )
2,618
32,024
(
51,171 )
10,470
15,358
(
6,555 )
(
3,512 )
472
156
4,732,403
4,038,081
12,704
14,656
165,258
158,037
(
314,838 )
(
323,444 )

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Cash Flows - - January 1 December 31, 2020 and January 1 December 31, 2019

Income tax payable Operating cash flow net	Note ( (Cont’d)	Expressed in thousand NT Dollars 2020 2019 43,909) ( 160,223) 4,551,618 3,727,107

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Cash Flows - - January 1 December 31, 2020 and January 1 December 31, 2019

Operating Cash Flow
Increase (reduction) of financial assets at
amortized cost-Current
Increase (reduction) of financial assets at
amortized cost-Non-current
Acquisition of property, plant and equipment
Disposition proceeds of property, plant and
equipment
Disposition proceeds of investment property
Increase in intangible assets
Refundable deposits reduction
Net cash inflow (outflow) of investment
activities
Fundraiser Cash Flow
Short-term debt (decreases) increases
Reduction in short-term notes and bills payable
Repayment of long-term loans
Raising long-term loans
Increases in long-term notes and accounts payable
Increase in deposit received
Repayments of lease principal
Release of cash dividend
Changes in non-controlling interest
Outward fundraising cash flow net
Increase/(Reduction) in cash and cash equivalents
Balance of cash and cash equivalents, beginning of
year
Balance of cash and cash equivalents, end of year

Expressed in thousand NT Dollars
Note
2020
2019
$ 103,883
( $ 94,004 )
398,045
(
49,186 )
6(8)
(
62,303 )
(
53,030 )
29,351
5,260
4,783
1,855
6(12)
(
2,255 )
(
640 )
48,412
93,041
519,916
(
96,704 )
6(33)
(
664,000 )
989,000
6(33)
(
49,925 )
(
301,809 )
6(33)
(
36,743,015 )
(
31,212,652 )
6(33)
33,280,328
29,925,922
6(33)
-
86,668
6(33)
11,622
12,797
6(33)
(
361,342 )
(
368,586 )
6(21)
(
811,663 )
(
1,055,162 )
(
692 )
(
1,080 )
(
5,338,687 )
(
1,924,902 )
(
267,153 )
1,705,501
5,673,754
3,968,253
$ 5,406,601
$ 5,673,754

The Note to Consolidated Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

President: Hsieh, Ming-Fan

Chairman: Alex C. Lo

CAO: Tai, Ta-Chang

Annex 6

CPA Audit Report

(110) Cai-Shen-Bao-Zi No. 20004136

Prince Housing and Development Corporation:

Audit Opinion

We have audited the accompanying Individual Statements of Financial Position of Prince Housing and Development Corporation for the years ended December 31, 2020 and December 31, 2019, and the related Individual Statement of Comprehensive Income, Individual Statement of Changes in Equity, and Individual Statement of Cash Flow, and the note (including a summary of important accounting policies) of the Individual Financial Statements during January 1-December 31, 2020 and January 1-December 31, 2019.

In our opinion, with respect to our audit results and the reports (please refer to the Others section) of other independent accountants, the important issues in the said individual financial statements were prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers can fairly disclose the individual financial position of Prince Housing and Development Corporation for the years ended December 31, 2020 and December 31, 2019, and its individual financial performance and cash flows of Prince Housing & Development Corporation January 1-December 31, 2020 and January 1-December 31, 2019.

Basis of Audit

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Generally Accepted Accounting Principles (GAAP) of the Republic of China. Under these standards, the accountants are responsible to further explain the accountability of the accountants on auditing the consolidated financial statements. In accordance with the independence requirements of the firm, we have required staff to maintained independence from Prince Housing and Development Corporation and carried out their duties with respect to The Norm of Professional Ethics for Certified Public Accountant of the Republic of China. We believe that our audits and the reports of other auditors provide a reasonable basis for our opinions.

Key Audit Items

Key audit items refer to the professional judgment of auditing the most important items in the 2020 Individual Financial Statements of Prince Housing and Development Corporation. While such items have been addressed when auditing the overall individual financial statements and the formation opinions, we will not express opinions on any particular items.

The key audit items of the 2020 individual financial statements of Prince Housing and Development Corporation are as follows:

Recognition time point of realty sale revenue

Description

Please refer to item (30) in Note 4 of the Individual Financial Statements for the accounting policy of sales income and item (24) in Note 6 of the Individual Financial Statements for the description of accounting items. The 2020 revenue from realty sale of Prince Housing and Development Corporation was NT$6,567,877,000, commanding 89.89% of the revenue.

Sales revenue of Prince Housing and Development Corporation was recognized after transferring into costs and recognizing as profit/loss after the ownership transfer and the actual handover of property. As property of Prince Housing and Development Corporation are sold to individual buyers, the accounting workflow often involves various handbook operating procedures including the transfer of ownership transfer and handover data among departments. This results in the appropriate time point of recognition near the closing date of the financial report period. Hence, we have set the recognition time point of sales revenues as one of the important audit items.

Responsive Audit Procedures

In response to the said key audit items, we have implemented the following responsive procedures:

To discern and assess the internal control procedures for the management’s recognition of revenue from realty sale; and to test if the process of recognition time point of realty sale is effectively implemented, including cross-examining the dates of ownership transfer and handover and the accuracy of accounting time point.
A cut-off test was conducted on the realty sale conducted within a particular period before and after the closing date of near the end of the financial report period. The test included cross-examining evidence including the land and building registration transcripts, realty deeds, and handover agreements signed by customers to verify if the revenue from realty sale was registered at the appropriate time.

Investments accounted for under the equity method: The income from construction projects is recognized by assessing the percentage of completion of projects undertaken by Ta Chen Construction and Engineering Corporation, a subsidiary in possession of subsidiary Honesty Investment Holdings Co., Ltd.

Description

Please refer to item (14) of Note 4 of the Individual Financial Statements for the accounting policy of investments accounted for under the equity method and item (7) of Note 6 for the description of accounting items.

While Ta Chen Construction and Engineering Corporation is an important subsidiary of Prince Housing and Development Corporation invested via subsidiary Honesty Investment Holdings Co., Ltd., the financial performance of Ta Chen Construction and Engineering Corporation has important influence on the financial statements of Prince Housing and Development Corporation.

The revenue of the construction service offered by Ta Chen Construction and Engineering Corporation is recognized according to the status of completion during the contract period. The status of completion has been calculated according to the percentage in the estimated total construction cost of the incurred cost by the closing date of financial report period of each project. The estimated total construction cost is based on the cost breakdown sheet produced according to the owner’s master design drawings and in consideration of increase or decrease of construction quantity resulted from an engineering change and the construction price and cost indices to estimate the costs invested in an outsourced contract, including labor and materials.

Responsive Audit Procedures

In response to the said key audit items, we have implemented the following responsive procedures:

To discern the nature of operations and industry of Ta Chen Construction and Engineering Corporation; assess the fairness of the internal operating procedures for estimating the total construction cost, including the procedures for determining the labor and material costs of individual project items; and examine the consistency of the estimation method.
To assess and test the internal control procedures affecting the change in the estimation of the total cost of Ta Chen Construction and Engineering Corporation, including crossexamining the evidence regarding the increase or decrease of project items and important

project estimates.

To interview supervisors and other appropriate staff of Ta Chen Construction and Engineering Corporation for projects still under progress during the interview.
To obtain the profit and loss statement of Ta Chen Construction and Engineering Corporation to implement related empirical procedures, including spot check of costs incurred in the period with the appropriate receipts (vouchers), spot check of the increase or decrease of project items with related evidence, and re-check of the percentage of project completion.

Others: Audits of other accountants

The financial reports of investments accounted for under the equity method included in the Individual Financial Statement of Prince Housing and Development Corporation not audited by this firm were audited by other accountants. Hence, the opinion we express in the said Individual Financial Statement for the amounts listed in the financial statements of such companies has been made in accordance with the audit reports of other accountants. The total amount of the said investments accounted for under the equity method for years ended December 31, 2020 and December 31, 2019 was NT$304,626,000 and NT$307,140,000, commanding 0.80% and 0.73% of the total amount of individual assets, respectively. The comprehensive income recognized by the same company during January 1-December 31, 2020 and January 1-December 31, 2019 was NT$2,887,000 and NT$21,377,000, commanding at 0.25% and 2.06% of the total amount of comprehensive income, respectively.

Responsibility for the Individual Financial Statements of the Management and Governance Units

It is the management’s responsibility to produce fairly expressed individual financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and to maintain the necessary internal controls related to the production of such individual financial statements in order to ensure that no significant, untrue expression as a result of corruption or errors is found in individual financial statements.

When producing individual financial statements, it is also the management’s responsibility to assess the capacity to maintain business continuity, disclosure of related information, and choice of accounting basis for business continuity of Prince Housing and Development Corporation, except when Prince Housing and Development Corporation intends to liquidate or shut down operations, or there is no other feasible alternative other than liquidation or closure.

It is the responsibility of the governance units (including the Audit Committee) of Prince Housing and Development Corporation to supervise the workflow of financial reporting.

Accountant’s responsibility for auditing individual financial statements

It is our responsibility to audit the individual financial statements of Prince Housing and Development Corporation to provide reasonable assurance in an audit report that no significant, untrue expression as a result of corruption or errors is found in such individual financial statements. Reasonable assurance refers to high assurance. However, the detection of significant, untrue expressions in the individual financial statements is not guaranteed when audits are implemented based on the GAAP of the Republic of China. Untrue expression as a result of corruption or errors Untrue expressions of individual amounts or sums are significant when they can reasonably affect the economic policy made by the users off consolidated financial statements.

When auditing based on the GAAP of the Republic of China, we have applied professional judgments and maintained professional doubts. Other tasks of accountants:

To identify and assess significant, untrue expressions of risks as a result of corruption or errors in individual financial statements; to plan and implement appropriate countermeasures for the risks assessed; and obtain adequate and appropriate audit evidence as the basis for making audit expressions. While corruption may involve collusions, forgeries, willful omissions, untrue declarations, or overstep of internal controls, the risk caused by significant, untrue expressions as a result of corruption is higher than that of errors.
To understand internal controls required for audits in order to design audit procedures appropriate to the situation of audit, provided that such an understanding does not intend to express opinions on the effectiveness of the internal controls of Prince Housing and Development Corporation.
To assess the suitability of the accounting policy adopted by the management and the fairness of its accounting estimation and related disclosures.

To conclude if there are significant uncertainties regarding the suitability of the accounting basis adopted by the management to maintain business continuity and the potential significant doubtful incidents or situations within the capacity to maintain business continuity of Prince Housing and Development Corporation based on the obtained audit evidence. After determining that there are significant uncertainties in such incidents or situations, we shall remind in the audit report the users of such individual financial statements to pay attention to related disclosures in such individual financial statements, or shall we express a modified opinion where such disclosures are inappropriate. We have made conclusions based on the a cv-udit basis obtained by the audit report date. However, future incidents or situations may incapacitate Prince Housing and Development Corporation from business continuity.
To assess the overall expression, structure and contents of individual financial statements (including related note) and the fair expression of related transactions and incidents in such individual financial statements.
To gather adequate and suitable audit evidence of the financial information of individuals within Prince Housing and Development Corporation to express opinions on the individual financial statements. We are responsible to instruct, supervise and implement the audit of Prince Housing and Development Corporation and conclude the audit opinions on the company.

We have also provided the governance units with the statement of independence of our staff made in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China. We have also communicated with the governance units on the relations and other items (including related protective measures) that may affect the independence of accountants.

We have determined the key audit items of the 2020 Individual Financial Statements of Prince Housing and Development Corporation based on the communication items with the governance units. We have also specified in the audit report that we will not communicate specific items in the audit report when there are reasons to believe that such communication may cause negative impacts more than positive public interest, except for specific items not allowed for disclosures by law or under extremely rare circumstances.

PwC Taiwan

Tien, Chung-Yu

CPA

Wu, Chien-Chih

Financial Supervisory Commission

Approval document: Jin-Guan-Cheng-Shen-Zi No. 1070323061 Jin-Guan-Cheng-Shen-Zi No. 1030027246

March 18, 2021

Prince Housing and Development Corporation Individual Statement of Financial Position December 31, 2020 and December 31, 2019

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Expressed in thousand NT Dollars
December 31, 2020 December 31, 2019
Assets Note Amount % Amount %
Current Assets
1100 Cash and cash equivalents 6(1) $ 4,182,938 11 $ 4,113,430 10
1110 Financial assets at fair value through 6(2)
profit or loss - current 702,819 2 904,894 2
1150 Notes receivable net 6(5) 24,382 - 56,998 -
1170 Accounts receivable net 6(5) 369,827 1 88,426 -
1200 Other receivables 12,483 - 1,963 -
1220 Current tax assets - - 7,128 -
130X Inventories 6(6), 7 and 8 16,124,294 42 19,335,331 46
1410 Pre-payments 57,727 - 91,063 -
1479 Other current assets - others 6(24) 78 - 40 -
11XX Total current assets 21,474,548 56 24,599,273 58
Non-current assets
1510 Financial assets at fair value through 6(2) and 8
- -
profit or loss - non-current 79,712 79,342
1517 Financial assets at fair value through 6(3) and 8
other comprehensive income - non-
current 2,096,142 6 1,795,634 4
1535 Financial Assets Carried at Cost-non- 6(4) and 8
current 528,573 1 910,538 2
1550 Investments accounted for under the 6(7) and 8
equity method 5,217,242 14 5,600,351 13
1600 Property, plant and equipment 6(8) and 8 481,803 1 484,710 1
1755 Right-of-use assets 6(9) and 7 152,156 - 182,672 1
1760 Investment property amount net 6(11) and 8 5,592,141 15 5,740,842 14
1780 Intangible assets 6(12) 1,994,175 5 2,055,428 5
1840 Deferred tax assets 6(30) - - 471 -
1920 Refundable deposits 9 10,450 - 13,067 -
1990 Other non-current assets - others 7 636,640 2 636,640 2
15XX Total non-current assets 16,789,034 44 17,499,695 42
1XXX Total assets $ 38,263,582 100 $ 42,098,968 100
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(Cont’d)

Prince Housing and Development Corporation Individual Statement of Financial Position December 31, 2020 and December 31, 2019

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Expressed in thousand NT Dollars
December 31, 2020 December 31, 2019
Liabilities and Equity Note Amount % Amount %
Current liabilities
2100 Short-term loans 6(13) and 8 $ 1,275,000 4 $ 1,949,000 5
2110 Short-term notes and bills payable 6(14) and 8 - - 49,925 -
2130 Contract liability - current 6(24) 518,724 2 551,520 1
2150 Notes payable - - 1,940 -
2170 Accounts payable 799,306 2 941,127 2
2180 Accounts payable - Related parties 7 4,025 - 31,006 -
2200 Other payables 357,169 1 375,656 1
2230 Current tax liabilities 121,831 - - -
2280 Lease liabilities - Current 7 30,807 - 29,698 -
2310 Unearned receipts 44,298 - 66,565 -
2320 Current portion of long-term 6(16) and 8
liabilities 889,177 2 4,629,401 11
2399 Other current liabilities - others 121,607 - 31,513 -
21XX Total current liabilities 4,161,944 11 8,657,351 20
Non-current liabilities
2530 Bonds payable 6(15) 4,500,000 12 4,500,000 11
2540 Long-term loans 6(16) and 8 4,654,060 12 4,326,523 10
2550 Provisions - non-current 6(17) 113,024 - 102,554 -
2580 Lease liabilities – Non-current 7 125,525 - 155,362 1
2640 Defined benefit liabilities net - non- 6(18)
current 58,146 - 61,556 -
2645 Deposit received 150,995 1 141,469 -
2670 Other non-current liabilities - other 6(7) 297,652 1 297,509 1
25XX Total non-current liabilities 9,899,402 26 9,584,973 23
2XXX Total liabilities 14,061,346 37 18,242,324 43
Equity
Share capital 6(19)
3110 Common stock 16,233,261 42 16,233,261 39
Additional paid-in capital 6(20)
3200 Additional paid-in capital 2,260,513 6 2,260,513 5
Retained earnings 6(21)
3310 Legal reserve 2,153,743 6 2,058,870 5
3350 Unappropriated earnings 2,313,465 6 2,428,513 6
Other components of equity 6(22)
3400 Other components of equity 1,242,257 3 876,490 2
3500 Treasury stocks 6(19) ( 1,003) - ( 1,003) -
3XXX Total equity 24,202,236 63 23,856,644 57
Significant contingent liabilities and 9
unrecognized commitments
3X2X Total liabilities and equity $ 38,263,582 100 $ 42,098,968 100
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The Notes to Individual Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

Chairman: Alex C. Lo

President: Hsieh, Ming-Fan

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation Individual Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Expressed in thousand NT Dollars (except for EPS expressed in NTD)

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2020 2019
Item Note A m o u n t % A m o u n t %
4000 Revenues 6(24) and 7 $ 7,306,687 100 $ 5,680,054 100
5000 Operating costs 6(6)(12)
(29) and 7 ( 5,476,757) ( 75) ( 4,299,848) ( 76)
5900 Gross margin 1,829,930 25 1,380,206 24
Operating expenses 6(29) and 7
6100 Marketing expenses ( 340,529) ( 4) ( 325,022) ( 6)
6200 Administrative expenses ( 710,037) ( 10) ( 750,591) ( 13)
6450 Losses on expected credit 12(2)
- - -
impairments ( 29)
6000 Total operating expenses ( 1,050,566) ( 14) ( 1,075,642) ( 19)
6900 Income from operations 779,364 11 304,564 5
Non-operating income and
expenses
7100 Interest revenue 6(25) 3,273 - 4,099 -
7010 Others 6(26) 264,706 4 264,940 5
7020 Other gains and losses 6(2)(27) 30,214 - 2,713 -
7050 Financial costs 6(6)(28) ( 162,245) ( 2) ( 185,984) ( 3)
7070 Share of profit of subsidiaries, 6(7)
associates and joint ventures
accounted for under the equity
method 26,160 - 628,202 11
7000 Total non-operating income
and expenses 162,108 2 713,970 13
7900 Net income before tax 941,472 13 1,018,534 18
7950 Income tax expenses 6(30) ( 147,590) ( 2) ( 65,767) ( 1)
8000 Net income from continuing
operation 793,882 11 952,767 17
8200 Net income $ 793,882 11 $ 952,767 17
Other comprehensive income
Items that will not be re-
classified into profit and loss
8311 Re-measurement of defined 6(18)
- -
benefit plans ($ 1,187) ($ 295)
8316 Unrealized profit and loss on the 6(3)(22)
equity instrument investments at
fair value through other
comprehensive income 300,508 4 87,356 1
8330 Share of other comprehensive
income of subsidiaries,
associates and joint ventures
accounted for under the equity
method- Items that will not be
re-classified into income 64,052 1 ( 2,638) -
8310 Items that will not be
reclassified into profit or loss 363,373 5 84,423 1
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The Notes to Individual Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

President: Hsieh, Ming-Fan

Chairman: Alex C. Lo

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation Individual Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Expressed in thousand NT Dollars (except for EPS expressed in NTD)

8300	Other comprehensive income
	(net)		$	363,373 5	$	84,423 1
8500	Total comprehensive income		$	1,157,255 16	$	1,037,190 18
	EPS	6(31)
9750	Basic		$	0.49	$	0.59
9850	Diluted		$	0.49	$	0.58
	Data to be prepared when the investment of		subsidiaries in the stock of this company is		not	considered as treasury stocks.
	Net income		$	793,882	$	952,767
	EPS
	Basic		$	0.49	$	0.59
	Diluted		$	0.49	$	0.58

The Notes to Individual Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

President: Hsieh, Ming-Fan

Chairman: Alex C. Lo

CAO: Tai, Ta-Chang

Prince Housing and Development Corporation Individual Statement of Changes in Equity January 1-December 31, 2020 and January 1-December 31, 2019

2019 Balance as of January 1, 2019 Net income 2019 Other comprehensive income in 2019 Total comprehensive income 2019 Appropriation and distribution of retained earnings 2018: Legal reserve Cash dividends Balanced as of December 31, 2019 2020 Balance as of January 1, 2020 Net income 2020 Other comprehensive income in 2020 Total comprehensive income 2020 Appropriation and distribution of retained earnings 2019: Legal reserve Cash dividends Balance as of December 31, 2020	Note 6(31) 6(3)(18)(22) 6(21) 6(31) 6(3)(18)(22) 6(21)		Common stock $ 16,233,261 - - - - - $ 16,233,261 $ 16,233,261 - - - - - $ 16,233,261	Additional paid-in capital $ 2,260,513 - - - - - $ 2,260,513 $ 2,260,513 - - - - - $ 2,260,513		Retained earnings	Retained earnings	Retained earnings		Othercomponents of equity The exchange difference in the conversion of financial statements of foreign business institutions Unrealized profit and loss on the financial assets at fair value through other comprehensive income ($ 48 ) $ 788,079 - - - 88,459 - 88,459 - - - - ($ 48 ) $ 876,538 ($ 48 ) $ 876,538 - - - 365,767 - 365,767 - - - - ($ 48 ) $ 1,242,305		Expressed in thousand NT Dollars Treasury stocks Total equity ($ 1,003 ) $ 23,874,616 - 952,767 - 84,423 - 1,037,190 - - - ( 1,055,162 ) ($ 1,003 ) $ 23,856,644 ($ 1,003 ) $ 23,856,644 - 793,882 - 363,373 - 1,157,255 - - - ( 811,663 ) ($ 1,003 ) $ 24,202,236
						Legal reserve $ 1,933,605 - - - 125,265 - $ 2,058,870 $ 2,058,870 - - - 94,873 - $ 2,153,743		Unappropriated earnings $ 2,660,209 952,767 ( 4,036 ) 948,731 ( 125,265 ) ( 1,055,162 ) $ 2,428,513 $ 2,428,513 793,882 ( 2,394 ) 791,488 ( 94,873 ) ( 811,663 ) $ 2,313,465		The exchange difference in the conversion of financial statements of foreign business institutions ($ 48 ) - - - - - ($ 48 ) ($ 48 ) - - - - - ($ 48 )

The Notes to Individual Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

President: Hsieh, Ming-Fan

Cao: Tai, Ta-Chang

Chairman : Alex C. Lo

Expressed in thousand NT Dollars

Prince Housing and Development Corporation

Individual Statement of Cash Flows

- - January 1 December 31, 2020 and January 1 December 31, 2019

Cash flows from operating activities Profit before tax Adjustments Income charges (credits) Financial assets at fair value through profit or loss, net income Losses on expected credit impairments Share of other profit of subsidiaries, associates and joint ventures accounted for under the equity method (Gain) Loss on disposition or scarp of property, plant and equipment Gain on disposition of investment property Disposition expenses of property, plant and equipment Depreciation expense Amortization expense Interest expense Interest revenue Dividend revenue Changes in assets/liabilities related to operating activities Changes in assets relating to operating activities net Financial assets at fair value through profit or loss - current Notes receivable Accounts receivable Other receivables Inventories Pre-payments Other current assets - others Changes in liabilities relating to operating activities net Contract liability - current Notes payable Accounts payable Accounts payable-Related parties Other payables Unearned receipts Other current liabilities - others Provisions - non-current Defined benefit liabilities net - non-current Operating cash flow Interest receivable Dividends receivable Interest payable Income tax payable Operating cash flow net	Note	2020 2019 $ 941,472 $ 1,018,534 ( 3,828 ) ( 4,059 ) - 29 ( 26,160 ) ( 628,202 ) ( 25,783 ) 80 ( 683 ) ( 182 ) 20 278 137,228 141,763 61,253 61,253 162,245 185,984 ( 3,273 ) ( 4,099 ) ( 67,085 ) ( 74,866 ) 205,533 ( 368,188 ) 32,616 13,661 ( 281,401 ) 982,789 157 86,171 3,269,510 1,975,052 28,003 139,235 ( 38 ) 41,056 ( 32,796 ) 63,545 ( 1,940 ) ( 2,588 ) ( 141,821 ) ( 404,077 ) ( 26,981 ) ( 89,230 ) ( 15,291 ) ( 164,345 ) ( 22,267 ) 2,505 90,094 ( 47,618 ) 10,470 15,358 ( 4,597) 146 4,284,657 2,939,985 3,273 4,099 540,549 642,422 ( 165,441 ) ( 186,668 ) ( 28,837) ( 89,028) 4,634,201 3,310,810
	6(2)(27) 12(2) 6(7) 6(27) 6(27) 6(8)(9) (11)(29) 6(12) (29) 6(28) 6(25) 6(3)(26)

(Cont’d)

Expressed in thousand NT Dollars

Prince Housing and Development Corporation

Individual Statement of Cash Flows

- - January 1 December 31, 2020 and January 1 December 31, 2019

Operating Cash Flow Reduction in Financial Assets Carried at Cost- Current Acquisition of property, plant and equipment Disposition proceeds of property, plant and equipment Disposition proceeds of investment property Refundable deposits reduction Increase (reduction) of financial assets at amortized cost-Non-current Inward investment cash flow net Fundraiser Cash Flow Short-term debt (decreases) increases Reduction in short-term notes and bills payable Repayment of long-term loans Raising long-term loans Increase in deposit received Repayments of lease principal Release of cash dividend Outward fundraising cash flow net Increase in cash and cash equivalents for the current period Balance of cash and cash equivalents, beginning of year Balance of cash and cash equivalents, end of year	Note	2020 2019 $ - $ 240,251 ( 12,012 ) ( 6,870 ) 26,922 20 4,783 1,855 2,617 100,089 381,965 ( 33,290 ) 404,275 302,055 ( 674,000 ) 1,219,000 ( 49,925 ) ( 151,809 ) ( 36,693,015 ) ( 31,212,652 ) 33,280,328 29,614,922 9,526 11,814 ( 30,219 ) ( 29,512 ) ( 811,663 ) ( 1,055,162 ) ( 4,968,968 ) ( 1,603,399 ) 69,508 2,009,466 4,113,430 2,103,964 $ 4,182,938 $ 4,113,430
	6(8) 6(33) 6(33) 6(33) 6(33) 6(33) 6(33) 6(21)

The Notes to Individual Financial Statements appended to the statements form part of the Consolidated Financial Statements. Please read together.

President: Hsieh, Ming-Fan

CAO: Tai, Ta-Chang

Chairman: Alex C. Lo

Annex 7

Prince Housing & Development corp.

Profit Distribution Table

January 1-December 31, 2020

(expressed in thousand NTD)

I. Available distribution 1. Beginning unappropriated earnings 2. Add: 2020 net profit after tax 3. Less: Re-measurement of defined benefit plans 4. Less: Legal reserve 5. Distributable net profit II. Distribution items Cash dividend (NT$0.4 per share) III. Accumulated unappropriated earnings	1,521,976,865 793,881,833 (2,393,495) (79,148,834)
	2,234,316,369 (649,330,459) 1,584,985,910

Description:

Unappropriated earnings at the end of 2020 will first be distributed.
The fractional shares held by shareholders after profit distribution will be transferred to the employee welfare committee of this company.

Chairman: Alex C. Lo President: Hsieh, Ming-Fan CAO: Tai, Ta-Chang

Annex 8

Prince Housing & Development corp. Rules of Procedure for Shareholders’ Meeting Cross Reference

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After Amendment Existing Laws and Regulations Description
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Prince Housing & Development corp. Rules of Procedure for Shareholders’ Meeting Cross Reference	Prince Housing & Development corp. Rules of Procedure for Shareholders’ Meeting Cross Reference	Prince Housing & Development corp. Rules of Procedure for Shareholders’ Meeting Cross Reference
After Amendment ExistingLaws andRegulations Description

Article 3 Paragraphs 1-3 omitted. Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application	Article 3 Paragraphs 1-3 omitted. Elections or dismissal of directors, amendments to the articles of incorporation, the dissolution, merger, or spin-off of the corporation or any matter under paragraph 1, Article 185, of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, or Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be listed in the reasons for convening column of the notice of meeting of shareholders. None of the above matters may be raised by an extraordinary motion.	Amendment made according to Article 172, paragraph 5, of the Company Act. Amendment made according to Letter Jing- Shang-Zi No. 10702417500 on August 6, 2018.
for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or spin-off of the corporation or any matter under paragraph 1, Article 185, of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, or Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be listed and essential description shall be
statedin the reasons for convening column of the notice of shareholders’ meeting. None of the above matters may be raised by an extraordinary motion. Where re-election of all directors as well as their inauguration date is stated in the
notice of the reasons for convening the shareholders’ meeting, after the completion of
the re-election in said meeting,

such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting. A shareholder holding 1% or more of the total number of issued shares may submit to this Company a written proposal for discussion at an AGM. The number of items so proposed, however,is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. In addition, when the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. Prior to the final date of the stock transfer, before an AGM is held,this Corporation shall announce the acceptance of the shareholder’s proposal,the accepted formats (written or electronic) of proposals,and the place and period of acceptance for a minimum of 10 days. Thelattersections are omitted. A shareholder holding 1% or more of the total number of issued shares may submit to this Company awrittenproposal for discussion at an AGM.The principle of one item for one proposal shall apply, and a proposal containing more than one item will not be discussed. In addition, the board of directors may not list in the handbook for discussion a proposal under any one of the circumstances specified in paragraph 4 of Article 172-1, of the Company Act. Prior to the final date of stock transfer before an AGM is held, this Corporation shall announce the place and period of proposal acceptance for a minimum of 10 days. Thelattersections are omitted.	such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting. A shareholder holding 1% or more of the total number of issued shares may submit to this Company a written proposal for discussion at an AGM. The number of items so proposed, however,is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. In addition, when the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. Prior to the final date of the stock transfer, before an AGM is held,this Corporation shall announce the acceptance of the shareholder’s proposal,the accepted formats (written or electronic) of proposals,and the place and period of acceptance for a minimum of 10 days. Thelattersections are omitted. A shareholder holding 1% or more of the total number of issued shares may submit to this Company awrittenproposal for discussion at an AGM.The principle of one item for one proposal shall apply, and a proposal containing more than one item will not be discussed. In addition, the board of directors may not list in the handbook for discussion a proposal under any one of the circumstances specified in paragraph 4 of Article 172-1, of the Company Act. Prior to the final date of stock transfer before an AGM is held, this Corporation shall announce the place and period of proposal acceptance for a minimum of 10 days. Thelattersections are omitted.	Amendment made according to Article 172- 1, paragraph 1, of the Company Act. Amendment made according to Article 172- 1, paragraph 2, of the Company Act.
Article 9 Paragraph 1 omitted. The chair shall call the meeting to order at the appointed meeting time andannounce the information covering the number of shares without voting	Article 9 Paragraph 1 omitted. The chair shall call the meeting to order at the scheduled meeting time. However, when the shareholders in attendance do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, and the total lengthofpostponements shall	Amendment made according to Notice Tai- Cheng-Zhi-Li-Zi No. 1100001446 on January 28, 2021 and to improve the rights and interests of shareholders.
rights and the number of shares present at the meeting. However, when the shareholders in attendance do not represent a majority of the total number of issued shares, the chair may

announce a postponement, not exceed one hour. If the provided that not more than two quorum does is not met after such postponements are allowed,two postponements and the and the total length of shareholders in attendance still postponements shall not exceed represent less than one third of one hour. If the quorum does is the total number of issued not met after two postponementsshares, the chair shall adjourn and the shareholders in the meeting. attendance still represent less than one third of the total number of issued shares, the chair shall adjourn the meeting. The latter sections are omitted. The latter sections are omitted. Article 10 Article 10 The board of directors shall plan The board of directors shall plan Amendments made the agenda for the meetings of the agenda for shareholders’ according to Notice Taishareholders it convenes, vote meeting it convenes and Cheng-Zhi-Li-Zi No. for each proposal (including proceed such meetings as 1080024221 on January motions and amendments to the planned. Under no 2, 2020 and in response original proposals), shall circumstances shall the board of to the adoption of proceed with such meetings as directors alter the agenda electronic voting and planned. Under no without the resolution of the voting by item for all circumstances shall the board of shareholders’ meeting. listed companies as of directors alter the agenda 2018. without the resolution of the shareholders’ meeting. Paragraphs 2-3 omitted. Paragraphs 2-3 omitted. A chairperson shall grant ample A chairperson shall grant ample Amendments made opportunities for the full opportunities for the full according to Notice Taiexplanation and discussion of explanation and discussion of Cheng-Zhi-Li-Zi No. proposals and amendments or proposals and amendments or 1080024221 on January extraordinary motions put extraordinary motions put 2, 2020 and to prevent forward by the shareholders. A forward by the shareholders. A the convener of meetings chairperson may end the chairperson may end the of shareholders from discussion and call for a vote of discussion and call for a vote of compressing time for sufficiently discusses proposals sufficiently discusses proposals. voting to deprive the and arrange sufficient time for right to vote of voting. shareholders due to insufficiency of time for voting. Article 14 Article 14 Directorial elections shall be Directorial elections shall be Amendment made implemented in accordance with implemented in accordance with according to Notice Tai-

the related election and the related election and Cheng-Zhi-Li-Zi No. appointment rules established byappointment rules established 1100001446 on January this Company, and the voting by this Company, and the voting 28, 2021 and to improve results shall be announced onresults shall be announced onthe rights and interests of site immediately, including the site immediately, including the shareholders. list of directors elect and the list of directors elect and the number of votes with which theynumber of votes with which were elected, and the list of they were elected. directors not elected and the number of votes they acquired. Paragraph 2 omitted. Paragraph 2 omitted. Article 15 Article 15 Paragraphs 1 and 2 omitted. Paragraphs 1 and 2 omitted. The meeting minutes shall The meeting minutes shall Amendments made contain the accurate year, month,contain the accurate year, according to Notice Taiday, and place of the meeting, month, day, and place of the Cheng-Zhi-Li-Zi No. the full name of the chairperson, meeting, the full name of the 1080024221 on January the methods by which chairperson, the methods by 2, 2020 to practice the resolutions were made, a which resolutions were made, spirit of voting by item. summary of the deliberations and a summary of the and their results, and the results deliberations and their results, of voting (including the number and shall be retained of voting rights). If there is a permanently during the directorial election, the number existence of this Company. of votes of each candidate shall be disclosed. Meeting minutes shall be retained permanently during the Company’s existence. Article 19 Article 19 Diction updates. Matters not provided for in theseMatters not provided for in Rules shall be handled in these Rules shall be handled in accordance with the Company accordance with the Company Act, the related regulations of Act or the articles of the competent authorities, and incorporation of this Company. the articles of incorporation of this Company.

Appendix 1

Prince Housing and Development Corporation Rules of Procedure for Shareholders Meetings.

Article 1. To establish a strong governance system and sound supervisory capabilities for the meeting of shareholders of this Corporation, and to strengthen management capabilities, these Rules are adopted pursuant to Article 5 of the Corporate Governance Best-Practice Principles for TWSE/TPEX Listed Companies.
Article 2. The rules of procedures for the meeting of shareholders of this Corporation, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
Article 3. Unless the laws and regulations otherwise require, the meeting of shareholders of this Corporation shall be convened by the board of directors.
This Corporation shall prepare an electronic version of the notice of meeting of shareholders and the proxy form, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) 30 days before the date of an annual general meeting of shareholders (AGM) or 15 days before the date of a provisional meeting of shareholders. This Corporation shall prepare an electronic version of the handbook of meeting of shareholders and supplemental meeting materials and upload them to MOPS 21 days before the date of the AGM or 15 days before the date of a provisional meeting of shareholders. In addition, 15 days before the date of the shareholders meeting, this Corporation shall prepare the handbook of a meeting of shareholders and supplemental meeting materials and made them available for review by shareholders at any time. The meeting handbook and supplemental materials shall also be displayed at this Corporation and the professional shareholder services agent designated thereby as well as being distributed on-site at the meeting place.

The reasons for convening a meeting of shareholders shall be specified in the meeting notice and public announcement. With the consent of the addressee, such can be made electronically.

Elections or dismissal of directors, amendments to the articles of incorporation, the dissolution, merger, or spin-off of the corporation or any matter under paragraph 1, Article 185, of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, or Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be listed in the reasons for convening column of the notice of meeting of shareholders. None of the above matters may be raised by an extraordinary motion.

A shareholder holding 1% or more of the total number of issued shares may submit to this Corporation a written proposal for discussion at an AGM. The principle of one proposal for one topic shall apply, and a proposal containing more than one item will not be discussed. In addition, the board of directors may not list in the handbook for discussion a proposal under any one of the circumstances specified in paragraph 4 of Article 172-1, of the Company Act.

Prior to the final date of stock transfer before an AGM is held, this Corporation shall announce the place and period of proposal acceptance for a minimum of 10 days. Each proposal submitted by shareholders shall not exceed 300 words. Proposals longer than 300 words will not be listed in the handbook for discussion. Shareholders

making proposals shall be present in person or represented by a proxy at the general meeting of shareholders and take part in proposal discussion.

Prior to the date of issuance of a meeting notice, this Corporation shall inform shareholders who have submitted proposals of the results of proposal processing and shall list in the meeting notice proposals conforming with the provisions of this article. At the meeting of shareholders, the board of directors shall explain the exclusion of any shareholder proposals in the handbook.

Article 4. Shareholders may appoint a proxy to represent them in a meeting by submitting the proxy form issued by this Corporation and by stating the scope of authorization for the proxy.

Each shareholder shall deliver to this Corporation one proxy form for one proxy only five days prior to a meeting of shareholders. When more than one proxy forms are received, only the earliest one will be accepted, except with a declaration to relieve the previous proxy.

After a proxy form is delivered to this Corporation, should a shareholder intend to attend the meeting in person or to exercise its voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to this Corporation 2 business days before the meeting date. Should the cancellation notice be delivered after that time, votes cast at the meeting by the proxy shall prevail.

Article 5. A meeting of shareholders shall be held in the region where this Corporation is located or a venue that can be easily accessed by shareholders and suitable for a meeting of shareholders. The meeting shall be held between 9.00 a.m. and 3.00 p.m. Full consideration shall be given to the opinions expressed by independent directors with respect to the place and time of the meeting.

Article 6. This Corporation shall specify in meeting notice the check in time, registration location and related notices to inform shareholders. The said shareholder check in time shall begin at least 30 minutes before the meeting commences. The registration shall be readily identified, and sufficient competent staff shall be assigned to process shareholder registration.

Shareholders or their proxies (collectively called "shareholders") shall attend the meeting of shareholders with an admission pass, check-in pass, or other admission documents. Under no circumstances shall this Corporation arbitrarily add requirements for other documents grating admission to a meeting of shareholders. Those recruiting proxy forms shall also bring their identity cards for verification. This Corporation shall furnish a registry for shareholders check in or shareholders the meeting may hand in a check-in card to substitute check-in procedure. This Corporation shall provide a AGM handbook, annual report, admission pass, speech note, vote, and other meeting materials for shareholders attending AGM, and a ballot for election, if any. When the government or an institution is a shareholder, it may be represented by more than one representative at a meeting of shareholders. When an institution is appointed to attend the meeting as a proxy, it may designate only one person to represent it in the meeting.

Article 7. If a meeting of shareholders is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. Should the chairperson of the board be on leave or unable to exercise the powers of a chairperson for whatever reasons, the vice chairperson shall take its place to chair the meeting. Should there be no vice chairperson or the vice chairperson be on leave or unable to exercise the powers of a chairperson for whatever reasons, the chairperson shall appoint a managing director

represent him/her or a director shall be when there is no managing director. Should no representative is appointed by the chairperson, managing directors or directors may elect one of them chair the meeting.

When a managing director or director is assigned to chair a meeting of shareholders, this managing director or director must have worked at this Corporation for a minimum of six months and must understand the financial status of this Corporation. The same shall apply to an institutional representative.

It is advisable that a meeting of shareholders convened by the board of directors shall be chaired by the chairperson of the board in person and attended by majority directors and at least one member of each functional committee. Their attendances shall be recorded in the meeting minutes.

If a meeting of shareholders is convened by a party with convening power other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall select a chair from among themselves. This Corporation may appoint its attorneys at law, certified public accountants, or related staff to attend a meeting of shareholders.

Article 8. This Corporation shall maintain a full video and audio recordings of the meeting starting from the check-in and registration, during the meeting and the election. The said audiovisual data shall be retained for at least one year. Should a law suit be filed according to Article 189 of the Company Act, the said audiovisual data shall be retained until the end of the suit.

Article 9. Attendance of the meeting of shareholders shall be calculated based on numbers of shares. The number of shares for voting in writing or electronically shall be calculated based on shares shown in the check-in register or the check-in pass. The chair shall call the meeting to order at the scheduled meeting time. However, when the shareholders in attendance do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, and the total length of postponements shall not exceed one hour. If the quorum does is not met after two postponements and the shareholders in attendance still represent less than one third of the total number of issued shares, the chair shall adjourn the meeting.

If the quorum is not met after two postponements mentioned in the preceding paragraph, but the number of shares represented by shareholders in attendance commands at a third or more of the total number of issued shares, a tentative resolution may be adopted in accordance with paragraph 1, Article 175, of the Company Act. All shareholders shall be notified of the tentative resolution and another meeting of shareholders shall be convened within one month. Should the number of shareholders in attendance represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for voting at the meeting of shareholders according to Article 174 of the Company Act.

Article 10 The board of directors shall plan the agenda for shareholders' meetings it convenes and shall proceed with such meetings as planned. Under no circumstances shall the board of directors alter the agenda without the resolution of the shareholders’ meeting. The provisions in the preceding paragraph shall apply mutatis mutandis to meetings of shareholders convened by parties other than the board of directors.

Unless a resolution is otherwise made, under no circumstances shall the chairperson adjourn a meeting of shareholders without going through the entire agenda (including extraordinary motions). Should the chairperson violate this rule, other board members

shall assist shareholders in attendance to immediately elect a new chairperson with their majority consent according to the statutory procedures. A chairperson shall grant ample opportunities for the full explanation and discussion of proposals and amendments or extraordinary motions put forward by the shareholders. A chairperson may end the discussion and call for a vote of sufficiently discusses proposals.

Article11 Before making a comment, a shareholder present at the meeting shall state in the comment slip the subject matter of the comment, the shareholder’s account number (or admission pass number), and account name. The meeting chair shall determine the order of comment.

A shareholder in attendance who does not speak after submitting a speaker’s slip is considered as silent. Should the content of a speech does not correspond to the subject matter in the speaker's slip, the speech content shall prevail. Except with the consent of the chairperson, a shareholder shall speak more than twice in the same proposal, and each speech shall not exceed five minutes. Should a shareholder make a speech in violation of related rules or irrelevant to the subject matter, the chairperson may request such a shareholder to terminate the speech. Except with the approval of the chairperson or the speaking shareholder, under no circumstances shall other shareholders interrupt the speech of a shareholder at the meeting. When an institutional shareholder appoints two or more representatives to attend a meeting of shareholders, only one of such representatives may speak for the same proposal. After a shareholder finishes a speech, the chairperson may personally or direct relevant staff to respond to such a speech. Article 12 Voting at a shareholders’ meeting shall be calculated based the number of shares. With respect to the resolutions made by the meeting of shareholders, the stake of a shareholder with no voting rights shall not be calculated as part of the total number of issued shares. Should a shareholder be a stakeholder of a handbook item and should such a relationship prejudice the interest of this Corporation, that shareholder shall neither vote on that item nor exercise the voting rights as proxy for any other shareholders. The number of shares not allowed for excising the voting rights according to the preceding paragraph will not be considered in the voting shares of shareholders in attendance.

Except for a trust enterprise or a shareholder services agent approved by the securities competent authority, when a person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by such a proxy shall not exceed 3% of the voting rights represented by the total number of issued shares, and the percentage of voting rights exceeding such a limit will not be considered. Article 13 Each shareholder is entitled to one vote for each share held, except for restricted shares or non-voting shares under Article 179, paragraph 2, of the Company Act. When holding a meeting of shareholders, this Corporation may allow shareholders to exercise voting rights by correspondence or electronically, provided that the methods of voting shall be specified in the meeting notice. When exercising voting rights by correspondence or electronically, a shareholder shall be deemed as present in the meeting personally. However, such a shareholder shall be considered as a waiver when voting for extraordinary motions and amendments to original proposals. It is

therefore advisable that this Corporation shall avoid extraordinary motions and amendments to original proposals at the meeting.

A shareholder intending to exercise voting rights by correspondence or electronically under the preceding paragraph shall deliver a written declaration of intent to this Corporation two days before the date of the meeting of shareholders. When repeat declarations of intent are delivered, the one received earliest shall prevail, except for a declaration made to revoke the previous declaration of intent.

A shareholder wishing to attend a meeting of shareholders after exercising voting rights by correspondence or electronically shall delivered a notice to retract the said voting rights made with the same method as exercising the voting rights in writing two business days before the date of the meeting of shareholders. The voting rights exercised by correspondence or electronically shall prevail for failure to make retraction by the said deadline. When a shareholder exercises voting rights both by correspondence or electronically and by appointing a proxy to attend a meeting of shareholders, the voting rights exercised by the proxy in the meeting shall prevail. Except the Company Act and the articles of incorporation of this Corporation otherwise require, a proposal shall be passed by an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, the chairperson or staff the chairperson designates shall first announce the total number of voting rights represented by the attending shareholders of each proposal before allowing for shareholders to vote. The outcomes of voting, including the number of votes in favor and against, and the number of abstentions shall be posted on MOPS on the same day after the meeting is adjourned.

When there is an amendment or an alternative to a proposal, the chairperson shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

The chairperson shall appoint staff to supervise and count the votes if a proposal, provided that the appointed person shall be a shareholder of this Corporation. Vote counting for proposals or elections in a meeting of shareholders shall be conducted in a common area of the meeting venue. The outcomes, including the statistical tallies of the numbers of votes shall be announced immediately after counting is completed, and records shall be maintained.

Article 14 Directorial elections shall be implemented in accordance with the related election and appointment rules established by this Corporation. The voting results shall be announced on-site immediately, including the list of directors elect and the numbers of votes with which they were elected.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the supervising person and retained properly for at least one year. Should a law suit be filed according to Article 189 of the Company Act, the said audiovisual data shall be retained until the end of the suit.

Article 15 Resolutions made by the shareholders’ meeting shall be maintained in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting and a copy distributed to each shareholder within 20 days after meeting adjournment. The meeting minutes may be produced and distributed electronically. This Corporation may distribute the meeting minutes mentioned in the preceding paragraph positing it on MOPS.

The meeting minutes shall contain the accurate year, month, day, and place of the meeting, the full name off the chairperson, the methods by which resolutions were made, and a summary of the deliberations and their results, and shall be retained permanently during the existence of this Corporation.

Article 16 On the day of a shareholders’ meeting, this Corporation shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation and the number of shares represented by proxies, and shall make an express disclosure of the same at the place of the shareholders’ meeting. If matters put to a resolution at a meeting of shareholders constitute material information under applicable laws or regulations or under the regulations specified by Taiwan Stock Exchange Corporation, this Corporation shall upload the content of such resolution to MOPS by the deadline.
Article17 Staff handling the administrative affairs of a shareholders’ meeting shall wear an identification card or an armband.
The chair may direct proctors or security guards to help maintain order at the meeting place. When maintaining order at the meeting place, proctors or security guards shall wear an identification card or armband bearing the word "Proctor."
Should a shareholder attempt to speak through devices other than the public-address equipment prepared by this Company in a meeting, the chairperson may stop such a shareholder.

When a shareholder violates the rules of procedure and defies the chairperson's correction, obstructs the proceedings and refuses to heed calls to stop, the chairperson may direct proctors or security guards to escort that shareholder to leave the meeting.

Article 18 The chairperson may announce a break, where appropriate, in the middle of the meeting. The chairperson may also temporarily hold the meeting for force majeure or an act of God and resume the meeting wherever the situation allows. Should the meeting venue be no longer available for continued use and not all items (including extraordinary motions) in the meeting handbook are addressed, the meeting of shareholders may adopt a resolution to continue the meeting at another venue.

Shareholders may postpone or continue the meeting within five days through resolution in accordance with Article 182 of the Company Act.

Article 19 Matters not provided for in these Rules shall be handled in accordance with the Company Act or the articles of incorporation of this Corporation.
Article 20 These Rules, and any amendments hereto, shall be implemented after adoption by shareholders’ meeting.

Appendix 2

Articles of Incorporation of Prince Housing and Development Corporation

Chapter 1. General Provisions

Article 1. This Company is incorporated as a company limited by shares in accordance with the Company Act in the name of 太子建設開發股份有限公司 in Chinese or Prince Housing and Development Corp. in English.
Article 2. The scope of business of this Company is as follows:
The development, operation, lease, and sale of farms, forests, and animal and aquaculture farms.
Commissioned construction, management, lease, and sale of public housing and commercial buildings, tourisms hostels, tourism and recreational industries (children’s theme parks and water parks), indoor and outdoor sports facilities, car parks and multistory car parks, supermarkets, harbor and inland bag or bulk warehouses.
Development, operations, lease and sale of industrial parks and residential areas.
Manufacture and trading of construction materials, and agency and promotion of construction technologies.
Estate lease and sale agent.
Distribution, import, manufacture, and trading to sports equipment.
Commissioned zoning.
E201010 Landscape Engineering
I503010 Landscape and Interior Designing
ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.
Article 3. This Company may invest in other industries for business needs regardless of the total investment limit of not more than 40% of the company’s paid-up capital set forth in Article 13 of the Company Act.
Article 4. This Company is headquartered in Tainan City, Republic of China. With the resolution made by the board of directors, this Company may establish branches and factories anywhere inside and outside the territory of the Republic of China. The shall apply to the withdrawal or relocation of such.
Article 5. This Company shall disclose information in accordance with Article 28 of the Company Act.

Chapter 2 Shares

Article 6. The total authorized capital of this Company is New Taiwan Dollar Twenty Billion (NTD20 billion) divided into New Taiwan Dollar Two

Billion (NTD2,000,000,000) shares with a par value at New Taiwan Dollar Ten (NTD10) each. The board of directors is authorized to issue such shares serially.

Article 7. After being approved for establishment or registration change, shares of this Company are issued in registered stocks signed or stamped by a minimum of three directors and certified by competent authorities or the organizations for stock issuance and registration designated by such authorities. When issuing shares publicly, this Company may exempt from printing the stocks for such shares or print stocks combining with the total number of shares issued, provided registration to the centralized securities depository enterprises shall be made.
Article 8. This Company shall handle stock affairs in accordance with the regulations of competent authorities and related laws and regulations.
Article 9. No name change or share transfer is allowed within 60 days prior to an annual general meeting of shareholders, within 30 days prior to a provision meeting of shareholders, or within 5 days prior to the base date for distributing dividends, bonuses, or other benefits.
Article 10. This Company may charge the printing fee and pay the stamp tax for renewal or reissuance of new stocks.

Chapter 3. Meeting of Shareholders

Article 11. Meetings of shareholders include the general meeting of shareholders and the provisional meeting of shareholders. The former shall be held at least once a year within six months after the end of each accounting year; and the latter shall be held by law where necessary.
Article 12. A shareholder unable to attend a meeting of shareholders may appoint a proxy to attend the meeting in accordance with Article 177 of the Company Act. Unless the Company Act otherwise requires, proxy appointments shall be made in accordance with the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies promulgated by competent authorities.
Article 13. Unless the Company Act otherwise requires, the chairperson of this Company shall chair a meeting of shareholders. The chairperson who is absent with apologies or unable to carry out his duties for some reason shall appoint a proxy in accordance with Article 208 of the Company Act.
Article 14. Unless the law otherwise requires, resolutions of a meeting of shareholders shall be made with the approval of over half of shareholders in a meeting attended by shareholders representing over half of the total number of shares issued.

This Company shall include electronic voting as a way to exercise voting

rights in a meeting of shareholders, and exercising voting rights by correspondence may also be accepted.

Article 15. Each shareholder of this Company is entitled to one vote for each share held, except for restricted shares or non-voting shares under the Company Act.
Article 16. Resolutions made in a shareholders’ meeting shall be taken in the meeting minutes that contain the year, month, day, and place of the meeting, the full name of the chairperson, the methods by which resolutions are made, and a summary of the deliberations and their results. The meeting minutes shall be signed or sealed by the chairperson and a copy distributed to each shareholder within 20 days after meeting adjournment. The meeting minutes may be distributed by means of an announcement. The meeting minutes, the shareholder attendance list, and the power of attorney shall all be retained by this Company for reference and recording.

Chapter 4. Board of Directors and Audit Committee

Article 17. The board of directors of this company consists of 15 directors, including 3 independent directors. Candidates are nominated from among competent shareholders. A director can hold a term of 3 years and is valid for re-election. The total number of shares held by all directors shall be handled in accordance with the regulations of the securities management authority. In a directorial election, each share is entitled to voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates. Those candidates receiving more voting rights shall be elected as directors. The professional qualifications, stake, concurrent job limitation, nomination, election, and other matters relating to independent shareholders shall be subject to the related regulations of the securities competent authority.
The board of directors is authorized to determine the compensation, honorarium, and administrative expense of directors with respect to their involvement in organizational operations and contributions and the standard in the business. However, Article 32 of the Company Act shall also apply to the compensation for directors.
Article 18. The board of directors shall be formed by directors. The chairperson is elected with the approval of over half of directors in a board meeting attended by over two thirds of all director. The same method shall apply to elect a vice president. The chairperson represents this Company externally and administer the Company in the assistance of the vice chairperson in accordance with related laws and regulations and the

resolutions made by the meeting of shareholders. Should the chairperson be absent or unable to carry out his/her duties for some reasons, the proxy shall be appointed in accordance with the Company Act.

Article 19. The chairperson shall chair a board meeting. The chairperson who is absent with apologies or unable to carry out his duties for some reason shall appoint a proxy in accordance with Article 208 of the Company Act.

Article 20. Directors shall attend a board meeting in person. A director who is absent with apologies may assign another director to represent him in a board meeting by issuing a power of attorney specifying the scope of authorization. One on one representation shall apply. A board meeting may be implemented by a conference call. Directors attending a board meeting by conference call are considered as present. Article 21. The roles and responsibilities of a board are as follows: 1. Review and determine various rules for business operations. 2. Determine business orientation. 3. Review annual budgets. 4. Draw up profit distribution and profit compensation plans. 5. Draw up capital increase and reduction plans. 6. Determine the appointment and dismissal of important staff. 7. Implement resolutions made by the meeting of shareholders. 8. Discuss and determine external investments. 9. Assume other responsibilities under the law and assigned by the meeting of shareholders. Except for the above matters and matters to be resolved by the meeting of shareholders as specified by the Company Act, all matters shall be implemented with the board resolutions. Article 22. A board meeting shall be held at least once year. Unless the law otherwise requires, the chairperson shall convene a board meeting, specify the purpose of meeting, and notify all directors 7 days in advance. Provisional board meetings may be convened at any time in case of an emergency. The meeting notice of the said meetings may be made by correspondence, by fax or electronically. Article 23. The chairperson shall carry out the resolutions on all business affairs made by the board meeting. Unless the Company Act otherwise requires, resolutions shall be made by over half of directors in a board meeting attended by over half of the directors. The minutes, the sign-in list and power of attorney of a board meeting shall all be retained by this Company for reference and recording. Article 24. This Company establishes an audit committee with all independent directors in accordance with the Securities and Exchange Act. The organization, roles and responsibilities, rules of procedures and other duties of the audit committee shall be subject to the regulations promulgated by the securities competent authority.

Article 25. The roles and responsibilities of supervisors under the Company Act, Securities and Exchange Act and other related laws and regulations shall apply mutatis mutandis to the audit committee as of the day of committee establishment.
Article 26. This Company may establish other functional committees with articles of organization established by the board of director according to related laws and regulations.
Article 27. This Company may purchase liability insurance for directors and other important staff during their term through the board of directors.
Chapter 5. Managers and Employees
Article 28. The appointment, dismissal and compensation of managers shall be subject to Article 29 of the Company Act. The board of directors shall resolve the responsibility and authority and their scope of managers subject to the functions and duties of individual departments.

Chapter 6. Accounting

Article 29. The accounting year of this Company commences on January 1 and ends on December 31 each year. This Company shall prepare a final account report at the end of each accounting year.
Article 30. At the end of each accounting year, the board of directors shall prepare the following reports and submit them to the meeting of shareholders for recognition.
Business report.
Financial statements.
Profit distribution and deficit compensation proposals.
Article 31. The industry in which this Company operates has entered the mature period with keep competitions. When drawing up profit distribution proposals, the board of directors shall consider the capital expenditure and budget and capital needs in the future and measure the need to fulfill the capital needs with earnings before determining the percentage of capital reserve and profit distribution and the amount of dividends or bonuses distributed in cash.
Should there be net profit after the account is closed of every accounting year, apart from paying the business income tax and compensating for the deficits in previous years, the Company shall first appropriate ten per cent (10%) as the legal reserve, except when the accumulated amount of legal reserve equals the amount of the paid-up capital. Then, after appropriating or reversing the special reserve by law, the remaining

amount will be the distributed earnings. By adding up the cumulative earnings of the previous years, the sum will be the cumulative distributable earnings. The dividend and bonuses of shareholders can be appropriated with the cumulative distributable earnings, with a minimum of 20% of distributable earnings of the year and the minimum cash dividend of 30% of the total amount appropriated for dividends and bonuses for the shareholders of the year. In addition to dividends, the board of directors shall draw up a proposal for profit distribution and submit it to the meeting of shareholders for resolution before distribution.

Article 32. This Company shall distribute a minimum of 2% of the profits in a year as compensation for employees and a minimum of 3% as compensation for directors. However, cumulative deficits, if any, shall be compensated for first.

Compensation for employees can be distributed in the form of stocks or in cash and such employees may include employees of subsidiaries complying with the related requirements.

The status of annual profit in paragraph 1 refers to the profit after deducting the compensation for employees and directors from the profit before tax in the year.

The distribution of compensation for employees and directors shall be resolved by over half of directors in a board meeting attended by over two thirds of all directors and reported to the meeting of shareholders.

Chapter 7. Addendum

Article 33. The charter of organization and rules for business operations of this Company shall be determined by the board of directors separately.
Article 34. This Company may provide endorsements and guarantees for third parties for business purposes.
Article 35. Matters not provided for in these Articles of Incorporation shall be handled in accordance with the Company Act and other laws and regulations.
Article 36. These Articles of Incorporation were established on August 23, 1973; 1st amendment was made on November 20, 1974; 2nd amendment was made on February 10, 1976; 3rd amendment was made on March 8, 1977; 4th amendment was made on April 28, 1980; 5th amendment was made on May 2, 1981; 6th amendment was made on November 4, 1982; 7th amendment was made on May 16, 1984; 8th amendment was made on April 26, 1986; 9th amendment was made on April 3, 1989; 10th amendment was made on December 27, 1990; 11th amendment was

made on June 18, 1991; 12th amendment was made on April 23, 1992; 13th amendment was made on May 7, 1993; 14th amendment was made on May 10, 1994; 15th amendment was made on June 5, 1995; 16th amendment was made on May 24, 1996; 17th amendment was made on June 17, 1997; 18th amendment was made on May 19, 1998; 19th amendment was made on June 9, 1999; 20th amendment was made on June 9, 2000; 21st amendment was made on June 20, 2002; 22nd amendment was made on June 26, 2003; 23rd amendment was made on June 15, 2004; 24th amendment was made on June 27, 2005; 25th amendment was made on June 14, 2006; 26th amendment was made on June 15, 2007; 27th amendment was made on June 13, 2008; 28th amendment was made on June 19, 2009; 29th amendment was made on June 24, 2010; 30th amendment was made on June 17, 2011; 31st amendment was made on June 20, 2012; 32nd amendment was made on June 18, 2013; 33rd amendment was made on June 20, 2014; 34th amendment was made on June 17, 2015; 35th amendment was made on June 21, 2016; 36th amendment was made on June 22, 2017. All amendments are implemented with the resolution of the meeting of shareholders.

Prince Housing & Development corp. Chairman: Alex C. Lo

Appendix 3

Stake of Directors of Prince Housing and Development Corporation

==> picture [509 x 543] intentionally omitted <==

----- Start of picture text -----

The number of
shares held as
Title Name of the deadline Remarks
for stock
transfer
Chairperson Alex C. Lo
Representative of Uni-President
162,743,264
Director Wu, Tsung-Pin Enterprises Corporation
Representative of Hsin Yung Hsing
Director Jack Hou 26,471,128
Investment Co., Ltd.
Wu Tseng, Chao-
Director 42,956,030
Mei
Representative of Hung Yao
Director Chuang, Shih-Hung 2,346,491
Investment Co., Ltd.
Representative of Kao Chyuan
Director Kao, Hsiu-Ling 68,464,308
Investment Co., Ltd.
Director Hou, Po-Ming 669,975 [Representative of Yu Peng Investment ]
Co., Ltd.
Representative of Sheng Yuan
Director Hou, Po-Yi 2,086,986
Investment Co., Ltd.
Representative of Yong Yuan
Director Wu, Chung-Han 15,901,463
Investment Co., Ltd.
Representative of Ruixing
Director Chuang, Ying-Chih 47,584,139
International Investment Co., Ltd.
Director Wu, Chien-Te
96,310,587 [Representative of TaiPo Investment ]
Co., Ltd.
Director Wu, Ping-Chih
Independent
Nieh, Peng-Ling 16,954
Director
Independent
Hou, Jung-Hsien 0
Director
Independent
Hung, He-Yi 0
Director
Total of Directors 465,551,325
----- End of picture text -----

With respect to Article 26 of the Securities and Exchange Act: The minimum stake of all directors is 38,959,827 shares.

Appendix 4

The Impact of Stock Dividend Issuance on Business Performance, EPS, and ROE:

There will be no impact on business performance, EPS, and ROE as no stock dividend was issued this year.

We shape our buildings; thereafter they shape us.

Handbook information enquiry website Prince Housing & Development Corporation website: http://www.prince.com.tw Market Observation Post System: http://mops.twse.com.tw Published on 2021.5.15

AI assistant

PHD — AGM Information 2021

52134_rns_2021-08-12_ff8b0cdc-f544-44c1-a125-d21283162b07.pdf

2021

Table of Contents

Calling the Meeting to Order

Management Presentation

Ratifications

Prince Housing and Development Corporation

Procedure of the 2021 Annual General Shareholders’ meeting

Management Presentations

Ratifications

Discussions

Motions

Adjournment

Business Report

I. Business Report of the Previous Year

II. Summary of the Current Business Plan

III. Future Development Strategy

Chairman: Alex C. Lo President: Hsieh, Ming-Fan CAO: Tai, Ta-Chang

Prince Housing & Development Corp. Audit Report by the Audit Committee

Prince Housing & Development Corp. Comparison Table of Amendments to the Rules of Procedure for Meetings of the Board of Directors

Prince Housing & Development Corp. Amendments Comparison Table of Corporate Social Responsibility Best Practice Principles Comparison Table of Amendments

CPA Audit Report

Audit Opinion

Basis of Audit

Key Audit Items

Recognition time point of realty sale revenue

Description

Responsive Audit Procedures

Recognition of revenues from construction projects—Assessment of completion schedule

Description

Responsive Audit Procedures

Others: Audits of other accountants

Others: Individual Financial Statements

Responsibility for the Consolidated Financial Statements of the Management and Governance Units

Accountant’s responsibility for auditing consolidated financial statements

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Financial Position December 31, 2020 and December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Financial Position December 31, 2020 and December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Changes in Equity January 1-December 31, 2020 and January 1-December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Cash Flows - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Cash Flows - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation and Subsidiaries Consolidated Statement of Cash Flows - - January 1 December 31, 2020 and January 1 December 31, 2019

CPA Audit Report

Audit Opinion

Basis of Audit

Key Audit Items

Recognition time point of realty sale revenue

Description

Responsive Audit Procedures

Description

Responsive Audit Procedures

Others: Audits of other accountants

Responsibility for the Individual Financial Statements of the Management and Governance Units

Accountant’s responsibility for auditing individual financial statements

Prince Housing and Development Corporation Individual Statement of Financial Position December 31, 2020 and December 31, 2019

Prince Housing and Development Corporation Individual Statement of Financial Position December 31, 2020 and December 31, 2019

Prince Housing and Development Corporation Individual Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation Individual Statement of Comprehensive Income - - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation Individual Statement of Changes in Equity January 1-December 31, 2020 and January 1-December 31, 2019

Prince Housing and Development Corporation

Individual Statement of Cash Flows

- - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing and Development Corporation

Individual Statement of Cash Flows

- - January 1 December 31, 2020 and January 1 December 31, 2019

Prince Housing & Development corp.

Profit Distribution Table

Chairman: Alex C. Lo President: Hsieh, Ming-Fan CAO: Tai, Ta-Chang

Prince Housing & Development corp. Rules of Procedure for Shareholders’ Meeting Cross Reference

Prince Housing and Development Corporation Rules of Procedure for Shareholders Meetings.

Articles of Incorporation of Prince Housing and Development Corporation

Chapter 3. Meeting of Shareholders

Chapter 6. Accounting

Chapter 7. Addendum

Stake of Directors of Prince Housing and Development Corporation

The Impact of Stock Dividend Issuance on Business Performance, EPS, and ROE:

PHD AGM Information 2021