RADIUM — AGM Information 2021

Sep 15, 2021

RADIUM LIFE TECH. CO., LTD. 2021 Annual General Meeting Minutes

(This document is prepared in accordance with the Chinese version and is for reference only. In the event of any inconsistency between the English version and the Chinese version, the Chinese version shall prevail.)

Time: July 29, 2021 (Thursday) at 9:00 A.M.

Venue: Taipei International Convention Center (TICC) 4F-VIP,

No. 1 Hsin-Yi Road, Section 5, Taipei City, Taiwan

Attendance: Shares represented by the shareholders in attendance or by proxies totaled 639,434,036 (including votes casted electronically) accounting for 71.04% of the total shares issued by the Company, i.e. 900,094,649 shares.

• Chairman: Lin Rong Shian Recorder ： Shen Hsing Jung

Directors represent: Lin Hua Chun (Vice Chairman), Shen Ching Peng (Representative of Chang Xin Investment Development Co., Ltd.), Liu Yao Kai (Representative of Chang Xin Investment Development Co., Ltd.), K. C. Chou (Independent Director), Pan Wei Ta (Independent Director)

Attendees: Yang, ChingCheng CPA of Deloitte & Touche,

Shuo-Ying Wei Attorney of PricewaterhouseCoopers Legal Taiwan

Chairman announced commencement (The number of the shareholders present constituted a quorum. The Chairman called the meeting to order.)

Ⅰ. Address by the Chairman (omitted)

Ⅱ. Status Reports

1. The 2020 Business Report. (Attachment 1)

2. The 2020 Audit Committee's Review Report. ( Attachment 2 and Attachment 3 )

3. The 2020 remuneration to employees and directors distribution report. Explanation:

4. (1) In accordance with Article 19-1 of the Articles.

5. (2) The remuneration of employees and directors for the year of 2020 has been reviewed by the Salary and Compensation Committee on March 26, 2021 and approved by the Board of Directors on March 26, 2021, and the amount of NT$7,200,000 for employees and NT$5,000,000 for directors has been appropriated. All of them shall be paid in cash.

6. The report on the status of corporate guarantees for 2020 is hereby provided for your examination and review.

Explanation:

• (1) As of December 31, 2020, the amount of the Company's external endorsement guarantee was NT$16,524,845 thousand. The total amount of external endorsement guarantee for the Company and its subsidiaries as a whole was NT$21,029,845

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thousand, which accounted for 141.20% and 179.69% of the Company's equity (net worth) for the year of 2020, respectively.

• (2) In accordance with Article 4 of the Company's "Endorsement and Guarantee Practices", the total amount of endorsement and guarantee available to the Company and each of its subsidiaries as a whole is limited to six times the net value of the Company's most recently audited or reviewed financial statements, and therefore, the total amount of external endorsement and guarantee received by the Company and each of its subsidiaries as a whole in 2020 did not exceed the limit.

• The Report on the status of company issued secured corporate bonds for 2020 is hereby provided for your examination and review.

Explanation:

• (1) In order to repay loans from financial institutions and improve the financial structure, the Company's board of directors resolved on May 13, 2020 and December 9, 2020, respectively, to issue the first to third secured common bonds in 2020, each in the amount of NT$1,000,000 thousand.

• (2) The first to third guaranteed common bonds for 2020 were issued on June 1, 2020, July 1, 2020 and December 29, 2020, all with a maturity of five years and a fixed interest rate per annum. Please refer to Attachment 4 and for the rest of the issuance information on the "Fund Raising Program Execution Zone" on the Market Observation Post System.

• The report on the amendment of ”The Company’s Corporate Governance Best Practice Principles” is hereby provided for your review.

Explanation:

• (1) In accordance with the amendment to the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies" by the Taiwan Stock Exchange Corporation in its letter No. 1090002299 dated February 13, 2020, ”The Company’s Corporate Governance Best Practice Principles” is amended.

• (2) For the revised ”The Company’s Corporate Governance Best Practice Principles”, please refer to Attachment 5.

III. Approval Items

First proposal (proposed by the Board of Directors)

Subject of Cause: The 2020 Business Report and Financial Statements is hereby provided for recognition.

Explanation:

• (1) The consolidated financial statements and individual financial statements of the Company for the year of 2020 have been audited by Mr. Gung, Jerry and Mr. Liu, Walter from Deloitte & Touche, who have issued an unfiltered audit report. The Audit Committee has also reviewed the Business Report and is of the opinion that there are no discrepancies.

• (2) For the Company's 2020 Business Report, the Accountants' Review Report and

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Financial Statements, and the Audit Committee's Review Report, please refer to Attachment 1 and Attachment 2 and Attachment 3.

(3) Please acknowledge the matters for recognition.

Resolution:

Voting Resulte: Shares represented at the time of voting: 639,434,036 (including 179,685,915 votes casted electronically)

Item	Voting Resultes	% of the total represented share present
Votes in favor	622,171,541 votes (including 162,423,420 votes casted electronically)	97.30%
Votes against	468,366 votes (including 468,366 votes casted electronically)	0.07%
Votes invalied	0 vote	0.00%
Votes abstained	16,794,129 votes (including 16,794,129 votes casted electronically)	2.62%

Second proposal (proposed by the Board of Directors)

Subject of Cause: The 2020 Earnings Distribution is hereby provided for recognition.

Explanation:

• (1) The Company's undistributed earnings at the beginning of 2020 amounted to NT$547,642,609, plus NT$622,689,073 in net profit during the 2020 period and NT$184,988 recognized in retained earnings from remeasurement of defined benefit plans. After deducting NT$247,024, recognized in retained earnings from remeasurement of defined benefit plans of subsidiaries, associates and joint ventures, NT$62,262,704 from the 10% legal reserve in accordance with Article 237 of the Company Act, and adding back NT$1,944,575 from the reversal of special reserve, the earnings available for distribution was NT$1,109,951,517.

• (2) It is proposed to distribute shareholders' dividends of NT$558,058,682 out of the earnings available for distribution, all in cash, at NT$0.62 per share, calculated up to the dollar (rounded down to the nearest dollar), and any monetary value of less than NT$1 is intended to be transferred to other income by the Company.

• (3) The above cash dividends are proposed to the shareholders' meeting to authorize the Board of Directors to determine the ex-dividend date and the payment date. If the total number of outstanding shares is subsequently affected by the issuance of new shares for cash, the conversion of domestic convertible bonds, or the repurchase of the Company's shares, the shareholders' meeting will authorize the Board of Directors to adjust the dividend distribution ratio based on the actual number of outstanding shares as of the

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dividend distribution base date. The chairman of the board of directors shall authorize the shareholders to adjust the dividend distribution ratio.

• (4) For the Company's Statement of Earnings Distribution for 2020, please refer to Attachment 6.

• (5) Please acknowledge the matters for recognition.

Resolution:

Voting Resulte: Shares represented at the time of voting: 639,434,036 (including 179,685,915 votes casted electronically)

Item	Voting Resultes	% of the total represented share present
Votes in favor	622,840,547 votes (including 163,092,426 votes casted electronically)	97.40%
Votes against	485,087 votes (including 485,087 votes casted electronically)	0.07%
Votes invalied	0 vote	0.00%
Votes abstained	16,108,402 votes (including 16,108,402 votes casted electronically)	2.51%

Third Proposal (proposed by the Board of Directors)

Subject of Cause: The closure report for the Company’s first overseas unsecured convertible bonds in 2004 is hereby provided for recognition.

Explanation:

• (1) In 2004, the Company issued its first overseas unsecured convertible bonds for US$20 million. The project was to finance the construction of the shopping mall area of the Xindian Depot Joint Development Project (hereinafter referred to as Mehas). The funds raised were fully committed to the project in 2008.

• (2) The Company originally planned to cooperate with the Taipei City Government in the Mehas shopping mall project. The Company planned to leased back from Taipei City Government the shopping mall floors from the 1st to 4th floors allocated to Taipei City Government to jointly operate with the 5th floor of the shopping mall allocated to the Company. On July 16, 2009, the Board of Directors of the Company revised the estimated benefits of the unified operation of the shopping mall in accordance with the final equity allocation ratio agreed with Taipei City Government and reported to the shareholders' meeting on June 17, 2010. Subsequently, due to the delay in the progress of the construction works and the negotiation on the rental of the shopping mall, the opening of the shopping mall was postponed to after 2015 at the earliest and the report was rescheduled to the shareholders' meeting on June 19, 2014.

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• (3) Subsequently, due to repeated negotiations between Taipei City Government and the Company, a consensus could not be reached on the unified operation of the Mehas shopping mall, and eventually IKEA acquired the shopping malls on the 1st to 4th floors held by the City, while the 5th floor shopping mall was leased the 5th floor of the Mehas shopping mall to Jing-Jan Retail Business Co., Ltd. (hereinafter referred to as Jing-Jan), the amendment to its commercial efficiency has been submitted to the company’s shareholders’ meeting on June 24, 2019 for ratification.

• (4) In December 2020, based on the overall operational development, the Company sold the 5th floor shopping mall in Mehas shopping mall to Jing-Jan and settled the full benefit of the project. Please refer to Attachment 7 for the revised contents, benefits and implementation of the first overseas unsecured convertible bonds in 2004.

• (5) Please acknowledge the matters for recognition.

Resolution:

Voting Resulte: Shares represented at the time of voting: 639,434,036 (including 179,685,915 votes casted electronically)

Item	Voting Resultes	% of the total represented share present
Votes in favor	575,913,452 votes (including 116,165,331 votes casted electronically)	90.06%
Votes against	47,235,550 votes (including 47,235,550 votes casted electronically)	7.38%
Votes invalied	0 vote	0.00%
Votes abstained	16,285,034 votes (including 16,285,034 votes casted electronically)	2.54%

IV. Discussion Item

First proposal (proposed by the Board of Directors)

Subject of Cause: Amendment of the Articles of Incorporation is hereby proposed for discussion and resolution.

Explanation:

• (1) Amendment of the Articles of Cooperating with operational needs and in accordance with the Financial Regulatory Commission’s Financial Supervision and Administration Commission’s Order No. 1090150022 dated March 31, 2021, additional provisions concerning the provision of special surplus reserves.

• (2) The Articles before Amendment and the List of the Amended Articles for Comparison, 。

• please refer to Annual General Meeting and Attachment 8

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• (3) Please submit the matters for fair determination.

Supplementary Note:

In line with the Measures for Postponement of Shareholders' Meetings of Public Companies Due to the COVID-19 Pandemic announced by the Financial Supervisory Commission on May 20, 2021, public companies shall cease to hold shareholders' meetings from May 24, 2021 to June 30, 2021. Thus, the 2021 Annual General Shareholders' Meeting of the Company was postponed to July 29, 2021 by resolution of the Board of Directors. T herefore, the relevant provision of the Articles of Incorporation has been revised to " The 32nd Amendment to these Articles was made on July 29, 2021 ".

Resolution:

Voting Resulte: Shares represented at the time of voting: 639,434,036 (including 179,685,915 votes casted electronically)

Item	Voting Resultes	% of the total represented share present
Votes in favor	622,833,777 votes (including 163,085,656 votes casted electronically)	97.40%
Votes against	470,024 votes (including 470,024 votes casted electronically)	0.07%
Votes invalied	0 vote	0.00%
Votes abstained	16,130,235 votes (including 16,130,235 votes casted electronically)	2.54%

V. Extraordinary Motions : none.

Ⅵ. Meeting Adjourned : July 29, 2021 (Thursday) at 9:25 A.M.

In the minutes of this shareholdes’ meeting, only the essential points of the proceedings are recorded for the content and procedures of the meeting, meeting video and audio shall prevail.

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【 Attachment 1 】

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【 Attachment 2 】

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【 Attachment 3 】

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• 【 Attachment 4 】 The status of company issued secured corporate bonds for 2020 .

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【 Attachment 4 】 Revised Provisions of the Code of The Company’s Corporate Governance Best Practice Principles

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【 Attachment 6 】 2020 Earnings Distribution Table

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【 Attachment 7 】 The revised contents, benefits and implementation of the first overseas unsecured convertible bonds in 2004

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【 Attachment 8 】 The List of the Amended Articles for Comparison

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