ScinoPharm Taiwan, Ltd. 2015 Annual General Shareholders' Meeting Minutes (Translation)

Time and Date: 9:30AM, 23 June 2015

Place: the Auditorium, Southern Taiwan Science Park Administration Building 1F, 22 Nan-Ke 3rd Road, Southern Taiwan Science Park, XinShi District, Tainan City

Total shares represented by shareholders present in person or by proxy: 576,533,033 shares (including 52,400,664 shares voted electronically and 5,128,004 shares by proxy), or 82.01% of the total 702,964,288 outstanding shares.

Attended Directors: Kao-Huei Cheng、 Chih-Hsien Lo、Tsung-Ming Su、Chiou-Ru Shih、Po-Wu Gean、 Chien-Li Yin、Ih-Jen Su (independent director)、Wei-Te Ho (independent director)

Attendees: Accountant (LIN Tzu-Yu), Attorney (Albert Fang)

Chairperson: Mr. Kao-Huei Cheng, Chairman of the Board of Directors

Recorder: Jane Liu

The aggregate shareholding of the shareholders present in person or by proxy constituted a quorum. The chairman called the meeting to order.

A. Chairperson's address (omitted)

B. Report Items :

(1) Business report on 2014 (See Appendix 1).
(2) Audit Committee's review opinions on 2014 Financial Results (See Appendix 2).
(3) Proposed revision of the Code of Ethics and Conduct (See Appendix 5).

C. Matters for ratification:

(1)Business Report and Financial Statements for 2014 (as adopted by the meeting of the Board of Directors)

Explanation:

a. The non-consolidated and consolidated financial statements of 2014 of the Company as adopted by the 25 March 2015 meeting of the Board of Directors and duly certified by LIN Tzu-Yu, Certified Public Accountant and LIU Tzu-Meng, Certified Public Accountant from PricewaterhouseCoopers Taiwan were duly submitted in conjunction with the Business Report to the Audit Committee for inspection. This inspection was completed with the Auditors' Reports duly issued.
b. Please see Appendix 1 and Appendices 3-4 for the Business Report, Auditors' Reports, non-consolidated and consolidated financial statements.
c. It is proposed that resolution be adopted to ratify the above reports, books, records and financial statements.

Resolution:

Voting Result- The number of shares with voting rights represented by the shareholders present at the time of voting was 576,532,871 votes.

The number of votes for approval was 563,296,022(including 39,523,013 exercised via electronic transmission), accounted for 97.70% of total shares with voting rights present.

The number of votes for disapproval was 43,568 (including 43,568 exercised via electronic transmission), accounted for 0.01% of total shares with voting rights present.

The number of votes for abstaining/no vote was 13,193,281 (including 12,834,083 exercised via electronic transmission), accounted for 2.29% of total shares with voting rights present.

The number of Invalid votes was 0, accounted for 0.00% of total shares with voting rights present.

The resolution is adopted by a majority vote of the shareholders who represent a majority of the total number of its outstanding shares.

Approved and acknowledged as proposed by the Board of Directors by voting.

(2) Proposed earnings distribution plan for fiscal year 2014 (as adopted by the meeting of the Board of Directors)

Explanation:

a. The Company's earnings distribution for fiscal year 2014 is proposed, in accordance with the Company Act and its Articles of Incorporation, by the Board of Directors as follows:
b. With TWD 573,149,409 of cumulative distributable earnings for the period of 2014, the Company proposes to pay a cash dividend of TWD 0.2 and a stock dividend of TWD 0.4 for each share held.
c. In the event that, before the distribution record date, the proposed profit distribution is affected by any change in equity, it is proposed that the Board of Directors be authorized to adjust the cash and stock to be distributed to each share based on the number of actual shares outstanding on the record date for distribution. It is proposed that the Board of Directors be authorized to determine the necessary action.
d. Subject to approval of the proposed earnings distribution plan by the shareholders' meeting, it is proposed that the Board of Directors be authorized to determine the ex-dividend date, dividend distribution date and other relevant matters.

ScinoPharm Taiwan, Ltd. Earnings Distribution Plan for Fiscal Year Ended 31 December 2014

Item	Amount (TWD)
After-tax net profit earned in 2014	484,142,565
Less: Legal reserve	(48,414,257)
Plus: Actuarial gain(loss) presented in retained earnings	(1,812,610)
Distributable profit from this period	433,915,698
Plus: Accumulated undistributed earnings from previous period	139,233,711
Total distributable earnings as of this period	573,149,409
Dividends to shareholders (Cash dividend TWD 200 on each 1,000 shares held) (Stock dividend 40 shares on each 1,000 shares held)	(140,592,858) (281,185,720)
Undistributed earnings as of the end of the period	151,370,831

Notes:

1. Remuneration payable to directors and supervisors for 2014 calculated based on the total distributable earnings of the year is TWD 8,678,314 with TWD 8,714,677 thereof accounted as the estimated amount payable and the difference of TWD 36,363 will be accounted as the gain (loss) in year 2015.
1. Bonus to employees payable for 2014 calculated based on the total distributable earnings of the year is TWD 867,832 with TWD 871,466 accounted as the estimated amount payable and the difference of TWD 3,634 will be accounted as the gain (loss) in year 2015.
1. In terms of earnings distribution for fiscal year 2014, priority is given to distributing the earnings posted in the given fiscal year while retained earnings from the previous fiscal year is drawn on to make up for any deficiency.
1. The actual amount of cash dividend paid to the shareholders shall be paid up to the rounded number with the fraction (if any) to be accounted as Other Income of the Company.

Chairperson:Kao-Huei Cheng CEO:Yung Fa Chen Chief Accountant:Carrie Lin

e. It is proposed that resolution be adopted for the authorization proposed above.

Resolution:

Voting Result - The number of shares with voting rights represented by the shareholders present at the time of voting was 576,532,871 votes.

The number of votes for approval was 563,292,062 (including 39,519,053 exercised via electronic transmission), accounted for 97.70% of total shares with voting rights present. The number of votes for disapproval was 47,528(including 47,528 exercised via electronic transmission), accounted for 0.01% of total shares with voting rights present. The number of votes for abstaining/no vote was 13,193,281 (including 12,834,083

exercised via electronic transmission), accounted for 2.29% of total shares with voting rights present.

The number of Invalid votes was 0, accounted for 0.00% of total shares with voting rights present.

The resolution is adopted by a majority vote of the shareholders who represent a majority of the total number of its outstanding shares.

Approved and acknowledged as proposed by the Board of Directors by voting.

D. Matters for discussion and resolution

(1) Capital increase by issuing new shares on retained earnings (as adopted by the meeting of the Board of Directors)

Explanation:

a. In consideration of the capital call for the business expansion of the Company, it is proposed that TWD 281,185,720 of the undistributed earnings accumulated from the previous period be capitalized to issue 28,118,572 new shares for distributable stock dividend with 40 shares distributed on each 1,000 shares held.
b. Subject to the Authority's approval of the above capital increase by issuing new shares, the ex-dividend date and the relevant matters will be determined by the Board of Directors, who is authorized to do so and the new shares will be distributed to the shareholders as proposed according to the shareholding indicated in the shareholder registry as of the ex-dividend date with a relevant notice issued to each shareholder.
c. The shareholder may by himself/herself seek to pool within five days from the ex-dividend date the fractional dividend share (if any) received. The stock dividend will be distributed in cash pro rata on each fraction of a share held (if any) up to the full TWD dollar. The remaining fractional shares (if any) may be purchased by such particular principal according to the par value as contacted by the Chairman of the Board of Directors authorized to do so.
d. Subject to approval of the proposed earnings distribution plan by the shareholders' meeting, if the proposed profit distribution is affected by any change in equity, it is proposed that the Board of Directors be authorized to adjust the cash and stock to be distributed to each share based on the number of actual shares outstanding on the record date for distribution. It is also proposed that the Board of Directors be authorized to determine the necessary action. The shareholder will have in the new shares the same rights and obligations as those in the original shares held.
e. The Company will have TWD 7,310,828,600 in paid-in capital after the above capital increase.
f. It is proposed that resolution be adopted for the proposed issuance of new shares for capital increase.

Resolution:

Voting Result - The number of shares with voting rights represented by the shareholders present at the time of voting was 576,532,871 votes.

The number of votes for approval was 563,294,949 (including 39,521,940 exercised via electronic transmission), accounted for 97.70% of total shares with voting rights present. The number of votes for disapproval was 42,528 (including 42,528 exercised via electronic transmission), accounted for 0.01% of total shares with voting rights present.

The number of votes for abstaining/no vote was 13,195,394 (including 12,836,196 exercised via electronic transmission), accounted for 2.29% of total shares with voting rights present.

The number of Invalid votes was 0, accounted for 0.00% of total shares with voting rights present.

The resolution is adopted by a majority vote of the shareholders who represent two-thirds of the total number of its outstanding shares.

Approved and acknowledged as proposed by the Board of Directors by voting.

(2) Proposed revision of the Rules Governing Shareholders Meetings and the Rules Governing Election of Directors and Supervisors (as adopted by the meeting of the Board of Directors)

Explanation:

a. In accordance with the January 28, 2015 Taiwan Stock Exchange Corporation circular letter (Document No. 1040001716) promulgating amendments to certain provisions in the Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings and Sample Template for XXX Co., Ltd. Procedures for Election of Directors and Supervisors, the Company proposes the following revision to its Rules Governing Shareholders Meetings and Rules Governing Election of Directors and Supervisors according to the revised regulation.
b. Please see the proposed revisions to the Rules Governing Shareholders Meetings and Rules Governing Election of Directors and Supervisors juxtaposed with the current provision as show in Appendix 6 and Appendix 7.
c. It is proposed that resolution be adopted for the proposed revision.

Resolution:

Voting Result - The number of shares with voting rights represented by the shareholders present at the time of voting was 576,532,871 votes.

The number of votes for approval was 563,293,877 (including 39,520,868 exercised via electronic transmission), accounted for 97.70% of total shares with voting rights present. The number of votes for disapproval was 43,600 (including 43,600 exercised via electronic transmission), accounted for 0.01% of total shares with voting rights present.

The number of votes for abstaining/no vote was 13,195,394 (including 12,836,196 exercised via electronic transmission), accounted for 2.29% of total shares with voting rights present.

The number of Invalid votes was 0, accounted for 0.00% of total shares with voting rights present.

The resolution is adopted by a majority vote of the shareholders who represent a majority of the total number of its outstanding shares.

Approved and acknowledged as proposed by the Board of Directors by voting.

(3) Proposed revision of the Procedural Rules for Providing Lending to Other Persons (as adopted by the meeting of the Board of Directors).

Explanation:

a. In accordance with the February 10, 2015 Taiwan Stock Exchange Corporation circular letter Document No. 1041800527, the Company has amended its Procedural Rules for Providing Lending to Other Persons.
b. Please see the proposed revisions to the Procedural Rules for Providing Lending to Other Persons juxtaposed with the current provision as show in Appendix 8.
c. It is proposed that resolution be adopted for the proposed revision.

Resolution:

Voting Result - The number of shares with voting rights represented by the shareholders present at the time of voting was 576,532,871 votes.

The number of votes for approval was 562,919,179(including 39,515,868 exercised via electronic transmission), accounted for 97.64% of total shares with voting rights present. The number of votes for disapproval was 48,600 (including 48,600 exercised via electronic transmission), accounted for 0.01% of total shares with voting rights present. The number of votes for abstaining/no vote was 13,565,092 (including 12,836,196 exercised via electronic transmission), accounted for 2.35% of total shares with voting

rights present. The number of Invalid votes was 0, accounted for 0.00% of total shares with voting rights present.

The resolution is adopted by a majority vote of the shareholders who represent a majority of the total number of its outstanding shares.

Approved and acknowledged as proposed by the Board of Directors by voting.

E. Election

(1) The 8th Election of Board of Directors (including independent directors) (as adopted by the meeting of the Board of Directors).

Explanation:

a. The office term of the 7th Election of Board of Directors is from 13 June 2012 through 12 June 2015.
b. It is proposed that fifteen Directors (including three Independent Directors) should be elected in accordance with the Articles of Incorporation of the Company. According to Article 195 of the Company Act, in the event that the office term of the 7th Election of Board of Directors (including Independent Directors) is completed prior to the 8th election, the Directors should continue to exercise their office duties until stepping down upon assumption of office by the new Board of Directors. The Directors newly elected shall forthwith assume the office upon being elected and serve an office term of three years from the election date, namely from 23 June 2015 through 22 June 2018.
c. Article 23 of the Articles of Incorporation of the Company states that two or more of the above Directors shall be Independent Directors, and the total number of Independent Directors shall account for not less than one fifth (1/5) of the total number of directors. The Directors (including Independent Directors) shall be elected under the nomination system. Shareholders Meeting shall elect from among the candidates nominated.
d. Please see Appendix 9 for the name list of the candidates nominated as adopted by the meeting of 7 May 2015 of the Board of Directors.
e. Shareholders are requested to vote to elect the new Directors.

Result: Elected Board Directors Name list

(1)Directors: Twelve seats

Shareholder No.	Name	Representative	Votes received
4	Uni-President Enterprises Corp.	Kao-Huei Cheng	767,968,656
4	Uni-President Enterprises Corp.	Chih-Hsien Lo	729,141,340
4	Uni-President Enterprises Corp.	Tsung-Ming Su	603,341,282
4	Uni-President Enterprises Corp.	Kun-Shun Tsai	580,505,692
4	Uni-President Enterprises Corp.	Tsing-Pin Wu	573,277,242
4	Uni-President Enterprises Corp.	Yung-Fa Chen	544,541,162
1	National Development Fund, Executive Yuan	Po-Wu Gean	529,707,084
1	National Development Fund, Executive Yuan	Ming-Shi Chang	529,174,955
860	Kao Chyuan Investment Co., Ltd	Shiow-Ling Kao	527,058,066
861	President International Development Corp.	Chiou-Ru Shih	518,200,546
5	Tainan Spinning Co., Ltd.	Chien-Li Yin	516,742,963
2	Taiwan Sugar Corporation	Chin-Jung Yang	511,397,822

(2)Independent Directors:Three seats

Shareholders' # or ID#	Name	Votes received
123	Wei-Cheng Tian	455,056,712
R101○○○○27	Ih-Jen Su	449,664,163
B121○○○○53	Wei-Te Ho	449,381,999

The number of Invalid votes was 223,698

F. Other matters proposed for discussion and resolution

(1) Proposed release of prohibition on Directors (including Independent Directors) and their representatives of the 8th election from participation in competitive business. (as adopted by the meeting of the Board of Directors).

Explanation:

a. According to Article 209 of the Company Act, the Director who intends to do any act or activity which is within the scope of the Company's business for himself/herself or for any other person shall present to the shareholders meeting an explanation of the substantial content of the act or activity contemplated and obtain the approval of the shareholders meeting for him/her to do the act or activity or the shareholders meeting may adopt the resolution to account the income the Director has received from the act or activity for the Company's income.

b. In consideration that the members of the 8th Election of Board of Directors may do any act or activity and concurrently hold another office within the scope of the Company's business, it is proposed that resolution be adopted to release the newly elected 8th Election of Board of Directors from the non-compete restriction provided in Article 209 of the Company Act on the precondition that the above act or activity done by the director does not in any way prejudice the interests of the Company. Please see for detail the relevant material to be publicly disclosed at this shareholders meeting after the election.

Resolution:

Voting Result - The number of shares with voting rights represented by the shareholders present at the time of voting was 576,533,033 votes.

The number of votes for approval was 539,485,545(including 16,082,234 exercised via electronic transmission), accounted for 93.57% of total shares with voting rights present. The number of votes for disapproval was 22,414,680(including 22,414,680 exercised via electronic transmission), accounted for 3.89% of total shares with voting rights present.

The number of votes for abstaining/no vote was 14,632,808(including 13,903,750 exercised via electronic transmission), accounted for 2.54% of total shares with voting rights present.

The number of Invalid votes was 0, accounted for 0.00% of total shares with voting rights present.

The resolution is adopted by a majority vote of the shareholders who represent two-thirds of the total number of its outstanding shares. Lifting of the non-compete restriction imposed on the newly elected directors and the representative of the Company. The details are provided in the following table.

Name	Currently act or activity and concurrently hold another office within the scope of the Company's business
Uni-President Enterprises Corp.	ScinoPharm Taiwan Ltd. Director
Uni-President Enterprises Corp. Representative: Kao-Huei Cheng	ScinoPharm Taiwan Ltd. Director
Uni-President Enterprises Corp. Representative: Chih-Hsien Lo	ScinoPharm Taiwan Ltd. Director
	ScinoPharm Taiwan Ltd. Director
Uni-President Enterprises Corp.	President Life Sciences Co., Ltd. Chairman and President,
Representative: Tsung-Ming Su	AndroSciences Corp. Chairman,Tanvex Biologics. Inc.
	Director
Uni-President Enterprises Corp.	ScinoPharm Taiwan Ltd. Director
Representative: Kun-Shun Tsai
Uni-President Enterprises Corp.	ScinoPharm Taiwan Ltd. Director
Representative: Tsung-Pin Wu
Uni-President Enterprises Corp.	ScinoPharm Taiwan Ltd. Director
Representative: Yung-Fa Chen
	ScinoPharm Taiwan Ltd. Director
National Development Fund,	Genovate Biotechnology Co., Ltd. Director,Taiwan Biotech
Executive Yuan	Director,United Biomedical Director, Co., Ltd. Inc. Asia
	TaiGen Biopharmaceuticals Holdings Limited Director,

Name	Currently act or activity and concurrently hold another
	office within the scope of the Company's business
	Corporation Director,PharmaEngine Inc. PharmaEssentia
	Director,TaiAn Technologies Corp. Director,Mycenax
	Biotech Inc. Director,TaiMed Biologics Director, Inc.
	EirGenix Inc. Director,Adimmune Corporation Supervisor
National Development Fund,	ScinoPharm Taiwan Ltd. Director
Executive Yuan	PharmaEngine, Inc. National Development Fund, Executive
Representative: Po-Wu Gean	Yuan representative
National Development Fund,
Executive Yuan	ScinoPharm Taiwan Ltd. Director
Representative: Ming-Shi Chang
Kao Chyuan Investment Co., Ltd.	ScinoPharm Taiwan Ltd. Director
	ScinoPharm Taiwan Ltd. Director
Kao Chyuan Investment Co., Ltd.	Chairman,President President Pharmaceutical Corp.
Representative: Shiow-Ling Kao	(Shanghai) Health Product Trading Company Ltd. Director
	ScinoPharm Taiwan Ltd. Director
President International	President Life Sciences Co., Ltd. Chairman、Director and
Development Corp	Supervisor,AndroSciences Corp. Director,Origene
	Technologies Inc. Director
	ScinoPharm Taiwan Ltd. Director
President International	Director, President Life Sciences Co., Ltd.
Development Corp	Origene Technologies Inc. Director,
Representative: Chiou-Ru Shih	Allianz Pharmascience Ltd. Director
Tainan Spinning Co., Ltd.	ScinoPharm Taiwan Ltd. director
Tainan Spinning Co., Ltd.	ScinoPharm Taiwan Ltd. Director
Representative: Chien-Li Yin	President Life Sciences Co., Ltd. Supervisor
	ScinoPharm Taiwan Ltd. Director
Taiwan Sugar Corporation	Taiwan Sugar Corporation,United Biomedical Inc. Asia
	Director,TaiGen Biopharmaceuticals Holdings Limited
	Director
Taiwan Sugar Corporation	ScinoPharm Taiwan Ltd. Director
Representative: Chin-Jung Yang	Taiwan Sugar Corporation President
	ScinoPharm Taiwan Ltd. Independent Director.
	IsoGreen Biotechnology Inc., Representative of Institutional
Wei-Cheng Tian	Director,Sino Cell Technologies Inc., Representative of
	Institutional Director,Panlabs Biologics Inc. Representative
	of Institutional Director,PharmaEngine Inc. Director
	ScinoPharm Taiwan Ltd. Independent Director.
Ih-Jen Su	Red Harbor Biotech & Culture Company director
Wei-Te Ho	ScinoPharm Taiwan Ltd. Independent Director.

Approved and acknowledged as proposed by the Board of Directors by voting

G. Extempore motions

Summary of stockholder's comments:

1. Question from Stockholder #45647 Yong Mao Investment:
(1). Why did the Company's performance decline? What is the company's future revenue and business projected?
(2). ScinoPharm's revenue decreased by 20% last year. The revenue looks further declining this year. Therefore, I would like to ask the CEO about future business expansions as ScinoPharm has a strong R&D team and a great number of DMFs. I would like to take advantage of this rare opportunity to ask the CEO how the company is planning to improve sales performances.

CEO Chen's answer:

Thanks for the questions. As you may know, our revenue declined last year. Our sales momentum remains challenging this year. There are three main reasons as follows:

The most direct reason was a decline in our Contract Manufacturing ("CMO") business. Of the two CMO products, one showed slight decrease, and the other had almost no sales. Back to 2012 and 2013, we highly expected these two products, and reserved plenty of production capacities for them. However, the drugs were not sold as well as expected after FDA approved, which directly impacted our sales performance. The second reason was that we are currently in transformation, when there may be product line gaps. For example, we originally developed APIs for sales immediately after development. Currently we are developing our own formulations, and therefore we no longer sell our APIs directly after development; instead, we have to manufacture our formulations, register our products, and wait for patents to expire. So, our investment cycles are prolonged. Under these circumstances, you might feel gaps in our product pipeline. In fact, our old products stay competitive. ScinoPharm's two series of anti-cancer drugs, paclitaxel, docetaxel, and irinotecan enjoy relatively high market shares worldwide and are still highly competitive. Another pressure to our profitability came from the price fluctuations in raw material for paclitaxel and docetaxel.

The third reason was that in the past we made some major investments, including our Changshu plant and injectable plant. These investments have not generated revenue yet but bring pressures to our business. You all can see that over the past two years ScinoPharm has received many domestic and international awards, as well as recognition from many clients and the pharmaceutical industry in general. ScinoPharm is still highly competitive. The pharmaceutical industry differs from other industries in that it has longer product life cycles, and cannot depend on a single product. Our transformation period is estimated to take about three years: last year our revenue dropped, this year we maintain conservative outlook, and next year we may have a better chance to improve our business. Thank you!

Question from Stockholder #37592 Mr. Chen:

The progress of the injectable plant in Tainan Science Park seems coming to a standstill and affected overall operations. The management team should handle this matter effectively to avoid damaging the interests of stockholders.

CEO Chen's answer:

As our business report mentioned today, the high level schedule and goal for our injectable plant remain unchanged. We would have a fair chance to complete equipment qualification and to commence pilot runs for liquid vials in the third quarter and fourth quarter of this year, respectively. In general, we need to finish pilot runs before conducting stability tests, and then filing ANDAs. Under this procedure, our first ANDA application is expected to be filed in 2017. During these years, we will continue to provide contract manufacturing services for clinical used drugs to other companies. We expect to pass US FDA inspection and receive approval for our products in 2018, without material changes from our planned schedule.

H. End of meeting

Appendix 1

2014 Business Report

Dear Shareholders:

Following transformational changes, 2014 proved to be a challenging year for ScinoPharm. Our team has actively faced up to the challenges brought about by uncontrollable factors such as intense competition in the global pharmaceutical industry, severe cuts in healthcare spending worldwide, and increases in the costs of raw materials. An overview of the last year shows that ScinoPharm's business operations in the areas of APIs for generic drugs and CRAM (Contract Research and Manufacturing) services for new drugs did not perform as expected due to fluctuations in the industry and supplies of raw materials. Sales for a client's weight loss drug fell short in America, causing decreased orders for our exclusively produced API, topiramate; the revenues and profits of our two main oncological products were affected by increases in raw material prices brought on by supply shortages. Additionally, our Changshu plant in China is currently unable to achieve commercial production as a result of awaiting a potential US FDA plant inspection. This delay has caused idle capacity and increases in amortization and depreciation expenses. These factors, combined with pressures from annually decreasing prices for our generic API on the market, all impacted our overall performance in 2014.

Financial Performance

ScinoPharm's consolidated revenues for 2014 were TWD4.098 billion, a 19% decline compared to our TWD 5.088 billion revenues of the previous year; consolidated net profits after tax were TWD 484 million, a 62% decline compared to the previous year's TWD1.273 billion. Earnings per share (after tax) were TWD 0.69.

At the end of 2014, our paid-in capital amounted to TWD7.03 billion; our shareholders' equity was TWD9.38 billion, making up 82% of total assets, which equaled TWD 11.372 billion. Long-term fund was 1.87 times the amount of property, plant, and equipment, and our current ratio was 2.74, making for a sound financial structure.

Operational Performance

Over the past two years, ScinoPharm has been actively pursuing its double-A vertical integration strategy (API + ANDA, namely, Active Pharmaceutical Ingredient and Abbreviated New Drug Application). We formed strategic alliances with several pharmaceutical companies in the United States and China to expand our business operations in high-end generic drugs and new drugs in these two markets. These cooperative ventures will provide access to innovative products with higher value-adding. We have integrated our own resources with those of our alliances to expedite our product development cycle, boost our participation in the more lucrative end of the product value chain, and enhance our long-term competitive advantages and expansions for future growth.

We specialize in API with high technical entry barriers. Our main products continue to be market leaders, including our colorectal cancer drug, Irinotecan, which held 60-70 percent of the global market in 2013-2014; ScinoPharm provided 40-50 percent of API used to manufacture worldwide the non-small cell lung cancer and breast cancer drug, Docetaxel; ScinoPharm's ovarian cancer, lung cancer, and breast cancer drug Paclitaxel also had a 20-30 percent market share globally. Last year, we completed development 6 APIs on generic drugs. Also, 7 APIs were launched in the United States, Europe, and Japan, including products for the treatment of breast cancer, acute myeloid leukemia, non-small cell lung cancer, prostate cancer, and other oncology drugs, as well as products for the treatment of motor neuron disease, malignant hyperthermia, hepatitis B, and osteoporosis. At the end of 2014, ScinoPharm had registered a total of 694 drug master files (DMFs) worldwide, 50 of which were registered in the United States, making ScinoPharm the holder of the most DMFs among the standalone API companies. Additionally, with 24 registered oncology DMFs, ScinoPharm holds the most DMFs, compared with our international standalone API counterparts.

The ScinoPharm Changshu plant in China will, in the future, play an important role in the Chinese supply chain of our American and European clients. As of the end of 2014, the Changhsu plant had already obtained a total of 9 drug production permits and is expected to achieve commercial production after passing US FDA's plant inspection scheduled for late 2015 or early 2016. Currently, ScinoPharm has 12 products under review for drug licenses with the Chinese drug regulatory authorities, 10 of which were imported from Taiwan while the other 2 were produced locally. The plant is currently working on 7 CRAM projects, all in Phase II or Phase III of clinical trials, and operations are expected to increase gradually. The market has sustained rapid growth alongside China's economic development and promotion of healthcare reform policies, and ScinoPharm will continue to combine resources from our Taiwan and Mainland China plants to expand our geographic reach.

Regarding the construction progress of ScinoPharm's injectable plant, the first liquid vial production line is expected to commence pilot run in late 2015. In the early stages of this strategy, ScinoPharm will actively seek contract manufacturing opportunities for clinical trial of new clinical drugs development while simultaneously producing registration batches of our self-developed generic drugs. Our first home-made ANDA is expected to be submitted in 2017, and to help trigger US FDA inspection of our injectable plant in 2018; commercial manufacturing of injectable drug products can then commence, raising ScinoPharm's value creation in the anti-cancer drug supply chain to fulfill customers' needs in "one-stop shopping".

ScinoPharm's long-term efforts in pharmaceutical industry have received recognitions from both Taiwanese and international communities. In July of 2014, ScinoPharm received the highest rank (A++) in the 11th Information Disclosure and Transparency Ranking compiled by the Taiwan Stock Exchange Corporation; in October of the same year, ScinoPharm was named "API Supplier of the Year" at the Global Generics & Biosimilars Awards at the CPhI Worldwide Exhibition in Paris, France, and was highly praised in all indicators. ScinoPharm was the only company in the Asian region (excluding India) to receive an award.

Additionally, the professional media has also praised ScinoPharm's performance. In the "Leading Enterprise Survey" published in the October issue of Commonwealth Magazine, ScinoPharm was named as the most reputed enterprise for two consecutive years, winning the top spot in the biotechnology pharmaceutical industry. Also, in the Best Executive Team ranking in the Asian Pacific region (excluding Japan), compiled by the global authoritative financial magazine, Institutional Investor, ScinoPharm was selected as one of Asia's Most Honored Companies, with a ranking of #123. Of the 10 Taiwanese businesses that were featured on the list, ScinoPharm was the only pharmaceutical company.

In order to show our commitment to corporate social responsibility, our board of directors in 2014 approved a "Code of Conduct for Corporate Social Responsibility" to ensure that these corporate responsibilities are met in our active pursuit for improved operational performance. In accordance with current international trends, we seek to strike a balance among environment, society, and corporate governance. In October of the same year, we published our first Corporate Social Responsibility Report to document our economic, social, and environmental performance. In the future we will continue to focus on issues of importance to our stakeholders in our efforts to meet or exceed the public's expectations.

Future Developments

ScinoPharm is looking to accelerate our product development cycle and increase our product offerings using our own research and development capabilities, as well as actively collaborating with our global strategic partners to speed the drug production cycle. We plan to expand our CRAM services, undertaking projects with diverse technology and product efficacies for international drug companies. This will reduce current risks and improve capacity utilization, both to contribute to revenues while the Changshu plant in China is awaiting regulatory agency factory inspections. In addition, ScinoPharm will also keep optimizing existing manufacturing processes and management efficiencies to sharpen yield and make more effective use of our resources.

In order to enhance our value in the market place and our long-term competitiveness, ScinoPharm will continue to develop new products and expand our product portfolio; we plan to advance the company's original expertise in generic API's further into the development of new drug delivery technologies and new chemical entities (NECs), thus optimizing the company's market value and competitive advantage as part of our plan to become a comprehensive oncologic drug company that provides economic and efficient treatment for patients worldwide. We believe that our experienced R&D capabilities and innovative managerial strengths, coupled with the concentrated focus by all our colleagues, will allow us to solidify our operating foundations, grasp opportunities in this rapidly growing industry, and steadily expand our operating scale to create greater long-term value for our clients and shareholders.

Wish you all good health and fortune,

Kao-Huei Cheng, Chairman

Audit Committee's Review Report

The Board of Directors has prepared the Company's 2014 Business Report, parent and consolidated Financial Statements, and proposal for allocation of profits. The CPA firm of PricewaterhouseCoopers Taiwan was retained to audit the Company's Financial Statements and has issued an audit report relating to the Financial Statements. The Business Report, Financial Statements, and profit allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of ScinoPharm Taiwan, Ltd. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

ScinoPharm Taiwan, Ltd.

Chairman of the Audit Committee: Wei-Te Ho

March 25, 2015

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED BALANCE SHEETS (Expressed in thousands of New Taiwan dollars)

	Notes	December 31, 2014		December 31, 2013	%
Assets	AMOUNT	%	AMOUNT
Current assets
Cash and cash equivalents	6(1)	\$ 1,382,159	14	\$ 1,864,352	18
Notes receivable, net		27	-	230	-
Accounts receivable, net	6(2)(7)	522,964	5	970,235	9
Other receivables		15,181	-	18,692	-
Other receivables - related parties	7	11,071	-	26,120	-
Inventories	5(2) and 6(3)	2,247,555	23	2,291,613	21
Prepayments		132,685	1	191,095	2
Other current financial assets - current	8	-	-	15,552	-
Total current assets		4,311,642	43	5,377,889	50
Non-current assets
Financial assets carried at cost -	6(4)
non-current		167,673	2	167,673	2
Investments accounted for under equity	6(5)
method		1,538,831	16	1,682,715	16
Property, plant and equipment	5(2), 6(6)(7) and 7	3,736,412	37	3,153,292	30
Intangible assets		7,013	-	7,906	-
Deferred income tax assets	5(2) and 6(22)	198,719	2	149,386	1
Prepayments for equipment		9,186	-	140,414	1
Guarantee deposits paid		1,564	-	2,228	-
Other financial assets - non-current	8	24,734	-	24,667	-
Total non-current assets		5,684,132	57	5,328,281	50
Total assets		\$ 9,995,774	100	\$ 10,706,170	100

(Continued)

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED BALANCE SHEETS (Expressed in thousands of New Taiwan dollars)

		December 31, 2014		December 31, 2013
Liabilities and Equity Current liabilities	Notes	AMOUNT	%	AMOUNT	%
Financial liabilities at fair value through	6(8)
profit or loss - current		\$ 3,669	-	\$ 1,138	-
Notes payable		1,153	-	1,080	-
Accounts payable		44,268	1	160,379	1
Accounts payable - related parties	7	-	-	53,868	1
Other payables	6(9) and 7	427,203	4	557,967	5
Current income tax liabilities		27,738	-	147,735	1
Advance receipts		37,956	-	74,562	1
Total current liabilities		541,987	5	996,729	9
Non-current liabilities
Deferred income tax liabilities	6(22)	3,156	-	639	-
Accrued pension liabilities	5(2) and 6(10)	68,704	1	65,548	1
Refundable deposits received		1,656	-	-	-
Total non-current liabilities		73,516	1	66,187	1
Total Liabilities		615,503	6	1,062,916	10
Equity
Share capital	6(12)(14)
Share capital - common stock		7,029,643	70	6,759,272	63
Capital reserve	6(11)(13)
Capital surplus		1,257,277	13	1,247,796	12
Retained earnings	6(12)(14)(22)
Legal reserve		348,285	4	220,944	2
Special reserve		22,829	-	22,829	-
Undistributed earnings		621,563	6	1,348,058	13
Other equity interest	6(15)
Other equity interest		100,674	1	44,355	-
Total equity		9,380,271	94	9,643,254	90
Signficant contingent liabilities and	9
unrecognized contract commitments
Total liabilities and equity		\$ 9,995,774	100	\$ 10,706,170	100

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

			Year ended December 31
			2014			2013
Items	Notes		AMOUNT	%		AMOUNT	%
Sales revenue	6(16) and 7	\$	4,092,478	100	\$	5,083,603	100
Operating costs	6(3)(10)(20)(21)
	and 7	(	2,428,110) (	59) (		2,513,605) (	49)
Net operating margin			1,664,368	41		2,569,998	51
Operating expenses	6(10)(20)(21) and 7
Selling expenses		(	172,955) (	4) (		185,894) (	4)
General and administrative expenses		(	356,189) (	9) (		434,038) (	8)
Research and development expenses		(	297,663) (	7) (		340,824) (	7)
Total operating expenses		(	826,807) (	20) (		960,756) (	19)
Operating profit			837,561	21		1,609,242	32
Non-operating income and expenses
Other income	6(17) and 7		65,136	2		64,849	1
Other gains and losses	6(7)(8)(18)		8,932	-	(	16,092)	-
Finance costs	6(19)	(	2)	-	(	1)	-
Share of profit/(loss) of subsidiaries,	6(5)
associates and joint ventures
accounted for under equity method		(	306,279) (	8) (		143,252) (	3)
Total non-operating income and
expenses		(	232,213) (	6) (		94,496) (	2)
Profit before income tax			605,348	15		1,514,746	30
Income tax expense	6(22)	(	121,205) (	3) (		241,342) (	5)
Profit for the year		\$	484,143	12	\$	1,273,404	25
Other comprehensive income
Financial statements translation	6(15)
differences of foreign operations		\$	56,319	1	\$	79,395	2
Actuarial (loss) gain on defined	6(10)
benefit plan		(	2,184)	-		498	-
Income tax relating to the components	6(22)
of other comprehensive income			371	-	(	85)	-
Other comprehensive income for the
year		\$	54,506	1	\$	79,808	2
Total comprehensive income for the
year		\$	538,649	13	\$	1,353,212	27
Basic earnings per share (in dollars)
Net income	6(23)	\$		0.69	\$		1.81
Diluted earnings per share (in dollars)
Net income	6(23)	\$		0.69	\$		1.81

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Expressed in thousands of New Taiwan dollars)

						Retained earnings
	Notes	Share capital - common stock		Capital reserve	Legal reserve	Special reserve		Unappropriated retained earnings		Financial statements translation differences of foreign operations		Total
For the year ended December 31, 2013
Balance at January 1, 2013		\$ 6,499,300	\$	1,246,977	\$ 103,897	\$ 22,829	\$	1,231,176	(\$	35,040 )	\$	9,069,139
Appropriations of 2012 net income (Note):
Legal reserve		-		-	117,047	-	(	117,047 )		-		-
Cash dividends	6(14)	-		-	-	-	(	779,916 )		-	(	779,916 )
Stock dividends	6(12)(14)	259,972		-	-	-	(	259,972 )		-		-
Employee stock option compensation cost	6(13)	-		819	-	-		-		-		819
Net income for the year ended December 31, 2013		-		-	-	-		1,273,404		-		1,273,404
Other comprehensive income for the year ended December 31, 2013	6(15)	-		-	-	-		413		79,395		79,808
Difference between the acquisition or disposal price and carrying amount of subsidiaries:	6(13)
Acquisition of subsidiaries		-		188	-	-		-		-		188
Disposal of subsidiaries		-	(	188 )	-	-		-		-	(	188 )
Balance at December 31, 2013		\$ 6,759,272	\$	1,247,796	\$ 220,944	\$ 22,829	\$	1,348,058	\$	44,355	\$	9,643,254
For the year ended December 31, 2014
Balance at January 1, 2014		\$ 6,759,272	\$	1,247,796	\$ 220,944	\$ 22,829	\$	1,348,058	\$	44,355	\$	9,643,254
Appropriations of 2013 net income (Note):
Legal reserve		-		-	127,341	-	(	127,341 )		-		-
Cash dividends	6(14)	-		-	-	-	(	811,113 )		-	(	811,113 )
Stock dividends	6(12)(14)	270,371		-	-	-	(	270,371 )		-		-
Employee stock option compensation cost	6(13)	-		9,481	-	-		-		-		9,481
Net income for the year ended December 31, 2014		-		-	-	-		484,143		-		484,143
Other comprehensive income for the year ended December 31, 2014	6(15)	-		-	-	-	(	1,813 )		56,319		54,506
Balance at December 31, 2014		\$ 7,029,643	\$	1,257,277	\$ 348,285	\$ 22,829	\$	621,563	\$	100,674	\$	9,380,271

Note: The employees' bonuses were \$2,107 and \$2,293 and the directors' remuneration were \$21,068 and \$22,929 in 2012 and 2013, respectively, which had been deducted from net income for the year.

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of New Taiwan dollars)
------------------------------------------------	--

			For the years ended December 31,
	Notes		2014		2013

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax for the year		\$	605,348	\$	1,514,746
Adjustments to reconcile net income to net cash provided by
operating activities
Income and expenses having no effect on cash flows
Loss on valuation of financial assets and liabilities			2,531		1,611
Provision for doubtful accounts	6(2)		66		5
Loss on inventory market price decline	6(3)		53,231		8,167
Provision for obsolescence of supplies			4,113		5,899
Share of loss of associates and joint ventures accounted	6(5)
for under equity method			306,279		143,252
Gain on disposal of long-term investments			-	(	2,331 )
Depreciation	6(6)(20)		385,861		374,874
Loss on disposal of property, plant and equipment	6(18)		1,392		3,156
Gain on reversal of impairment loss	6(6)(7)(18)	(	140 )	(	3,185 )
Amortizaton	6(20)		3,715		1,832
Employee stock option compensation costs	6(11)(13)		8,842		768
Interest income	6(17)	(	13,269 )	(	21,140 )
Interest expense	6(19)		2		1
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Notes receivable			203	(	230 )
Accounts receivable			447,205	(	128,906 )
Other receivables			3,388	(	15,222 )
Other receivables–related parties			15,049	(	17,080 )
Inventories		(	9,173 )	(	566,247 )
Prepayment			54,297		7,768
Net changes in liabilities relating to operating activities
Notes payable			73		35
Accounts payable		(	116,111 )		35,159
Accounts payable–related parties		(	53,868 )		35,851
Other payables		(	198,725 )		78,175
Advance receipts Accrued pension liabilities		(	36,606 ) 972		72,379 584

Cash generated from operations			1,464,675		1,529,921
Interest received			13,392		21,140
Interest paid Income tax paid		( (	2 ) 287,647 )	( (	1 ) 301,984 )
Net cash provided by operating activities			1,190,418		1,249,076

(Continued)

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of New Taiwan dollars)

			For the years ended December 31,
	Notes		2014		2013
CASH FLOWS FROM INVESTING ACTIVITIES
Decrease (increase) in pledged deposits		\$	15,485	( \$	850 )
Acquisition of investments accounted for under the equity
method - subsidiaries		(	105,437 )	(	399,205 )
Acquisition of investments accounted for under the equity
method - non-subsidiaries			-	(	107,388 )
Proceeds from liquidation of investments accounted for
under equity method - subsidiaries			-		2,377
Acquisition of property, plant and equipment	6(24)	(	630,241 )	(	448,070 )
Proceeds from disposal of property, plant and equipment			730		308
Acquisition of intangible assets		(	2,822 )	(	8,200 )
Increase in prepayment for equipment		(	141,533 )	(	229,044 )
Decrease in guarantee deposits paid			664		491
Net cash used in investing activities		(	863,154 )	(	1,189,581 )
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in refundable deposits received			1,656		-
Payment of cash dividends	6(14)	(	811,113 )	(	779,916 )
Net cash used in financing activities		(	809,457 )	(	779,916 )
Decrease in cash and cash equivalents		(	482,193 )	(	720,421 )
Cash and cash equivalents at beginning of year	6(1)		1,864,352		2,584,773
Cash and cash equivalents at end of year	6(1)	\$	1,382,159	\$	1,864,352

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Expressed in thousands of New Taiwan dollars)

		December 31, 2014		December 31, 2013
Assets	Notes	AMOUNT	%	AMOUNT	%
Current assets
Cash and cash equivalents	6(1)	\$ 1,927,603	17	\$ 2,289,428	20
Notes receivable, net		27	-	230	-
Accounts receivable, net	6(2) and 7	522,990	5	970,641	8
Other receivables		199,174	2	161,496	1
Inventory	5(2) and 6(3)	2,449,296	21	2,512,318	22
Prepayments		150,465	1	193,763	2
Other financial assets - current	8	-	-	15,552	-
Total current assets		5,249,555	46	6,143,428	53
Non-current assets
Financial assets measured at cost -	6(4)
non-current		167,673	1	167,673	1
Investments accounted for under equity	6(5)
method		79,923	1	90,455	1
Property, plant and equipment	5(2), 6(6)(8) and 7	5,065,025	45	4,213,982	37
Intangible assets		23,554	-	28,709	-
Deferred income tax assets	5(2) and 6(24)	364,381	3	305,089	3
Prepayments for equipment		285,167	3	399,306	4
Other financial assets - non-current	8	24,734	-	24,667	-
Long-term prepaid rent	6(7)	94,189	1	92,994	1
Other non-current assets		17,619	-	17,925	-
Total non-current assets		6,122,265	54	5,340,800	47
Total assets		\$ 11,371,820	100	\$ 11,484,228	100

(Continued)

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

		December 31, 2014		December 31, 2013
Liabilities and Equity Current liabilities	Notes	AMOUNT	%	AMOUNT	%
Short-term borrowings	6(9)	\$ 1,277,476	11	\$ 689,785	6
Financial liabilities at fair value through	6(10)
profit or loss - current		3,669	-	1,138	-
Notes payable		1,153	-	1,080	-
Accounts payable		53,813	1	264,437	2
Other payables	6(11)	516,228	5	594,800	5
Current income tax liabilities	6(24)	27,738	-	147,735	1
Advance receipts		37,956	-	75,812	1
Total current liabilities		1,918,033	17	1,774,787	15
Non-current liabilities
Deferred income tax liabilities	6(24)	3,156	-	639	-
Accrued pension liabilities	5(2) and 6(12)	68,704	1	65,548	1
Guarantee deposits received		1,656	-	-	-
Total non-current liabilities		73,516	1	66,187	1
Total liabilities		1,991,549	18	1,840,974	16
Equity attributable to owners of the parent
Share capital
Share capital - common stock	6(14)(16)	7,029,643	62	6,759,272	59
Capital reserve
Capital surplus	6(13)(15)(26)	1,257,277	11	1,247,796	11
Retained earnings	6(14)(16)(24)
Legal reserve		348,285	3	220,944	2
Special reserve		22,829	-	22,829	-
Undistributed earnings		621,563	5	1,348,058	12
Other equity interest
Other equity interest	6(17)	100,674	1	44,355	-
Total equity		9,380,271	82	9,643,254	84
Signficant contingent liabilities and	9
unrecognized contract commitments
Total liabilities and equity		\$ 11,371,820	100	\$ 11,484,228	100

(Expressed in thousands of New Taiwan dollars)

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Expressed in thousands of New Taiwan dollars, except for earnings per share amounts)

				Year ended December 31
			2014			2013 (adjusted)
Items	Notes		AMOUNT	%		AMOUNT	%
Sales revenue	6(18) and 7	\$	4,097,844	100	\$	5,088,245	100
Operating costs	6(3)(12)(22)(23)	(	2,497,278) (	61) (		2,545,712) (	50)
Net operating margin			1,600,566	39		2,542,533	50
Operating expenses	6(7)(12)(22)(23) and 7
Selling expenses		(	177,695) (	4) (		188,443) (	4)
General and administrative expenses		(	447,541) (	11) (		538,715) (	10)
Research and development expenses		(	415,888) (	10) (		417,875) (	8)
Total operating expenses		(	1,041,124) (	25) (		1,145,033) (	22)
Operating profit			559,442	14		1,397,500	28
Non-operating income and expenses
Other income	6(19)		55,872	1		51,909	1
Other gains and losses	6(8)(10)(20)		6,532	-	(	16,189)	-
Finance costs	6(6)(21)	(	4,139)	-	(	7,916)	-
Share of profit/(loss) of associates and joint ventures accounted for under	6(5)
equity method		(	15,498)	-	(	16,791) (	1)
Total non-operating income and
expenses			42,767	1		11,013	-
Profit before income tax			602,209	15		1,408,513	28
Income tax expense	6(24)	(	118,066) (	3) (		135,109) (	3)
Profit for the year		\$	484,143	12	\$	1,273,404	25
Other comprehensive income
Actuarial (loss) gain on defined	6(12)
benefit plan		(\$	2,184)	-	\$	498	-
Financial statements translation	6(17)
differences of foreign operations			56,319	1		79,395	2
Income tax relating to the components	6(24)
of other comprehensive income			371	-	(	85)	-
Total other comprehensive income for the year		\$	54,506	1	\$	79,808	2

Total comprehensive income for the year		\$	538,649	13	\$	1,353,212	27
Profit attributable to:
Owners of the parent		\$	484,143	12	\$	1,273,404	25
Comprehensive income attributable
to:
Owners of the parent		\$	538,649	13	\$	1,353,212	27
Basic earnings per share	6(25)
Net income		\$		0.69	\$		1.81
Diluted earnings per share	6(25)
Net income		\$		0.69	\$		1.81

SCINOPHARM TAIWAN, LTD. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

							Equity attributable to owners of the parent
			Retained Earnings
	Notes	Share capital - common stock	Capital reserve	Legal reserve		Special reserve	Undistributed earnings		Financial statements translation differences of foreign operations	Total	Non-controlling interest	Total equity
For the year ended December 31, 2013
Balance at January 1, 2013		\$ 6,499,300	\$ 1,246,977	\$ 103,897	\$	22,829	\$ 1,231,176	(\$	35,040 )	\$ 9,069,139	\$ 1,603	\$ 9,070,742
Distribution of 2012 net income:
Legal reserve		-	-	117,047		-	( 117,047 )		-	-	-	-
Cash dividends	6(16)	-	-	-		-	( 779,916 )		-	( 779,916 )	-	( 779,916 )
Stock dividends	6(14)(16)	259,972	-	-		-	( 259,972 )		-	-	-	-
Employee stock option compensation cost	6(13)(15)	-	819	-		-	-		-	819	-	819
Net income for 2013		-	-	-		-	1,273,404		-	1,273,404	-	1,273,404
Other comprehensive income for 2013	6(17)	-	-	-		-	413		79,395	79,808	-	79,808
Difference between the acquisition or disposal price and carrying amount of subsidiaries	6(15)(26)
Acquisition of subsidiaries		-	188	-		-	-		-	188	-	188
Disposal of subsidiaries		-	( 188 )	-		-	-		-	( 188 )	-	( 188 )
Non-controlling interest		-	-	-		-	-		-	-	( 1,603 )	( 1,603 )
Balance at December 31, 2013		\$ 6,759,272	\$ 1,247,796	\$ 220,944	\$	22,829	\$ 1,348,058	\$	44,355	\$ 9,643,254	\$ -	\$ 9,643,254
For the year ended December 31, 2014
Balance at January 1, 2014		\$ 6,759,272	\$ 1,247,796	\$ 220,944	\$	22,829	\$ 1,348,058	\$	44,355	\$ 9,643,254	\$ -	\$ 9,643,254
Distribution of 2013 net income:
Legal reserve		-	-	127,341		-	( 127,341 )		-	-	-	-
Cash dividends	6(16)	-	-	-		-	( 811,113 )		-	( 811,113 )	-	( 811,113 )
Stock dividends	6(14)(16)	270,371	-	-		-	( 270,371 )		-	-	-	-
Employee stock option compensation cost	6(13)(15)	-	9,481	-		-	-		-	9,481	-	9,481
Net income for 2014		-	-	-		-	484,143		-	484,143	-	484,143
Other comprehensive income for 2014	6(17)	-	-	-		-	( 1,813 )		56,319	54,506	-	54,506
Balance at December 31, 2014		\$ 7,029,643	\$ 1,257,277	\$ 348,285	\$	22,829	\$ 621,563	\$	100,674	\$ 9,380,271	\$ -	\$ 9,380,271

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Expressed in thousands of New Taiwan dollars)

	For the years ended December 31,
	Notes		2014		2013

CASH FLOWS FROM OPERATING ACTIVITIES
Consolidated profit before tax for the year		\$	602,209	\$	1,408,513
Adjustments to reconcile net income to net cash provided by
operating activities
Income and expenses having no effect on cash flows
Loss on valuation of financial assets and liabilities			2,531		1,611
Provision for doubtful accounts	6(2)		66		5
Loss on inventory market price decline	6(3)		71,954		4,678
Provision for obsolescence of supplies			6,887		5,899
Share of loss of associates and joint ventures accounted	6(5)
for under the equity method			15,498		16,791
Depreciation	6(6)(22)		458,019		437,569
Loss (gain) on disposal of property, plant and equipment	6(20)		4,077	(	3,338 )
Gain on reversal of impairment loss	6(6)(8)(20)	(	140 )	(	3,185 )
Amortization	6(22)		13,082		9,949
Employee stock option cost	6(13)(15)		9,481		819
Interest income Interest expense	6(19) 6(21)	(	32,308 ) 4,139	(	37,646 ) 7,916
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Notes receivable			203	(	230 )
Accounts receivable			447,585	(	129,312 )
Other receivables		(	37,801 )	(	65,196 )
Inventories		(	740 )	(	647,254 )
Prepayments			36,411		14,599
Net changes in liabilities relating to operating activities
Notes payable			73		35
Accounts payable		(	210,624 )		41,363
Other payables		(	206,068 )		81,974
Advance receipts		(	37,856 )		73,629
Accrued pension liabilities			972		86
Cash generated from operations			1,147,650		1,219,275
Interest received			32,431		37,646
Interest paid		(	4,139 )	(	7,916 )
Income tax paid		(	287,647 )	(	309,532 )
Net cash provided by operating activities			888,295		939,473

(Continued)

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of New Taiwan dollars)

			For the years ended December 31,
	Notes		2014		2013
CASH FLOWS FROM INVESTING ACTIVITIES
Decrease (increase) in pledged deposits		\$	15,485	( \$	850 )
Acquisition of investments accounted for under equity
method			-	(	107,388 )
Cash paid for acquisition of property, plant and equipment	6(27)	(	829,051 )	(	738,918 )
Interest paid for acquisition of property, plant and	6(6)(21)(27)
equipment		(	13,191 )		-
Proceeds from disposal of property, plant and equipment			1,426		6,984
Cash paid for acquisition of intangible assets		(	5,358 )	(	18,215 )
Increase in prepayment for equipment		(	176,131 )	(	487,112 )
Decrease (increase) in other non-current assets - guarantee
deposits paid			306	(	988 )
Net cash used in investing activities		(	1,006,514 )	(	1,346,487 )
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings			587,691		426,109
Increase in guarantee deposits received			1,656		-
Payment of cash dividends	6(16)	(	811,113 )	(	779,916 )
Decrease in non-controlling interests			-	(	1,603 )
Net cash used in financing activities		(	221,766 )	(	355,410 )
Effect of foreign exchange rate changes on cash and cash
equivalents		(	21,840 )		16,840
Decrease in cash and cash equivalents		(	361,825 )	(	745,584 )
Cash and cash equivalents at beginning of year	6(1)		2,289,428		3,035,012
Cash and cash equivalents at end of year	6(1)	\$	1,927,603	\$	2,289,428

Proposed Revision of the Code of Ethics and Conducts

Current Provision	Revision Proposed	Remark
	workable whistle-blowing system and inform the employees that the Company will to the best of its efforts protect the information provider from possible retaliation.
Article 10 (Discipline and redress) In the event of a breach of this Code by the director, supervisor or managerial officer, the Company shall act in accordance with the relevant laws and regulations and promptly disclose on the M.O.P.S. the name and title of position of the offender, the date of occurrence and the event of the breach, the provision of this Code concerned and the dealing and disposition of the event. Those who are imposed discipline on account of the violation of this Code alleged against them may seek an appeal in accordance with the relevant rules.	Article 10 (Discipline and redress) In the event of a breach of this Code by the director, supervisor or managerial officer, the Company shall act in accordance with the relevant laws and regulations and promptly disclose on the M.O.P.S. the date of occurrence and the event of the breach, the provision of this Code concerned and the dealing and disposition of the event. The Company shall also establish the relevant appeal system for the offenders of this Code seeking redress	The revision is proposed in line with the coming into force of the Personal Information Protection Act. In consideration of the integrity of this Code established by the Company and the protection of the rights and interests of the individuals held in violation of this Code, it is necessary for the Company to establish the appeal system to accord those individuals held in violation of this Code the opportunity to their defense and redress.
Article 11 (Exception) For the director, supervisor or managerial officer of the Company to be exempted from the operability of this Code (where necessary), a relevant resolution must be adopted by the meeting of the Board of Directors and the name and title of position of the individual granted the exemption, the date of the resolution, the duration of and the reasons for granting the exemption and the provision(s) of this Code	Article 11 (Exception) For the director, supervisor or managerial officer of the Company to be exempted from the operability of this Code (where necessary), a relevant resolution must be adopted by the meeting of the Board of Directors, the date of which resolution and the dissent or qualified opinion expressed by the independent director (if any), the duration of and the reasons for granting the exemption and the	The revision is proposed in line with the coming into force of the Personal Information Protection Act and by reference to Article 14-3 of the Securities & Exchange Act as well as in consideration of meeting the requirement that all
concerned must be promptly disclosed on the M.O.P.S. for the	provision(s) of this Code concerned must be promptly disclosed on the	TWSE/GTSM Listed Companies must

Current Provision	Revision Proposed	Remark
shareholders to evaluate the acceptability of the resolution adopted by the meeting of the Board of Directors to prevent unauthorized or questionable exemptions and to secure good control of grants of exemptions with a view to the protection of the Company.	M.O.P.S. for the shareholders to evaluate the acceptability of the resolution adopted by the meeting of the Board of Directors to prevent unauthorized or questionable exemptions and to secure good control of grants of exemptions with a view to the protection of the Company.	complete the establishment of independent directors by 2017.
Article 12 (Disclosure) This Code and all subsequent revisions hereof as duly authorized shall be publicly disclosed in the annual report, prospectus and the Market Observation Post System.	Article 12 (Disclosure) This Code and all subsequent revisions hereof as duly authorized shall be publicly disclosed online on the Company's website, in the annual report, prospectus and the Market Observation Post System.	The revision is proposed by reference to the NYSE List Company Manual 303A.10 (which requires that listed companies disclose on their company website their established code of ethics and conducts) and Article 3-3 of the Taiwan Stock Exchange Corporation Rules Governing Information Filing by Companies with TWSE Listed Securities and Offshore Fund Institutions with TWSE Listed Offshore Exchange-Traded Funds (which requires that a TWSE listed company must maintain a company website).

Proposed Revision of the Rules Governing Shareholders Meetings

Current Provision	Revision Proposed	Remark
Article 5 Except as otherwise provided	Article 5 Except as otherwise provided	1. The revision and
by laws or regulations, the meeting of	by laws or regulations, the meeting of	re-paragraphing
the shareholders of the Company shall	the shareholders of the Company shall	of paragraphs two
be convened by the Board of Directors.	be convened by the Board of Directors.	and three is
The notice of a general shareholders	The Company shall produce the	proposed by
meeting shall be delivered to the	electronic files of the notice of	reference to
shareholders each with the proposed	shareholders meeting, the proxy form,	paragraph two,
agenda twenty (20) days prior to the	and the matters proposed with	Article 3 of the
scheduled meeting date. The notice of	explanation given for ratification,	Sample Template
an extraordinary shareholders meeting	discussion, proposed election or	for XXX Co., Ltd.
shall be delivered to the shareholders	dismissal of directors by the meeting	Rules of
each with a copy of the agenda ten (10)	and have the files uploaded to the	Procedure for
days prior to the scheduled meeting	M.O.P.S. thirty (30) days ahead of the	Shareholders
date.	scheduled meeting date for a general	Meetings and
Subject to the public offering of the	shareholders meeting and fifteen (15)	paragraph one,
shares of the Company, the notice of a	days ahead for an extraordinary	Article 6 of the
general shareholders meeting shall be	shareholders meeting. The Company	Corporate
delivered to the shareholders each	shall produce and upload to the	Governance Best
thirty (30) days prior to the scheduled	M.O.P.S. the electronic files of the	Practice Principles
meeting date, which notice may be	meeting agenda and relevant	for TWSE/GTSM
delivered to the shareholder who holds	supplemental materials twenty-one	Listed Companies.
less than 1,000 registered shares of the	(21) days ahead of the scheduled	2. The revision of
Company by public notice posted online	meeting date for a general shareholders	paragraph four is
through the Market Observation Post	meeting and fifteen (15) days ahead for	proposed in
System. Subject to the public offering	an extraordinary shareholders meeting.	accordance with
of the shares of the Company, the	The Company shall produce and display	the provision of
notice of an extraordinary shareholders	paper copies of the meeting agenda	Article 56-1 and
meeting shall be delivered to the	with relevant supplemental materials at	60-2 of the
shareholders each fifteen (15) days	the premises of the Company as well as	Regulations
prior to the scheduled meeting date,	the stock affairs agency entrusted by	Governing the
which notice may be delivered to the	the Company fifteen (15) days prior to	Offering and
shareholder who holds less than 1,000 registered shares of the Company by	the meeting date ready for the shareholders to collect/read at any	Issuance of Securities by
public notice posted online through the	time, which shall also be distributed at	Securities Issuers.
Market Observation Post System.	the meeting site.
The (personal) notice and the public	The (personal) notice and the public
notice of the shareholders meeting	notice of the shareholders meeting
both shall manifestly indicate the cause	both shall manifestly indicate the cause
of the meeting and may, subject to the	of the meeting and may, subject to the
prior consent of the shareholder	prior consent of the shareholder
concerned, be delivered to the	concerned, be delivered to the
shareholder electronically. Proposed	shareholder electronically. Proposed
election, removal of a director or	election, removal of a director or
supervisor, proposed revision of the	supervisor, proposed revision of the

Current Provision	Revision Proposed	Remark
Articles of Incorporation, proposed dissolution, merger, division of the Company or any of the matters provided in paragraph one of Article 185 of the Company Act, Article 26-1 or Article 43-6 of the Securities and Exchange Act (if any) must be listed in the proposed agenda and cannot be proposed by way of an extempore motion at the meeting. …… (Omitted.)	Articles of Incorporation, proposed dissolution, merger, division of the Company or any of the matters provided in paragraph one of Article 185 of the Company Act, Article 26-1 or Article 43-6 of the Securities and Exchange Act and/or Article 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers (if any) must be listed in the proposed agenda and cannot be proposed by way of an extempore motion at the meeting. …… (Omitted.)
Article 8 The Company shall indicate in the notice of shareholders meeting the hour when and the place where the shareholders shall check-in to attend the meeting and other matters for attention. The check-in desk shall bear a conspicuous signboard with suitable personnel to process shareholders check-in. The shareholder or his/her designated proxy (hereinafter "shareholder") shall present his/her attendance identification, attendance card or other evidence of attendance to be admitted to the meeting. A proxy solicitor shall present his/her identification document for verification. …… (Omitted.)	Article 8 The Company shall indicate in the notice of shareholders meeting the hour when and the place where the shareholders shall check-in to attend the meeting and other matters for attention. The hour when the shareholders may check-in to attend the meeting as provided in the preceding paragraph shall commence no later than thirty (30) minutes before the meeting is called to order. The check-in desk shall bear a conspicuous signboard with suitable personnel to process shareholders check-in. The shareholder or his/her designated proxy (hereinafter "shareholder") shall present his/her attendance identification, attendance card or other evidence of attendance to be admitted to the meeting. The Company must not without due authorization request the shareholder or authorized proxy to present any additional evidence or document to prove their entitlement to attend the meeting. A proxy solicitor shall present his/her identification document for verification. …… (Omitted.)	The revision of paragraphs two and three is proposed by reference to paragraph two, Article 6 of the Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings and paragraph one, Article 6 of the Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies.

Current Provision	Revision Proposed	Remark
Article 9 The shareholders meeting	Article 9 The shareholders meeting	The revision is
convened by the Board of Directors	convened by the Board of Directors	proposed by
shall be presided by the	shall be presided by the	reference to Section
Chairman/Chairwoman of the Board of	Chairman/Chairwoman of the Board of	E.2.3 of the UK
Directors. If he/she has requested for	Directors. If he/she has requested for	Corporate
leave from or for whatever reason is	leave from or for whatever reason is	Governance Code
unable to perform his/her powers and	unable to perform his/her powers and	(which provides
duties at the meeting, the	duties at the meeting, the	that the chairman
Chairman/Chairwoman of the Board of	Chairman/Chairwoman of the Board of	should arrange for
Directors shall appoint a director to act	Directors shall appoint a director to act	the Audit
in his/her stead. Absent the above	in his/her stead. Absent the above	Committee,
appointment, the directors shall elect	appointment, the directors shall elect	Compensation and
one from among themselves to preside	one from among themselves to preside	Nomination
at the meeting.	at the meeting.	Committees to be
The director or the representative of	The director or the representative of	available to answer
the corporate director appointed to	the corporate director appointed to	questions at the
preside at the shareholders meeting	preside at the shareholders meeting	shareholders
acting instead of the Chairman /	acting instead of the Chairman /	meeting),
Chairwoman of the Board of Directors	Chairwoman of the Board of Directors	paragraphs 6 and 7
provided in the preceding paragraph	provided in the preceding paragraph	of the Corporate
must have held his/her directorship for a period of six months or more and	must have held his/her directorship for a period of six months or more and	Governance Evaluation
must be well informed of the financial	must be well informed of the financial	Indicators, and
standing and business of the Company.	standing and business of the Company.	paragraph two of
The shareholders meeting convened by	The shareholders meeting convened by	Article 6 of the
the Board of Directors must be	the Board of Directors should be	Corporate
attended by the majority of the	presided by the Chairman of the Board	Governance Best
directors.	of Directors and attended by the	Practice Principles
…… (Omitted.)	majority of the directors and one or	for TWSE/GTSM
	more supervisors, and one or more	Listed Companies.
	members for each of the
	function-oriented committees
	established; and the attendance to the
	meeting shall be recorded in the
	minutes of the meeting.
	…… (Omitted.)
Article 14 The shareholder will have one	Article 14 The shareholder will have	The original
vote on each share. Notwithstanding,	one vote on each share held.	provision is the
the holder will have no voting right on	Notwithstanding, the holder will have	provision of
any of the following shares held:	no voting right on the shares described	paragraph two,
1. Shares of the Company duly held by	in paragraph two of Article 179 of the	Article 179 of the
the Company;	Company Act.	Company Act. The
2. Shares of the Company held by a		revision is therefore
subordinate company, 50% or more		proposed by
of whose voting shares is held or 50%		reference to the
or more of whose total capital is		Paragraph one,
contributed by the Company;		Article 13 of the

Current Provision	Revision Proposed	Remark
3. The shares of a holding company and its subordinate company(ies) that are held by another company, where the total number of the shares or total shares equity of that company held by the holding company and its subordinate company(ies) directly or indirectly represents more than one half of the total number of voting shares or the total share equity of such a company.		Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings.
Article 16 The voting right of the shareholder may be exercised in writing or electronically, in which case, the method of exercising the voting right shall be manifestly indicated in the notice of the shareholders meeting. The shareholder who elects to exercises his/her voting right in writing or electronically will be deemed to have attended the meeting in person, provided that he/she will be deemed to waive his/her voting right with respect to the revision proposed on an issue listed in the agenda or new issues proposed by way of an extempore motion at the meeting. …… (Omitted.)	Article 16 The voting right of the shareholder shall be exercised electronically and may be exercised in writing and the method of exercising the voting right shall be manifestly indicated in the notice of the shareholders meeting. The shareholder who elects to exercises his/her voting right in writing or electronically will be deemed to have attended the meeting in person, provided that he/she will be deemed to waive his/her voting right with respect to the revision proposed on an issue listed in the agenda or new issues proposed by way of an extempore motion at the meeting; the Company shall accordingly avoid initiating any proposal to change the agenda or any extempore motions. …… (Omitted.)	The revision is proposed in line with the adoption of electronic voting and voting as the only method to adopt a resolution by reference to paragraph two, Article 13 of the Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings.
Article 17 Except as otherwise provided by the Company Act, the resolution of the shareholders meeting must be adopted by the majority votes represented at the meeting. When a proposal is submitted for voting by the meeting, the chairperson or the relevant personnel appointed by the chairperson shall announce in advance the total amount of votes accountable to be voted on the issue. On each issue submitted for resolution by the meeting, the chairperson or his/her designated personnel shall	Article 17 Except as otherwise provided by the Company Act, the resolution of the shareholders meeting must be adopted by the majority votes represented at the meeting. When a proposal is submitted for voting by the meeting, the chairperson or the relevant personnel appointed by the chairperson shall announce in advance the total amount of votes accountable to be voted on the issue and the number of approval votes, disapproval votes and waivers each shall be published on the M.O.P.S. on the day	The revision is proposed in line with the adoption of electronic voting and voting as the only method to adopt a resolution by reference to paragraphs five through eight, Article 13 of the Sample Template for XXX Co., Ltd. Rules of Procedure for

Current Provision	Revision Proposed	Remark
announce the total amount of votes	following the end of the shareholders	Shareholders
represented by the shares present at	meeting.	Meetings.
the meeting before the voting takes
place. If no shareholder present at the	(The second paragraph is removed.)
meeting expresses any objection to the
issue at hand after the chairperson has	(The third paragraph is removed.)
duly requested all of the shareholders
present at the meeting to state their	Where of the same issue is proposed a
opinion on the issue, the resolution on	revision and a replacement, the
the issue shall be deemed adopted	chairperson shall determine the order
having the same binding effects as one	of the voting on the three proposals:
adopted by voting.	the original as proposed, the original
The shareholder will express his/her	with the revision proposed and the
objection (if any) to the issued at hand	proposed replacement respectively.
by voting in accordance with the	Once the resolution is adopted on one
preceding paragraph. Except the	of the three proposals, the others shall
proposals listed in the agenda, all new	be deemed denied without voting.
issues, revision or replacement of the	The personnel to supervise the voting
proposals listed in the agenda proposed	and count the ballots voted shall be
by a shareholder must be seconded by	appointed by the chairperson, provided
other shareholders.	that the personnel to supervise the
Where of the same issue is proposed a	voting must be the shareholder(s) of
revision and a replacement, the	the Company.
chairperson shall determine the order	The ballots voted either for adopting a
of the voting on the three proposals:	resolution or election shall be openly
the original as proposed, the original	counted at the meeting and the result
with the revision proposed and the	of the voting (including the calculation
proposed replacement respectively. Once the resolution is adopted on one	of the ballots) shall be forthwith announced upon completion of the
of the three proposals, the others shall	counting of the ballots and recorded in
be deemed denied without voting.	the meeting minutes.
The personnel to supervise the voting
and count the ballots voted shall be
appointed by the chairperson, provided
that the personnel to supervise the
voting must be the shareholder(s) of
the Company.
The ballots voted either for adopting a
resolution or election shall be openly
counted at the meeting and the result
of the voting (including the calculation
of the ballots) shall be forthwith
announced upon completion of the
counting of the ballots and recorded in
the meeting minute.

Appendix 7

Proposed Revision of the Rules Governing Election of Directors and Supervisors

Current Provision	Revision Proposed	Remark
Article 1 These Rules are established under Articles 21 and 41 of the Corporate Governance Best Practice Principles for Publicly Listed And Traded-Over-The-Counter Companies with a view to the open, just and just elections of the directors and supervisors of the Company.	Article 1 These Rules are established under Articles 21 and 41 of the Corporate Governance Best Practice Principles for Publicly Listed And Traded-Over-The-Counter Companies with a view to the open, just and just elections of the directors and supervisors of the Company.	The revision of the Chinese wording is proposed in line with the designation of these Rules.
Article 2 Except as otherwise provided by laws, regulations or the Articles of Incorporation of the Company, the directors and supervisors of the Company shall be elected in accordance with these Rules.	Article 2 Except as otherwise provided by laws, regulations or the Articles of Incorporation of the Company, the directors and supervisors of the Company shall be elected in accordance with these Rules.	The revision of the Chinese wording is proposed in line with the designation of these Rules.
Article 3 The directors of the Company shall be elected in consideration of the functions and duties of the Board of Directors as a whole. The members of the Board of Directors must be generally equipped with the relevant knowledge, skill, education and training needed for them to perform their functions and duties. The members of the Board of Directors as a whole must have the general ability to 1. make business judgments and decisions; 2. conduct fiscal and financial analyses; 3. carry out and manage the business of the Company; 4. deal with crisis; 5. get hold of the relevant knowledge about the industries; 6. perform functions and duties from a global perspective; 7. exercise leadership skill; and 8. make policy decisions.	Article 3 The directors of the Company shall be elected in consideration of the functions and duties of the Board of Directors as a whole. The Board of Directors shall be formed by members of diversified backgrounds to enable the making of appropriate directives and policies to meet the needs of managing its operation and the type of business operation and development of the Company, for which purpose, the qualification of the candidate in, among others, the following two major aspects shall be considered: 1. Basic qualification and values: gender, age, nationality and cultural background; and 2. Special knowledge and skill: special background (such as legal, accounting, fields of industry, financial, marketing or technology), special skill and practical industrial experience. The members of the Board of Directors must be generally equipped with the relevant knowledge, skill, education	1. The revision of the first paragraph is proposed with the paragraphs re-sequenced in accordance with paragraph three, Article 20 of the Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies with respect to the need of diversified background of the board of directors. 2. Addition of a third paragraph is proposed in compliance with Article 37 of the same Best Practice Principles

Current Provision	Revision Proposed	Remark
	perform their functions and duties. The members of the Board of Directors as a whole must have the general ability to 1. make business judgments and decisions; 2. conduct fiscal and financial analyses; 3. carry out and manage the business of the Company; 4. deal with crisis; 5. get hold of the relevant knowledge about the industries; 6. perform functions and duties from a global perspective; 7. exercise leadership skill; and 8. make policy decisions.
	The majority of the directors must not be the spouse or a relative within the second degree of kinship to another
	among themselves.
Article 4 The supervisor of the Company must 1. be honest and have integrity; 2. be able to make fair and just judgment; 3. have special knowledge; 4. have extensive experience; 5. be able to read financial statements; Subject to the fulfillment of the above eligibility requirements, the Company will have at least one supervisor who must be a professional in the field of accounting or finance.	Article 4 The supervisor of the Company must 1. be honest and have integrity; 2. be able to make fair and just judgment; 3. have special knowledge; 4. have extensive experience; 5. be able to read financial statements; Subject to the fulfillment of the above eligibility requirements, the Company will have at least one supervisor who must be a professional in the field of accounting or finance. The impartiality of the supervisor must be verified in accordance with the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies with a view to strengthening the risk management and financial, operational control.	The revision of paragraphs three to five is proposed by reference to Article 4 of the Sample Template for xxx Co., Ltd. Procedures for Election of Directors and Supervisors in consideration of clarity of the provision and in adherence to paragraph one, Article 216 of the Company Act.
	There must be one or more members among the supervisors themselves or among the supervisors and the directors themselves who is not the spouse or a relative within the second degree of kinship to another supervisor

Current Provision	Revision Proposed	Remark
	or director. No supervisor of the Company shall serve a concurrent office of the director, managerial officer or any other position of employment; and, in consideration of efficient supervisory control, there must be at least one from among the supervisors who has his/her domicile within the country.
Article 6 The directors of the Company shall be elected based on nomination in accordance with Article 192-1 of the Company Act.	Article 6 The directors and supervisors of the Company shall be elected based on nomination in accordance with Article 192-1 of the Company Act. For the purpose of investigating the qualification, academic and practical background of the candidates to be appointed the directors, supervisors of the Company and whether or not the provision of Article 30 of the Company Act shall invoke to operate, no additional written evidence of qualification shall be produced without authorization. The result of the investigation must be presented to the shareholders for consideration for them to elect appropriate directors, supervisors for the Company. Should for whatever reason the number of directors falls below 5, the Company shall have new directors elected by the upcoming shareholders meeting. Notwithstanding, where the vacant offices of the directors account for 1/3 or the number specified in the Articles of Incorporation of the Company, the Company shall, within 60 days from the date of the occurrence, convene an extraordinary shareholders meeting to elect new directors to fill in the vacancies. Where the number of independent directors falls short of the number provided in the provision of paragraph one, Article 14-2 of the Securities and Exchange Act and the relevant	This revision is proposed by reference to Article 6 of the Sample Template for xxx Co., Ltd. Procedures for Election of Directors and Supervisors in line with the Company's adoption of the nomination regime to determine the candidates for the election of directors and supervisors provided for by Articles 22 and 42 of the Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies.
	provision of the Taiwan Stock Exchange Corporation Rules Governing Review of

Current Provision	Revision Proposed	Remark
	Securities Listings, new independent directors shall be elected by the upcoming shareholders meeting to fill the vacancies. Where all of the independent directors have been removed or discharged, an extraordinary shareholders meeting must be convened within 60 days of the occurrence to elect new independent directors. Where for whatever reason the number of supervisors falls short of the number provided in the Articles of Incorporation of the Company, new supervisors shall advisably be elected by the upcoming shareholders meeting to fill the vacancies. Notwithstanding, where all of the supervisors have been removed or discharged, an extraordinary shareholders meeting must be convened within 60 days of the occurrence to elect new supervisors to fill in the vacancies.
Article 7 The Company adopts the nominated cumulative voting system for the election of the directors and the supervisors: the shareholder will have the same amount of votes entitled on each share held as the number of the directors, supervisors to be elected, which votes may be cumulated and cast for a single candidate or distributed among a plurality of candidates. The Company adopts the candidates' nomination system for the election of the independent director. The shareholders will elect from among the candidates nominated. The election of the independent director and the non-independent directors shall be held jointly with the number of the elect to be counted separately in accordance with the Articles of Incorporation of the Company and these Rules.	Article 7 The nominated cumulative voting system shall be adopted for the election of the directors and the supervisors of the Company: The shareholder will have the same amount of votes entitled on each share held as the number of the directors, supervisors to be elected, which votes may be cumulated and cast for a single candidate or distributed among a plurality of candidates. The Company adopts the candidates' nomination system for the election of the independent director. The shareholders will elect from among the candidates nominated. The election of the independent director and the non-independent directors shall be held jointly with the number of the elect to be counted separately in accordance with the Articles of Incorporation of the Company and these Rules.	With respect to the ballots the Company is to duly prepare to be used to elect directors and supervisors after adopting the nominated cumulative voting system provided for by Article 198 of the Company Act, according to the letter explanation of 17 June 2013 (ref. Jing-Shang-Zi No. 10202067100) issued by the Department of Commerce, Ministry of Economic Affairs, the Company Act has provided no

Current Provision	Revision Proposed	Remark
		rules or limitations with respect to the preparation of the ballots to be used for the election of directors and supervisors of a company limited by shares and so the preparation of the ballots is allowed to remain a matter within the autonomy domain of the company to be decided in the sole discretion of the company. The revision is accordingly proposed.
Article 13 The votes cast will be opened and counted on site upon completion of the voting and the chairperson shall announce the election result on site by reading out the names of the directors and supervisors elect.	Article 13 The votes cast will be opened and counted on site upon completion of the voting and the chairperson shall announce the election result on site by reading out, among others, the names of the directors and supervisors elect as well as their votes. The ballots provided in the preceding paragraph shall be sealed and signed by the ballot examiner and safely kept for at least one year and up through the conclusion of the action (if any) initiate by the shareholder of the Company under Article 189 of the Company Act.	The revision is proposed by reference to Article 14 of the Sample Template for xxx Co., Ltd. Rules for Shareholders Meetings with an additional paragraph added with respect to the safekeeping of the ballots.

Appendix 8

Proposed Revision of the Procedural Rules for Providing Lending to Other Persons

Current Provision	Revision Proposed	Remark
Article 5 Term and calculation of	Article 5 Term and calculation of	This revision is
interest	interest	proposed in
1. Each lending provided by the	1. Each lending provided by the	accordance with the
Company shall be for a term of not	Company shall be for a term of not	notice of 10
more than a year except in special	more than a year; however, the	February 2015
cases where, subject to the approval	lending provided by the Company to	issued by the TWSE
by the meeting of the Board of	a foreign company directly or	(ref.
Directors, the term may be extended	indirectly wholly-owned by the	Tai-Zheng-Shang-Yi
to meet actual needs. Each lending	Company may be for a term of not	Zi No. 1041800527)
provided by the Company to a	more than two years.	that no term of any
directly or indirectly wholly-owned	2. Interest on each lending provided by	short-term lending
foreign company of the Company	the Company shall be calculated on a	provided by the
shall be for a term of not more than	daily basis at the rate equal to 1/365	Company may be
two years except in special cases	of the applicable per annum interest	extended by the
where, subject to the approval by the	rate which shall be no lower than the	approval of the
meeting of the Board of Directors of	average per annum interest rate on	meeting of the
the Company, the term may be extended to meet actual needs.	the short-term loans provided by the banks as represented in the most	board of directors without due
2. Interest on each lending provided by	recent financial statements of the	authorization for it
the Company shall be calculated on a	Company.	to do so, which
daily basis at the rate equal to 1/365	3. Except as specifically provided	notice is issued as a
of the applicable per annum interest	otherwise, the interest receivable on	result of the TWSE's
rate which shall be no lower than the	the lending provided by the	2013Q4 inspection
average per annum interest rate on	Company shall as a general rule be	of the internal
the short-term loans provided by the	collected on a monthly basis.	control system of
banks as represented in the most		the Company.
recent financial statements of the
Company.
3. Except as specifically provided
otherwise, the interest receivable on
the lending provided by the
Company shall as a general rule be
collected on a monthly basis.

Information of Director Nominees

ScinoPharm Taiwan, Ltd. Annual General Shareholders Meeting- June 23rd 2015 Directors Nomination List nominated by shareholders According to Article 192 of the Company Act, The nominated candidates are listed as following:

Shareholder No	Name of Nominee	Academic Attainments	Past Career	Current Position	Amount of Shares Held (Unit: Share) [Note]
4	Uni-President Enterprises Corp. Representative: Kao-Huei Cheng	Tainan Senior Commercial High School	Vice Chairman and President of Tainan Spinning Co., Ltd.	1. Chairman of : Tainan Spinning Co., Ltd.,Nan Fan Housing Development Co., Ltd.,Tainan Spinning Retail & Distribution Co., Ltd.,Prince Housing & Development Corp., Ming Da Enterprises Co., Ltd., Southern Taiwan University of Science and Technology, Don-Fung Corp.,Cheng-Shi Investment Holding Co.,Time Square International Co., Ltd., Prince Property Management Consulting Co.,Prince Corp., ScinoPharm Taiwan, Ltd. 2. Director of : Nan Fan Development Corp., Joyful Investment Co., Ltd., Uni-President Enterprises Corp., President International Development Corp., Uni-President Development Corp.,President Fair Development Corp., Uni-President Assets Management Co., Ltd.,President Securities Corp.,Universal Venture Capital Investment Corp.,Keng Ting Enterprises Co., Ltd.,Tainan Textile Co., Ltd.,
4	Uni-President Enterprises Corp. Representative: Chih-Hsien Lo	MBA, U.C.LA, U.S.A.	Executive Vice President of Uni-President Enterprises Corp.	Tainan Spinning Co., Ltd. (VN) 1. Chairman of : Uni-President Enterprises Corp., President Chain Store Corp.,Ton Yi Industrial Corp,TTET Union Corp.,President International Development Corp., Uni-President China Holdings Ltd. (Cayman),President Enterprises (China) Investment Co., Ltd. 2. Vice Chairman of : Prince Housing & Development Corp.,Time Square International Co., Ltd.

Shareholder No	Name of Nominee	Academic Attainments	Past Career	Current Position
				3. Director of : Tait Marketing & Distribution Co., Ltd.,ScinoPharm Taiwan, Ltd. 4. Supervisor of : Kao Chyuan Inv. Co., Ltd. 5. President of : Uni-President Enterprises Corp.
4	Uni-President Enterprises Corp. Representative: Tsung-Ming Su	MBA, Iowa State Univ., U.S.A.	Chief Financial Officer and Senior Vice President of Uni-President Enterprises Corp.	1. Chairman of : President Life Sciences Co., Ltd., Uni-President Development Corp. 2. Director of : President International Development Corp.,President Chain Store Corp.,Uni-President China Holdings Ltd. (Cayman), Tanvex Biologics, Inc., ScinoPharm Taiwan, Ltd. 3. Supervisor of : Grand Bills Finance Corp. 4. President of : President International Development Corp.,President Life Sciences Co., Ltd.
4	Uni-President Enterprises Corp. Representative: Kun-Shun Tsai	Master of Science, University of Minnesota	1. Director, Uni-President Natural Corp. 2. Director, Taiwan Association for Lactic Acid Bacteria 3. Supervisor, Association of Taiwan Tea 4. Member, Technical Committee of National Standards, Bureau of Standards, Metrology & Inspection, M.O.E.A ROC 5. Commissioner of the Review Committee , Academic Technology Development Program, M.O.E.A ROC	1. Managing Director, Central R&D Institute, Uni-President Enterprises Corp. 2. Director, Tong Huang Enterprise Co., Ltd. 3. Director, Tuo Gao Enterprise Co., Ltd. 4. Director, Taiwan Association for Food Science and Technology
4	Uni-President Enterprises Corp. Representative: Tsung-Pin Wu	Accounting, Chung Yuan Christian University	Financial Planning Division Manager (Accounting Supervisor), Uni-President Enterprises Corp.	1. Director of : President Chain Store Corp., President Enterprises (China) Investment Co., Ltd.,Prince Housing & Development Corp., Time Square International Co., Ltd. 2. Supervisor of : Tait Marketing & Distribution Co., Ltd.,President International Development Corp.

Shareholder No	Name of Nominee	Academic Attainments	Past Career	Current Position
4	Uni-President Enterprises Corp. Representative: Yung-Fa Chen	1. Ph.D., Department of Chemistry, Wayne State University, U.S.A. 2. M.S., Department of Chemistry, National Taiwan University 3. B.S., Department of Chemistry, Tunghai University	1. Sr. Vice President of R&D & Chief Technology Officer 2. Tunghai University Department of Chemistry-Adjunct Associate Professor 3. CPC Corporation, Taiwan-Project Manager of Refining & Manufacturing Research Institute	1. President, CEO and Chief Technology Officer, ScinoPharm Taiwan, Ltd. 2. Director, SPT International, Ltd. 3. Director, ScinoPharm Singapore Pte Ltd. 4. Director & General Manager ScinoPharm Kun-Shan Biochemical., Ltd. 5. Director, ScinoPharm (Changshu) Pharmaceuticals, Ltd. 6. Director, ScinoPharm Shanghai Biochemical Technology, Ltd.
860	Kao Chyuan Inv. Co., Ltd. Representative: Shiow-Ling Kao	Marymount College, University of Southern California	Chairman and President of Kao Chyuan Inv. Co., Ltd.;	1. Chairman of : Kao Chyuan Inv. Co., Ltd., President Being Corp., Uni-President Department Store Corp.,President Pharmaceutical Corp.,President Fair Development Corp.,President Drugstore Business Corp. 2. Director of : Uni-President Enterprises Corp.,President Chain Store Corp.,Ton Yi Industrial Corp, President International Development Corp.,Prince Housing & Development Corp., President Securities Corp.,Time Square International Co., Ltd., ScinoPharm Taiwan, Ltd. 3. President of : Kao Chyuan Inv. Co., Ltd.
861	President International Development Corp. Representative: Chiou-Ru Shih	MA in Economics, University of Hawaii	1. Vice General Manager, President International Development Corp. 2. Director, President Biosystems Co., Ltd. 3. Department Director, President Life Sciences Co., Ltd. Investment	1. Director of : Kanh Na Hsiung Enterprise Co., Ltd.,President Life Sciences Co., Ltd.,Grand Bills Finance Corp., ScinoPharm Taiwan, Ltd.
5	Tainan Spinning Co., Ltd. Representative: Chien-Li Yin	Accounting, Nat'l Chung Hsing Univ.	Senior Vice President, Uni-President Enterprises Corp.	1. Chairman of : Uni-President Glass Industrial Co., Ltd.,Tung-Ren Pharmaceutical Corporation 2. Director of : Grand Bills Finance Corp., President International Development Corp.,ScinoPharm

Shareholder No	Name of Nominee	Academic Attainments	Past Career	Current Position
				Taiwan Inc. 3. Supervisor of : President Life Sciences Co.
1	National Development Fund, Executive Yuan Representative: Po-Wu Gean	Ph.D.: Department of Pharmacology, University of Texas Medical Branch, Galveston, Texas, U.S.A.	1. Chairman, Department of Pharmacology, College of Medicine, NCKU 2. Vice Dean, College of Medicine, NCKU 3. Chair Professor Award, National Cheng-Kung University 4. National Chair Professor, Department of Education	1. Professor, Department of Pharmacology, College of Medicine, NCKU 2. Director, National Development Fund, Executive Yuan Representative: PharmaEngine, Inc. 3. Director, ScinoPharm Taiwan, Ltd.
1	National Development Fund, Executive Yuan Representative: Ming-Shi Chang	University of Texas-South Western Medical Center	1. Director of Department of Biochemistry in National Cheng-Kung University 2. Director of Department of Biopharmaceutical Sciences in National Cheng-Kung University 3. Distinguished Professor of National Cheng-Kung University 4. Biosource International, Inc., U.S.A (Director of R&D) 5. Amgen, Inc., U.S.A Scientist	1. Chair Professor of National Cheng-Kung University 2. Director of Research Center of New Antibody Drug in National Cheng-Kung University 3. Director of Taiwan Antibody Association
2	Taiwan Sugar Corporation Representative: Chin-Jung Yang	Master of Business Administration, Chang Jung Christian University	Taiwan Sugar Corporation Chief, Deputy Director,Special Assistant to President, Director,Deputy Chief Executive Officer,Chief Executive Officer,Vice President	1. President of Taiwan Sugar Corporation 2. Director, Nan-Kwang Senior High School 3. Director, ScinoPharm Taiwan, Ltd.

Note: Shareholdings as of share transfer registration closing beginning on April 25, 2015.

ScinoPharm Taiwan, Ltd. Annual General Shareholders Meeting- June 23rd 2015 Independent directors Nomination List nominated by shareholders According to Article 192 of the Company Act, The nominated candidates are listed as following:

ID No. or Shareholder Name of Nominee No	Academic Attainments	Past Career	Current Position	Amount of Shares Held ( Unit: Share ) [Note]
123 Wei-Cheng Tian	1. MS & PhD, Department of Microbiology, Immunology and Molecular Genetics, University of Kentucky 2. BSA, Department of Plant Pathology and Microbiology, National Taiwan University	I. Academic Institutions 1. Professor, Institute of Microbiology & Immunology, National Yang-Ming University 2. Adjunct Professor, College of Medical Technology, National Yang-Ming University II. R&D Institutions 1. CEO, Development Center for Biotechnology 2. Director, National Health Research Institutes III. Government Agencies 1. Visiting Specialist, Department of Life Sciences, National Science Council 2. Director General, Department of Life Sciences, National Science Council 3. Director General, Department of International Cooperation, National Science Council 4. Executive Secretary, Advisory Committee for Biotechnology Industry, Executive Yuan 5. Adjunct Researcher, Science and Technology Advisory Group, Executive Yuan 6. Member, Advisory Committee for Biotechnology Industry, Executive Yuan IV. Industry 1. Senior Researcher, S.B. Penick 2. Senior Researcher & Head of Strain Development, Wyeth Labs 3. Senior Researcher & Head of Antibiotic	1. Adjunct Professor, Department of Life Sciences, National Yang-Ming University 2. Honorary Director, Taiwan Bio Industry Organization 3. Advisor, Medical and Pharmaceutical Industry Technology and Development Center 4. Representative of Institutional Director, IsoGreen Biotechnology Inc. 5. Representative of Institutional Director, Sino Cell Technologies Inc. 6. Representative of Institutional Director, Panlabs Biologics Inc. 7. Director, PharmaEngine, Inc., 8. Chairman, Taipei Biotech Association 9. Independent Director, ScinoPharm Taiwan, Ltd.	90,804

ID No. or Shareholder No	Name of Nominee	Academic Attainments	Past Career	Current Position	Amount of Shares Held ( Unit: Share ) [Note]
			Fermentation, Pfizer Inc.
			4. Initiator & Standing
			Director, Lifeguard
			Pharmaceutical Inc. 5. Chairman, Pu Sheng
			Pharmaceuticals Co., Ltd.
			6. Secretary General,
			Taiwan Bio Industry
			Organization
			7. Chairman, Taiwan Bio Industry Organization
			8. Director, Genovate
			Biotechnology Co., Ltd.
			9. Director, CPC Corp.
			10. Chairman, Mithra
			Biotechnology Co., Ltd. 11. Honorary Chairman,
			Taipei Biotech
			Association
			12. Chief Advisor, Mithra
			Biotechnology Inc.
			13. Director, Chinese Pharmaceutical
			Manufacture and
			Development
			Association
			V. International
			Cooperation 1. Standing Director, Asia &
			Pacific Council for
			Science & Technology;
			Convener, APCST
			Biotechnology
			Committee 2. Chairman and Standing
			Member, Taiwan
			Chapter, COBIOTECH
			(ICSU International
			Scientific Committee for
			Biotechnology) 3. Initiator, Pacific Rim
			Biotechnology
			Conference; Chairman,
			rd Pacific Rim 3
			Biotechnology
			Conference 4. Executive Secretary,
			Committee of
			Sino-American Scientific
			Cooperation, Academia
			Sinica
R101○○○○27	Ih-Jen Su	1. PhD in Pathology,	1. President, National Institute of Infectious	1. Appointed Scientist, National Institute of	0
		Institute of	Diseases and	Infectious Diseases and
		Pathology,	Vaccinology, National	Vaccinology, National
		National Taiwan	Health Research	Health Research

ID No. or Shareholder No	Name of Nominee	Academic Attainments	Past Career	Current Position	Amount of Shares Held ( Unit: Share ) [Note]
		University 2. MD, College of Medicine, National Taiwan University	Institutes 2. Director-General, Center for Disease Control, Department of Health 3. Professor and Chairman, Department and Institute of Pathology, College of Medicine, National Taiwan University 4. Visiting Scientist, CRC Laboratory, Department of Cancer Studies, University of Birmingham Medical School, Birmingham, UK 5. Visiting Assistant Professor, Department of Pathology, Beth Israel Hospital and Harvard Medical School, Boston, USA 6. Fellow, Division of Hematopathology, Department of Laboratory Medicine, University of Washington, Seattle, USA 7. Deputy Superintendent, National Cheng Kung University Hospital 8. Full-Time Professor, Department of Pathology, Medical College, National Cheng Kung University	Institutes 2. Chair Professor, Department of Pathology, Medical College, National Cheng Kung University 3. Professor, Jointly Appointed, Southern Taiwan University of Science and Technology 4. Independent Director, ScinoPharm Taiwan, Ltd.
B121○○○○53	Wei-te Ho	1. PhD, Department of Accountancy, National Cheng Kung University 2. Master, Department of Accountancy, National Cheng Kung University 3. BAcc, Department of Accountancy, National Cheng Kung University	1. Full-Time Lecturer, Department of Accounting Information, Southern Taiwan University of Science and Technology 2. Deputy Section Chief, Audit Department, Diwan, Ernst & Young (now Ernst & Young )	1. Assistant Professor, Department of Accounting Information, Southern Taiwan University of Science and Technology 2. Independent Director, ScinoPharm Taiwan, Ltd.	0

Note: Shareholdings as of share transfer registration closing beginning on April 25, 2015.

Current Provision	Revision Proposed	Remark
Article 3 (Conflict of interests)	Article 3 (Conflict of interests)	The revision is
The director, supervisor and	The director, supervisor and	proposed by
managerial officer of the Company	managerial officer of the Company	reference to
shall carry out their functions in an	shall carry out their functions in an	paragraph three,
objective and efficient manner and	objective and efficient manner and	Article 26-3 of the
must not gain any undue interests for	must not gain any undue interests for	Securities &
himself/herself, his/her spouse,	himself/herself, his/her spouse,	Exchange Act,
parent, child or any relative of kinship	parent, child or any relative of kinship	subparagraph 3 of
within the third degrees by virtue of	within the second degrees by virtue	paragraph one,
his/her functions and duties in the	of his/her functions and duties in the	Article 17 of the
Company so to prevent conflict or	Company so to prevent conflict or	Supplementary
threat of conflict of personal interests	threat of conflict of personal interests	Provisions to the
against the overall interests of the	against the overall interests of the	Taiwan Stock
Company.	Company.	Exchange
The director, supervisor or	The director, supervisor or	Corporation Rules
managerial officer concerned shall in	managerial officer concerned shall in	for Review of
his/her initiative explain to the	his/her initiative explain to the	Securities Listings
Company whether or not there	Company whether or not there	with respect to the
exists threat of conflict of interests	exists threat of conflict of interests	test of integrity of
arising from the lending, provision of	arising from the lending, provision of	the impartiality of
guaranty, transaction of important	guaranty, transaction of important	the supervisor and
assets, sale and purchase deal (if any) by and between the Company	assets, sale and purchase deal (if any) by and between the Company	the director of the company.
and the business entity to which the	and the business entity to which the
individual provided in the preceding	individual provided in the preceding
paragraph is affiliated.	paragraph is affiliated.
Article 9 (Whistle-blowing	Article 9 (Whistle-blowing	The revision is
encouraged)	encouraged)	proposed in line
The Company shall internally	The Company shall internally	with Article 23 of
promote ethical compliance and	promote ethical compliance and	the Ethical
encourage employees to report	encourage employees to report	Corporate
suspected or uncovered violation of	suspected or uncovered violation of	Management Best
any law or regulation or company	any law or regulation or company	Practice Principles
by-laws or this Code to the Board of	by-laws or this Code to the Board of	for TWSE/GTSM
Directors, the supervisor, managerial	Directors, the supervisor, managerial	Listed Companies
officer, internal auditor or any other	officer, internal auditor or any other	which requires that
appropriate personnel and provide	appropriate personnel and provide	TWSE/GTSM listed
the Company with reasonable	the Company with reasonable	companies shall
information for the Company to	information for the Company to	adopt and
appropriately dispose of the matter.	appropriately dispose of the matter.	scrupulously
The Company shall to the best of its	For the purpose of encouraging	operate a workable
efforts protect the information provider from possible retaliation.	employees to report irregularities, the Company shall establish a	whistle-blowing system.

AI assistant

SPT — AGM Information 2015

51922_rns_2015-07-13_da33322f-fd17-4de6-935d-484b7211d46b.pdf

ScinoPharm Taiwan, Ltd. 2015 Annual General Shareholders' Meeting Minutes (Translation)

A. Chairperson's address (omitted)

B. Report Items :

C. Matters for ratification:

Explanation:

Resolution:

Explanation:

ScinoPharm Taiwan, Ltd. Earnings Distribution Plan for Fiscal Year Ended 31 December 2014

D. Matters for discussion and resolution

Explanation:

Resolution:

Explanation:

Resolution:

Explanation:

Resolution:

E. Election

Explanation:

Result: Elected Board Directors Name list

(1)Directors: Twelve seats

F. Other matters proposed for discussion and resolution

Explanation:

Resolution:

G. Extempore motions

CEO Chen's answer:

H. End of meeting

Appendix 1

2014 Business Report

Dear Shareholders:

Financial Performance

Operational Performance

Future Developments

Audit Committee's Review Report

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED BALANCE SHEETS (Expressed in thousands of New Taiwan dollars)

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED BALANCE SHEETS (Expressed in thousands of New Taiwan dollars)

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF CASH FLOWS

SCINOPHARM TAIWAN, LTD. NON-CONSOLIDATED STATEMENTS OF CASH FLOWS

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Expressed in thousands of New Taiwan dollars)

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Expressed in thousands of New Taiwan dollars, except for earnings per share amounts)

SCINOPHARM TAIWAN, LTD. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

Proposed Revision of the Code of Ethics and Conducts

Proposed Revision of the Rules Governing Shareholders Meetings

Appendix 7

Proposed Revision of the Rules Governing Election of Directors and Supervisors

Appendix 8

Proposed Revision of the Procedural Rules for Providing Lending to Other Persons

Information of Director Nominees

ScinoPharm Taiwan, Ltd. Annual General Shareholders Meeting- June 23rd 2015 Independent directors Nomination List nominated by shareholders According to Article 192 of the Company Act, The nominated candidates are listed as following:

More from SPT

SPT AGM Information 2015