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SPT AGM Information 2024

Jun 13, 2024

51922_rns_2024-06-13_2c8144bf-8986-4ff4-9562-a3bc9ef1662f.pdf

AGM Information

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ScinoPharm Taiwan, Ltd.

2024 Annual General Shareholders’ Meeting Minutes

(Translation)

Time and Date: 10:00a.m., Tuesday May 28, 2024

Place: ScinoPharm Taiwan, Ltd. (Corporate location)

  • 1 Nan-Ke 8[th] Road, Southern Taiwan Science Park, Shan-Hua, Tainan, Taiwan

Convene Format: Physical Shareholders’ Meeting

Attendants: All shareholders and their proxy holders, representing 607,955,979 shares (among them 536,156,289 shares voted via electronic transmission), or 76.88% of the total 790,739,222 outstanding shares.

Chairperson: Chih-Hsien Lo Recorder: Jane Liu

Directors Present: Chairman Chih-Hsien Lo 、

Lewis Lee (independent director- Chairman of the Audit committee)

Po-Ming Hou 、 Tsung-Pin Wu 、 Jia-Horng Guo 、 Chyun-Yu Yang 、 Fu-Jung Lai 、 Chin-Yuan Cheng 、 Ming-Chuan Hsieh 、 Ya-Po Yang 、 Chiou Ru Shih 、 Ling Ming Sun 、 Wen-Chang Chang (independent director)

Attendees: Li-An Lu (President & CEO of ScinoPharm Taiwan, Ltd.)

Fang-Ting Yeh (CPA), Albert Fang (Attorney)

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

A. Chairman’s Address (omitted)

B. Report Items

  • (1) 2023 Business Report.

Explanation: The business report for 2023 is attached as Appendix 1.

  • (2) Audit Committee’s Review Report on 2023 Financial Results.

Explanation: The Audit Committee Review Report is attached as Appendix 2.

(3) 2023 Remuneration for Employees and Directors.

Explanation:

  • a. The remuneration distribution for employees and directors on 2023 is calculated according to Article 40 of the Articles of Incorporation: “Should the Company earn surpluses within the current term, at least two percent of surpluses should be set aside for employees’ compensation, and no more than two percent of surpluses should be set aside for directors’ compensation…”.

  • b. According to the Articles of Incorporation, the employees’ compensation for 2023 was NT$34,878,864, making up 8.98% of the year’s profits; directors’ compensation was NT$4,592,892, making up 1.18% of the year’s profits; all compensation was distributed in cash. The aforementioned amounts differed from accrued amounts by 0 for both employees’ remuneration and directors’ remuneration.

- 1 -

C. Ratification Items

  • (1) Ratification of 2023 Business Report and Financial Statements. (Proposed by the Board) Explanation:

  • a. The Parent and Consolidated Financial Statements for 2023 of the Company as adopted by the February 27, 2024 meeting of the Board of Directors and duly certified by Fang-Ting Yeh, Certified Public Accountant and Tzu-Shu Lin, 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 Committee’s Review Reports duly issued.

  • b. Please see Appendix 1 and Appendices 3~4 for the Business Report, Auditors’ Reports, parent and consolidated financial statements.

  • Voting Result –

Shares represented at the time of voting: 607,955,979

Voting Results* Voting Results* Voting Results* % of the total represented share present % of the total represented share present
Votes in favor: 601,620,938 votes 98.96%
(529,821,248 votes)
Votes against: 347,483 votes 0.06%
(347,483 votes)
Abstained votes╱
No vote:
5,987,558 votes 0.98%
(5,987,558 votes)
Votes invalid 0 votes 0%

*including votes casted electronically (numbers in brackets)

RESOLVED, that the above proposal be and hereby was approved as proposed.

  • (2) Ratification of the Proposed Distribution of 2023 Earnings. (Proposed by the Board) Explanation:

  • a. The 2023 Earning Distribution Proposal is attached as Appendix 5.

  • b. The Company’s distributable earnings for 2023 are NT$378,531,556. Proposed cash dividend is $237,221,766; the cash dividend to be distributed is NT$0.3 per share. Upon the approval of the General Shareholders’ Meeting, it is proposed that the Board of Directors be authorized to resolve the ex-dividend date, payment date, and adjust the dividends to be distributed to each share based on the number of actual shares outstanding on the record date for distribution.

  • c. Cash dividends paid to each individual shareholder will be rounded down to the nearest dollar. Fractional shares with a value less than one dollar are accumulated and reported as the Company’s other income.

Voting Result –

Shares represented at the time of voting: 607,955,979

Voting Results* Voting Results* Voting Results* % of the total represented share present % of the total represented share present
Votes in favor: 601,645,044 votes 98.96%
(529,845,354 votes)
Votes against: 352,614 votes 0.06%
(352,614 votes)
Abstained votes╱
No vote:
5,958,321 votes 0.98%
(5,958,321 votes)
Votes invalid 0 votes 0%

*including votes casted electronically (numbers in brackets)

RESOLVED, that the above proposal be and hereby was approved as proposed.

- 2 -

D. Election

  • (1) The 11[th ] Election of Board of Directors (including independent directors) (Proposed by the Board)

Explanation:

  • a. The office term of the 10[th] Election of Board of Directors is from July 21[th] 2021 to July 20[th] 2024.

  • b. It is proposed that seventeen Directors (including five Independent Directors) should be elected in accordance with the Articles of Incorporation of the Company. According to Article 199-1 of the Company Act, all existing directors shall be deemed discharged after the Directors newly elected on May 28 2024. 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 May 28 2024 through May 27 2027.

  • c. Article 23 of the Articles of Incorporation of the Company states that the Directors (including Independent Directors) shall be elected under the nomination system. Shareholders’ Meeting shall elect from among the candidates nominated.

  • d. According to article 24 of Articles of Incorporation and article 14-4 of Securities and Exchange Act, all independent directors comprise the Audit Committee. Therefore, the fifth Audit Committee comes into being and becomes operational following the election of new independent directors.

  • e. Please see Appendix 6 for the name list of the candidates nominated as adopted by the meeting of April 9, 2024 of the Board of Directors.

  • f. 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. Chih-Hsien Lo 999,840,527
860 Kao Chyuan Investment Co., Ltd Shiow-Ling Kao 698,651,876
5 Tainan Spinning Co., Ltd. Po-Ming Hou 675,471,712
1 National Development Fund,
Executive Yuan
Ya-Po Yang 632,796,038
1 National Development Fund,
Executive Yuan
Ming-Chuan Hsieh 632,695,722
4 Uni-President Enterprises Corp. Jia-Horng Guo 467,468,176
4 Uni-President Enterprises Corp. Chyun-Yu Yang 467,464,776
4 Uni-President Enterprises Corp. Tsung-Pin Wu 462,934,378
2 Taiwan Sugar Corporation Ling Ming Sun 456,805,800
4 Uni-President Enterprises Corp. Fu-Jung Lai 444,969,830
861 President International
Development Corp.
Chiou-Ru Shih 443,480,074
4 Uni-President Enterprises Corp. Chin-Yuan Cheng 440,934,182
- 3 -

(2) Independent Directors : Five seats

Name Votes received
Wen-Chang Chang 675,341,363
Jang-Yang Chang 675,328,279
Lewis Lee 675,302,933
Lai-Shou Su 675,214,286
Li-Tzong Chen 674,731,740

The number of Invalid votes was 0

E. Other Proposals

  • (1) Proposed release the Directors (including Independent Directors) and their representatives from non-competition restrictions. (Proposed by the Board)

  • Explanation:

  • a. According to the Article 209 of Company Act, any director acting for himself/herself, or for any other person within the scope of the Company business, should provide the shareholders’ meeting with explanations about any important matters of such acts and should acquire the approval of the Shareholders’ Meeting.

  • b. In consideration that the members of the 11th Election of Board of Directors (including independent 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 11th 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.

  • c. Titles and job details of directors (including independent directors) and their representatives who will be exempting from non-compete competition prohibition as show in Appendix 7

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

Voting Result –

Shares represented at the time of voting: 607,955,979

Voting Results* Voting Results* Voting Results* % of the total represented share present % of the total represented share present
Votes in favor: 589,489,959 votes 96.96%
(517,690,269 votes)
Votes against: 11,416,444 votes 1.88%
(11,416,644 votes)
Abstained votes╱
No vote:
7,049,376 votes 1.16%
(7,049,376 votes)
Votes invalid 0 votes 0%

*including votes casted electronically (numbers in brackets)

RESOLVED, that the above proposal be and hereby was approved as proposed.

F. Extemporary motions: None

G. Meeting adjourned: Meeting adjourned at 10:35AM, May 28[th] 2024

There’s no question to the Company by attending shareholders.

- 4 -

Appendix 1

ScinoPharm Taiwan, Ltd.

Letter to Shareholders

2023 was a year in which ScinoPharm deepened its investment deployment. We comprehensively reviewed all operations, refurbished our production plant, and invested in production line facilities, making full preparations for enhancing and optimizing our production capacity. In the face of geopolitical development, the global supply chain is moving toward market segmentation, which has brought not only more opportunities in the midst of a fiercely competitive generic drug market, but also challenges in terms of price competition and shrinking profits. ScinoPharm continues to observe market dynamics and maintain flexibility amidst rapid changes, invests R&D resources to strengthen our R&D capabilities, and extends our inherent advantages in APIs to develop injection products for being fully vertical integrated. We also seek external strategic partners to increase our product lines and manufacturing capabilities, which in turn strengthen our competitiveness to respond to changes in the external environment and market.

The consolidated revenue in 2023 was NT$3.186 billion, with an after-tax net profit of NT$287 million and the after-tax earnings per share was NT$0.36. As of the end of 2023, the paid-in capital was NT$7.907 billion and shareholders’ equity was NT$10.364 billion, accounting for 88.42% of the overall assets of NT$11.722 billion. The long-term capital was 2.92 times the fixed assets and the current ratio was 8.75 times. The financial condition is structurally sound and steady.

Steadily Expand the API Market, Strengthen the Development Momentum for Injectable Products

ScinoPharm focuses on the manufacturing and development of active pharmaceutical ingredients (APIs) in adherence to the spirit of its main business operation. We have spent years specializing in developing APIs for the treatment of cancer, and are committed to solidifying the core foundation for APIs. In 2023, ScinoPharm continued to implement production and marketing plans for main APIs to support core products and provide customers with stable supply of products that meet expectation and both quality and quantity requirements. At the same time, we also completed DMF submissions for new APIs. Going forward, we will continue to develop more APIs lines to increase the market visibility of our API business. The Company will continue to strengthen production planning and coordination of production and marketing operations, strive to optimize costs and increase profit margins, make changes as needed to accommodate the current dynamic and situation in the pharmaceutical industry, expand service categories to include integrated services, and develop new customer base in existing markets around the world.

With respect to our injectable business, ScinoPharm continues to focus on the vertical integration so as to provide one-stop services for meeting the fast-growing needs that customers have for high-quality cancer APIs and injectable products. By the end of 2023, the commercial production and shipment of generic injectable products produced for our clients have been successively completed, while other OEM products in different stages of production are making progress. These demonstrate our business achievement in cancer injections. In the future, we will vie for more OEM opportunities and simultaneously increase the utilization rate of our production capacity to obtain a greater share of the market through business cooperation. ScinoPharm’s development plans for injection preparations are mainly focused on highly complex compound injection products. Abbreviated new drug application

- 5 -

(ANDA) has been submitted for five of our products, including peptide-containing preparations, and one of which has been approved. We will readily respond to ANDA reviews to speed up our process of obtaining drug permit licenses. With the goal of enriching our product lines, we will expand and deploy one-stop product integration services, and adopt a dual-track model that facilitates flexible control of our injectable business through product and strategic collaboration.

Solidify Deployment and Expansion into the Global Markets, Focus on a Step-by-Step Approach to Vertical Integration

Our subsidiary, ScinoPharm (Changshu), has stepped up efforts to optimize its production processes and manage operating expenses. Currently, various setups are gradually in place and on track. We are also increasing efforts to build a safe work environment in conformance to the stringent requirements of international customers and local government regulations. In line with ScinoPharm Taiwan’s efforts to expand its presence in both the Chinese and global markets, ScinoPharm (Changshu) will continue to strengthen its R&D initiatives and product development, giving priority to the development of complex APIs to bolster our core competitiveness.

The Company continues to evaluate market niches and the feasibility of other business development. In terms of developing new drugs for clients, the Company has provided customers with continuous supply of products for many years, assisting many customers to successfully obtain drug permits and launch products in Europe, the United States or China. In 2023, our revenues were generated from epilepsy drugs as well as drugs for advanced liver cancer and thyroid cancer, and also from antidepressant products and rare disease drugs. In addition to the effective utilization of ScinoPharm Taiwan’s existing production capacity with ScinoPharm (Changshu) as our long-term backup support, ScinoPharm Taiwan will actively expand OEM services to seize more opportunities for sustainable profitability.

ScinoPharm sells products to all over the world, including the Americas, Europe, and Asia continents. The Company continues to deploy services in major areas to meet the needs of customers across the globe in a timely manner, and seeks to expand and develop international markets to diversify business risks. Throughout our existence, ScinoPharm has always insisted on being a reliable API supplier and enforcing strict control over product quality. This year, we adopted a new quality system to ensure that quality assurance is implemented in every aspect of our operation. In addition, ScinoPharm responds to our international customers’ expectations and requirements for corporate sustainability. In 2023, we completed our first-ever third-party verification of greenhouse gas emissions and an inventory of the carbon footprint of one of our core products. Subsequent inspections of other products have been planned as we commit to achieving corporate sustainability goals.

For our future business blueprint, ScinoPharm Taiwan will use its diverse APIs to increase the value of the API market. We will develop sterile injection preparations for vertical integration, and continue to drive research and development efforts to strengthen our manufacturing process and achieve greater cost-effectiveness. We sincerely thank all of our customers, shareholders, and tireless employees for their long-term support. All employees will continue to strive for the company’s development in the new year, and keep soldiering on in pursuit of improvement, innovation, long-term business development, and stable profits, thereby delivering more outstanding results and investment returns for all of our shareholders.

- 6 -

Appendix 2

Audit Committee’s Review Report

The Board of Directors has prepared the Company's 2023 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: Lewis Lee

February 27, 2024

- 7 -

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

Appendix 3

To the Board of Directors and Shareholders of ScinoPharm Taiwan, Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of ScinoPharm Taiwan, Ltd. (the “Company”) as at December 31, 2023 and 2022, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

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

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s 2023 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

The key audit matters for the Company’s 2023 parent company only financial statements are stated as follows:

- 8 -

Occurrence of sales revenues from API and injection products

Description

Refer to Note 4(26) for accounting policy on revenue recognition and Note 6(17) for accounting items on revenue.

The Company’s sales revenue mainly arises from the manufacture and sales of Active Pharmaceutical Ingredient (“API”) and injection products. The Company’s customers come from Taiwan, Asia, Europe and America. Since the volume and amount of transactions are significant, we considered the occurrence of sales revenue from API and injection products a key audit matter.

How our audit addressed the matter

We performed the following key audit procedures in response to the above key audit matter:

  1. We evaluated internal control system that was designed and implemented by management in reviewing customers’ credit, and tested whether the counterparty and the credit valuation documents have been properly approved.

  2. We sampled transaction details and supporting documents for consistency from transaction counterparties who have higher turnover growth.

  3. We sent confirmation letters for significant transaction counterparties, ascertained whether the responses and account records were consistent with customers’ data, and evaluated the reasonableness on the difference between the responses and the account records.

Inventory valuation

Description

Refer to Note 4(11) for accounting policies on inventory valuation, Note 5(2) for the uncertainty of accounting estimates and assumptions applied in inventory valuation, and Note 6(4) for details of inventories. As at December 31, 2023, the balances of inventory and allowance for inventory valuation losses were $1,694,725 thousand and $324,653 thousand, respectively.

The Company is primarily engaged in manufacturing and sales of API. Due to the complex manufacturing process, long lead time in materials preparation and uncertain product registration timing before market launch, there is a higher risk of incurring loss on inventory valuation. For inventories sold under normal terms, the Company measures inventories at the lower of cost and net realisable value. For inventories ageing over a certain period of time or are individually identified as obsolete inventories, the net realisable value is calculated based on the historical information of inventory turnover. Since the calculation of net realisable value involves subjective judgement and the ending balance of inventory is material to the financial statements, we considered the valuation of inventory a key audit matter.

How our audit addressed the matter

We performed the following key audit procedures in response to the above key audit matter:

  1. We compared the financial statements to ascertain whether the provision policy on allowance for inventory valuation losses has been consistently applied and assessed the reasonableness
- 9 -

of the provision policy.

  1. We understood the inventory management process, observing annual physical counts to assess the effectiveness of management’s classification and controls over obsolete and slow-moving inventory.

  2. We checked the accuracy of inventory aging report and sampled inventories for those lately changed before the balance sheet date in order to compute the accuracy of inventory aging range; and evaluated whether the older inventories were obsolete.

  3. We sampled the computation of net realisable value of individual inventory and compared with account records.

Responsibilities of management and those charged with governance for the parent company only financial statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including audit committee, are responsible for overseeing the Company’s financial reporting process.

Auditors’ responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

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

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher
- 10 -

than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  1. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

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

  3. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

  5. Obtain sufficient appropriate audit evidence regarding the financial information of the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

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

- 11 -

Independent Accountants

Yeh, Fang-Ting

Lin, Tzu-Shu

PricewaterhouseCoopers, Taiwan

Republic of China February 27, 2024


The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

- 12 -

SCINOPHARM TAIWAN, LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(3) and 12
7
5 and 6(4)
6(5)
6(6)
6(7)(9)
6(8)
6(24)
6(7)
8
December31,2023
AMOUNT
%
$ 3,861,403
33
8,304
-
781,055
7
15,433
-
2,960
-
1,370,072
12
91,479
1
6,130,706
53
69,973
1
1,455,636
12
2,670,501
23
572,617
5
11,683
-
543,837
5
113,503
1
827
-
30,940
-
5,469,517
47
$ 11,600,223
100
December31,2022 December31,2022
AMOUNT
$ 3,861,403
8,304
781,055
15,433
2,960
1,370,072
91,479
6,130,706
69,973
1,455,636
2,670,501
572,617
11,683
543,837
113,503
827
30,940
5,469,517
$ 11,600,223
AMOUNT
$ 4,260,260
-
560,045
15,236
3,869
1,117,559
117,119
6,074,088
112,616
1,509,480
2,800,235
586,662
4,573
537,490
128,997
936
30,940
5,711,929
$ 11,786,017
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss - current
1170
Accounts receivable, net
1200
Other receivables
1210
Other receivables - related parties
130X
Inventories
1410
Prepayments
11XX
Total current assets
Non-current assets
1517
Financial assets at fair value through
other comprehensive income
- non-current
1550
Investments accounted for using
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred income tax assets
1915
Prepayments for equipment
1920
Guarantee deposits paid
1980
Other financial assets - non-current
15XX
Total non-current assets
1XXX
Total assets
36
-
5
-
-
10
1
52
1
13
24
5
-
4
1
-
-
48
100

(Continued)

- 13 -

SCINOPHARM TAIWAN, LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December31,2023
December31,2022
Notes
AMOUNT
%
AMOUNT
%
6(2)
$ -
-
$ 361
-
6(17)
87,883
1
55,582
1
1,178
-
1,235
-
68,363
1
116,251
1
7
43,283
-
41,890
-
6(10) and 7
328,527
3
346,066
3
6(24)
62,597
-
99,636
1
17,556
-
17,893
-
609,387
5
678,914
6
6(24)
1,661
-
-
-
570,231
5
581,181
5
6(11)
54,514
1
74,491
-
-
-
1,378
-
626,406
6
657,050
5
1,235,793
11
1,335,964
11
6(12)
7,907,392
68
7,907,392
67
6(13)
1,294,689
11
1,294,689
10
6(15)
755,145
7
719,584
6
98,176
1
61,125
1
494,884
4
565,439
5
6(16)
(
185,856 ) (
2 ) (
98,176)
-
10,364,430
89
10,450,053
89
7 and 9
$ 11,600,223
100
$ 11,786,017
100
December31,2022 December31,2022
%
Current liabilities
2120
Financial liabilities at fair value
through profit or loss - current
2130
Contract liabilities - current
2150
Notes payable
2170
Accounts payable
2180
Accounts payable - related parties
2200
Other payables
2230
Current income tax liabilities
2280
Lease liabilities - current
21XX
Total current liabilities
Non-current liabilities
2570
Deferred income tax liabilities
2580
Lease liabilities - non-current
2640
Net defined benefit liabilities - non-
current
2645
Guarantee deposits received
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Common stock
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated earnings
3400
Other equity interest
3XXX
Total equity
Significant contingent liabilities and
unrecognised contract commitments
3X2X
Total liabilities and equity
-
1
-
1
-
3
1
-
6
-
5
-
-
5
11
67
10
6
1
5
-
89
100

The accompanying notes are an integral part of these parent company only financial statements.

- 14 -

SCINOPHARM TAIWAN, LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

Items YearendedDecember31
2023
2022
Notes
AMOUNT
%
AMOUNT
%
6(17) and 7
$ 3,006,952
100
$ 3,069,434
100
6(4)(11)(22)(23)
and 7
(
1,923,659 )(
64)(
1,837,636)(
60)
1,083,293
36
1,231,798
40
6(11)(22)(23), 7
and 12
(
184,698 ) (
6) (
172,499) (
6)
(
282,873 ) (
9) (
331,590) (
11)
(
299,089 ) (
10) (
219,654) (
7)
-
-
(
40)
-
(
766,660 )(
25)(
723,783)(
24)
316,633
11
508,015
16
6(18)
53,046
2
21,240
1
6(19) and 7
19,417
-
21,269
1
6(2)(7)(9)(20) and
12
(
24,781 ) (
1)
714
-
6(8)(21)
(
6,719 )
-
(
6,817)
-
6(6)
(
8,807 )
-
(
106,490)(
4)
32,156
1
(
70,084)(
2)
348,789
12
437,931
14
6(24)
(
61,733 )(
2)(
84,715)(
3)
$ 287,056
10
$ 353,216
11
6(11)
( $ 417 )
-
$ 2,986
-
6(5)(16)
(
42,643 ) (
1) (
73,180) (
2)
6(24)
84
-
(
597)
-
6(6)(16)
(
45,037)(
2)
36,129
1
($ 88,013 )(
3)($ 34,662)(
1)
$ 199,043
7
$ 318,554
10
6(25)
$ 0.36
$ 0.45
$ 0.36
$ 0.45
4000
Operating revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6450
Expected credit losses
6000
Total operating expenses
6900
Operating profit
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of loss of subsidiaries,
associates and joint ventures
accounted for using equity method
7000
Total non-operating income and
expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
Other comprehensive income (loss)
Components of other
comprehensive income (loss) that
will not be reclassified to profit or
loss
8311
Actuarial gains (losses) on defined
benefit plan
8316
Unrealised loss from equity
instruments measured at fair
value through other
comprehensive income
8349
Income tax related to components
of other comprehensive income
that will not be reclassified to
profit or loss
Components of other
comprehensive income (loss) that
will be reclassified to profit or loss
8361
Financial statements translation
differences of foreign operations
8300
Total other comprehensive loss for the
year
8500
Total comprehensive income for the
year
Earnings per share (in dollars)
9750
Basic
9850
Diluted

The accompanying notes are an integral part of these parent company only financial statements.

- 15 -

SCINOPHARM TAIWAN, LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Year ended December 31, 2022
Balance at January 1, 2022
Net income for the year
Other comprehensive income (loss)
for the year
Total comprehensive income (loss) for
the year
Distribution of 2021 net income:
Legal reserve
Special reserve
Cash dividends
Balance at December 31, 2022
Year ended December 31, 2023
Balance at January 1, 2023
Net income for the year
Other comprehensive income (loss)
for the year
Total comprehensive income
Distribution of 2022 net income:
Legal reserve
Special reserve
Cash dividends
Balance at December 31, 2023
Notes Share capital -
common stock
Capital reserve Retained Earnings Retained Earnings Other Equity Interest Other Equity Interest Other Equity Interest Total
Legal reserve Special reserve Unappropriated
earnings
Financial
statements
translation
differences of
foreign operations
Unrealised gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
6(5)(6)(16)
6(15)
6(5)(6)(16)
6(15)
$ 7,907,392
-
-
-
-
-
-
$ 7,907,392
$ 7,907,392
-
-
-
-
-
-
$ 7,907,392
$ 1,294,689
-
-
-
-
-
-
$ 1,294,689
$ 1,294,689
-
-
-
-
-
-
$ 1,294,689
$ 679,074
-
-
-
40,510
-
-
$ 719,584
$ 719,584
-
-
-
35,561
-
-
$ 755,145
$ 33,043
-
-
-
-
28,082
-
$ 61,125
$ 61,125
-
-
-
-
37,051
-
$ 98,176
$ 657,981
353,216
2,389
355,605
(
40,510 )
(
28,082 )
(
379,555 )
$ 565,439
$ 565,439
287,056
(
333 )
286,723
(
35,561 )
(
37,051 )
(
284,666 )
$ 494,884
($ 79,248 )
-
36,129
36,129
-
-
-
($ 43,119 )
($ 43,119 )
-
(
45,037 )
(
45,037 )
-
-
-
($ 88,156 )
$ 18,123
-
(
73,180 )
(
73,180 )
-
-
-
($ 55,057 )
($ 55,057 )
-
(
42,643 )
(
42,643 )
-
-
-
($ 97,700 )
$ 10,511,054
353,216
(
34,662 )
318,554
-
-
(
379,555 )
$ 10,450,053
$ 10,450,053
287,056
(
88,013 )
199,043
-
-
(
284,666 )
$ 10,364,430

The accompanying notes are an integral part of these parent company only financial statements.

- 16 -

SCINOPHARM TAIWAN, LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
(Gain) loss on valuation of financial assets and
liabilities at fair value through profit or loss
Expected credit loss

Loss on inventory market price decline

Share of loss of subsidiaries, associates and
joint ventures accounted for using equity
method

Depreciation of property, plant and equipment
Depreciation of right-of-use assets

Gain on disposal of property, plant and
equipment

Gain on reversal of impairment loss

Amortisation

Interest income

Interest expense

Changes in operating assets and liabilities
Changes in operating assets
Accounts receivable
Other receivables
Other receivables - related parties
Inventories
Prepayments
Changes in operating liabilities
Contract liabilities - current
Notes payable
Accounts payable
Accounts payable - related parties
Other payables
Advance receipts
Net defined benefit liabilities - non-current
Cash inflow generated from operations
Interest received
Interest paid
Income tax paid
Net cash flows from operating activities
Year ended December 31
Notes
2023
2022
$ 348,789 $ 437,931
(
8,665 )
2,103
12
-
40
6(4)
23,248
3,243
6(6)
8,807
106,490
6(7)(22)
344,832
318,765
6(8)(22)
14,045
14,054
6(20)
- (
60 )
6(7)(9)(20)
(
1 ) (
634 )
6(22)
3,374
2,702
6(18)
(
53,046 ) (
21,240 )
6(21)
6,719
6,817
(
221,010 ) (
207,241 )
4,771 (
5,788 )
909
277
(
275,761 )
102,229
25,640 (
34,562 )
32,301
5,852
(
57 )
63
(
47,888 )
60,436
1,393
32,531
(
34,422 )
57,477
- (
1,740 )
(
20,394) (
2,069)
153,584
877,676
48,078
19,916
(
6,719 ) (
6,817 )
(
103,374) (
77,476)

91,569
813,299

(Continued)

- 17 -

SCINOPHARM TAIWAN, LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for acquisition of property, plant and
equipment

Proceeds from disposal of property, plant and
equipment
Acquisition of intangible assets
Increase in prepayments for equipment
Decrease in guarantee deposits paid
Increase in other financial assets - non-current
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of the principal portion of lease
liabilities

Decrease in guarantee deposits received

Payment of cash dividends

Net cash flows used in financing activities
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year
Year ended December 31
Notes
2023
2022
6(26)
( $ 68,324 ) ( $ 42,137 )
-
60
(
10,484 ) (
4,372 )
(
114,396 ) (
81,138 )
109
70
- (
1,670 )
(
193,095 ) (
129,187 )
6(27)
(
11,287 ) (
11,188 )
6(27)
(
1,378 ) (
1,835 )
6(15)
(
284,666 ) (
379,555 )
(
297,331 ) (
392,578 )

(
398,857 )
291,534
6(1)
4,260,260
3,968,726
6(1)
$ 3,861,403 $ 4,260,260

The accompanying notes are an integral part of these parent company only financial statements.

- 18 -

Appendix 4

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of ScinoPharm Taiwan, Ltd.

Opinion

We have audited the accompanying consolidated balance sheets of ScinoPharm Taiwan, Ltd. and subsidiaries (the “Group”) as at December 31, 2023 and 2022, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

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

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2023 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

The key audit matters for the Group’s 2023 consolidated financial statements are stated as follows:

- 19 -

Occurrence of sales revenues from API and injection products

Description

Refer to Note 4(28) for accounting policy on revenue recognition and Note 6(17) for accounting items

on revenue.

The Group’s sales revenue mainly arises from the manufacture and sales of Active Pharmaceutical Ingredient (“API”) and injection products. The Group’s customers come from Taiwan, Asia, Europe and America. Since the volume and amount of transactions are significant, we considered the occurrence of sales revenue from API and injection products a key audit matter.

How our audit addressed the matter

We performed the following key audit procedures in response to the above key audit matter:

  1. We evaluated internal control system that was designed and implemented by management in reviewing customers’ credit, and tested whether the counterparty and the credit valuation documents have been properly approved.

  2. We sampled transaction details and supporting documents for consistency from transaction counterparties who have higher turnover growth.

  3. We sent confirmation letters for significant transaction counterparties, ascertained whether the responses and account records were consistent with customers’ data, and evaluated the reasonableness on the difference between the responses and the account records.

Inventory valuation

Description

Refer to Note 4(13) for accounting policies on inventory valuation, Note 5(2)1 for the uncertainty of accounting estimates and assumptions applied in inventory valuation, and Note 6(4) for details of inventories. As at December 31, 2023, the balances of inventory and allowance for inventory valuation losses were $1,914,609 thousand and $403,074 thousand, respectively.

The Group is primarily engaged in the manufacture and sales of API. Due to the complex manufacturing process, long lead time in materials preparation and uncertain product registration timing before market launch, there is a higher risk of incurring loss on inventory valuation. For inventories sold under normal terms, the Group measures inventories at the lower of cost and net realisable value. For inventories ageing over a certain period of time or are individually identified as obsolete inventories, the net realisable value is calculated based on the historical information of inventory turnover. Since the calculation of net realisable value involves subjective judgement and the ending balance of inventory is material to the financial statements, we considered the valuation of inventory a key audit matter.

How our audit addressed the matter

We performed the following key audit procedures in response to the above key audit matter:

  1. We compared the financial statements to ascertain whether the provision policy on allowance for inventory valuation losses has been consistently applied and assessed the reasonableness of the provision policy.

  2. We understood the inventory management process, observing annual physical counts to assess the effectiveness of management’s classification and controls over obsolete and slow-moving inventory.

- 20 -
  1. We checked the accuracy of inventory ageing report and sampled inventories for those lately changed before the balance sheet date in order to compute the accuracy of inventory aging range; and evaluated whether the older inventories were obsolete.

  2. We sampled the computation of net realisable value of individual inventory and compared with account records.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion on the parent company only financial statements of ScinoPharm Taiwan, Ltd. as at and for the years ended December 31, 2023 and 2022.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including audit committee, are responsible for overseeing the Group’s financial reporting process.

Auditors’ responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

- 21 -

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

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

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

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

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

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

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

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

- 22 -

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

Yeh, Fang-Ting Independent Accountants Lin, Tzu-Shu

PricewaterhouseCoopers, Taiwan Republic of China February 27, 2024


The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

- 23 -

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(3) and 12
5(2) and 6(4)
6(1) and 8
6(5)
6(6)(8)
6(7)
5(2) and 6(24)
6(6)
6(1) and 8
December31,2023
AMOUNT
%
$ 3,941,524
33
8,304
-
788,221
7
25,230
-
1,511,535
13
105,794
1
-
-
6,380,608
54
69,973
1
3,762,696
32
636,748
5
19,152
-
640,930
6
178,146
2
2,393
-
30,940
-
5,340,978
46
$ 11,721,586
100
December31,2022 December31,2022
AMOUNT
$ 3,941,524
8,304
788,221
25,230
1,511,535
105,794
-
6,380,608
69,973
3,762,696
636,748
19,152
640,930
178,146
2,393
30,940
5,340,978
$ 11,721,586
AMOUNT
$ 4,294,709
-
635,263
18,282
1,188,716
132,239
51,132
6,320,341
112,616
3,843,378
654,492
9,953
637,435
299,471
2,550
30,940
5,590,835
$ 11,911,176
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss - current
1170
Accounts receivable, net
1200
Other receivables
130X
Inventories
1410
Prepayments
1476
Other financial assets - current
11XX
Total current assets
Non-current assets
1517
Financial assets at fair value through
other comprehensive income - non-
current
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred income tax assets
1915
Prepayments for equipment
1920
Guarantee deposits paid
1980
Other financial assets - non-current
15XX
Total non-current assets
1XXX
Total assets
36
-
5
-
10
1
1
53
1
32
6
-
5
3
-
-
47
100

(Continued)

~24~

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December31,2023
December31,2022
Notes
AMOUNT
%
AMOUNT
%
6(9)
$ 32,137
-
$ 77,599
1
6(2)
-
-
361
-
6(17)
110,967
1
67,752
1
1,179
-
1,235
-
101,278
1
125,264
1
6(10)
403,739
3
413,354
3
6(24)
62,597
1
99,636
1
17,556
-
17,893
-
729,453
6
803,094
7
6(24)
1,661
-
-
-
570,231
5
581,181
5
6(11)
54,514
1
74,491
-
1,297
-
2,357
-
627,703
6
658,029
5
1,357,156
12
1,461,123
12
6(12)
7,907,392
68
7,907,392
66
6(13)
1,294,689
11
1,294,689
10
6(15)
755,145
6
719,584
6
98,176
1
61,125
1
494,884
4
565,439
5
6(16)
(
185,856 ) (
2 ) (
98,176)
-
10,364,430
88
10,450,053
88
9
$ 11,721,586
100
$ 11,911,176
100
December31,2022 December31,2022
%
Current liabilities
2100
Short-term borrowings
2120
Financial liabilities at fair value
through profit or loss - current
2130
Contract liabilities - current
2150
Notes payable
2170
Accounts payable
2200
Other payables
2230
Current income tax liabilities
2280
Lease liabilities - current
21XX
Total current liabilities
Non-current liabilities
2570
Deferred income tax liabilities
2580
Lease liabilities - non-current
2640
Net defined benefit liabilities - non-
current
2645
Guarantee deposits received
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity attributable to owners of the
parent
Share capital
3110
Common stock
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated earnings
3400
Other equity interest
3XXX
Total equity
Significant contingent liabilities and
unrecognised contract commitments
3X2X
Total liabilities and equity
1
-
1
-
1
3
1
-
7
-
5
-
-
5
12
66
10
6
1
5
-
88
100

The accompanying notes are an integral part of these consolidated financial statements.

~25~

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

Items YearendedDecember31
2023
2022
Notes
AMOUNT
%
AMOUNT
%
6(17)
$ 3,186,083
100
$ 3,264,045
100
6(4)(11)(22)(23)
(
1,970,094)(
62)(
2,013,273)(
62)
1,215,989
38
1,250,772
38
6(11)(22)(23), 7
and 12
(
179,651 ) (
6) (
167,343) (
5)
(
364,174 ) (
11) (
406,532) (
13)
(
357,740 ) (
11) (
271,264) (
8)
67
-
(
136)
-
(
901,498 )(
28)(
845,275)(
26)
314,491
10
405,497
12
6(18)
53,628
2
22,120
1
6(19)
14,000
-
16,574
-
6(2)(6)(8)(20) and
12
(
24,132 ) (
1)
1,682
-
6(7)(21)
(
9,147 )
-
(
7,913)
-
34,349
1
32,463
1
348,840
11
437,960
13
6(24)
(
61,784)(
2)(
84,744)(
2)
$ 287,056
9
$ 353,216
11
6(11)
( $ 417 )
-
$ 2,986
-
6(5)(16)
(
42,643 ) (
1) (
73,180) (
2)
6(24)
84
-
(
597)
-
6(16)
(
45,037 )(
2)
36,129
1
($ 88,013 )(
3)($ 34,662)(
1)
$ 199,043
6
$ 318,554
10
$ 287,056
9
$ 353,216
11
$ 199,043
6
$ 318,554
10
6(25)
$ 0.36
$ 0.45
$ 0.36
$ 0.45
4000
Operating revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6450
Expected credit gain (loss)
6000
Total operating expenses
6900
Operating profit
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7000
Total non-operating income and
expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
Other comprehensive income (loss)
Components of other
comprehensive income (loss) that
will not be reclassified to profit or
loss
8311
Actuarial gains (losses) on defined
benefit plans
8316
Unrealised loss from equity
instruments measured at fair
value through other
comprehensive income
8349
Income tax related to components
of other comprehensive income
that will not be reclassified to
profit or loss
Components of other
comprehensive income (loss) that
will be reclassified to profit or loss
8361
Financial statements translation
differences of foreign operations
8300
Total other comprehensive loss for the
year
8500
Total comprehensive income for the
year
Profit attributable to:
8610
Owners of the parent
Comprehensive income attributable to:
8710
Owners of the parent
Earnings per share (in dollars)
9750
Basic
9850
Diluted
The accompanying notes are an integral part of these consolidated financial statements.
~26~

SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Equity attributable to owners of the parent

Year ended December 31, 2022
Balance at January 1, 2022
Net income for the year
Other comprehensive income (loss) for
the year
Total comprehensive income (loss) for
the year
Distribution of 2021 net income:
Legal reserve
Special reserve
Cash dividends
Balance at December 31, 2022
Year ended December 31, 2023
Balance at January 1, 2023
Net income for the year
Other comprehensive loss for the year
Total comprehensive income (loss) for
the year
Distribution of 2022 net income:
Legal reserve
Special reserve
Cash dividends
Balance at December 31, 2023
Notes Share capital -
commonstock
Capital reserve Retained Earnings Retained Earnings Retained Earnings Other Equity Interest Other Equity Interest Other Equity Interest Totalequity
Legal reserve Special reserve Unappropriated
earnings
Financial
statements
translation
differences of
foreignoperations
Unrealised gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
6(5)(16)
6(15)
6(5)(16)
6(15)
$ 7,907,392
-
-
-
-
-
-
$ 7,907,392
$ 7,907,392
-
-
-
-
-
-
$ 7,907,392
$ 1,294,689
-
-
-
-
-
-
$ 1,294,689
$ 1,294,689
-
-
-
-
-
-
$ 1,294,689
$ 679,074
-
-
-
40,510
-
-
$ 719,584
$ 719,584
-
-
-
35,561
-
-
$ 755,145
$ 33,043
-
-
-
-
28,082
-
$ 61,125
$ 61,125
-
-
-
-
37,051
-
$ 98,176
$ 657,981
353,216
2,389
355,605
(
40,510 )
(
28,082 )
(
379,555 )
$ 565,439
$ 565,439
287,056
(
333 )
286,723
(
35,561 )
(
37,051 )
(
284,666 )
$ 494,884
($ 79,248 )
-
36,129
36,129
-
-
-
($ 43,119 )
($ 43,119 )
-
(
45,037 )
(
45,037 )
-
-
-
($ 88,156 )
$ 18,123
-
(
73,180 )
(
73,180 )
-
-
-
($ 55,057 )
($ 55,057 )
-
(
42,643 )
(
42,643 )
-
-
-
($ 97,700 )
$ 10,511,054
353,216
(
34,662 )
318,554
-
-
(
379,555 )
$ 10,450,053
$ 10,450,053
287,056
(
88,013 )
199,043
-
-
(
284,666 )
$ 10,364,430

The accompanying notes are an integral part of these consolidated financial statements.

~27~
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax $ 348,840 $ 437,960
Adjustments
Adjustments to reconcile profit (loss)
(Gain) loss on valuation of financial assets and
liabilities at fair value through profit or loss ( 8,665 ) 2,103
Expected credit loss (gain) 12 ( 67 ) 136
Loss on (reversal of allowance for) inventory 6(4)
market price decline 26,910 ( 3,125 )
Depreciation of property, plant and equipment 6(6)(22) 438,434 417,877
Depreciation of right-of-use assets 6(7)(22) 15,839 15,859
Gain on reversal of impairment loss 6(6)(8)(20) ( 1 ) ( 634 )
Loss on disposal of property, plant and 6(20)
equipment 420 762
Amortisation 6(22) 6,894 5,729
Interest income 6(18) ( 53,628 ) ( 22,120 )
Interest expense 6(21) 9,147 7,913
Changes in operating assets and liabilities
Changes in operating assets
Accounts receivable ( 152,886 ) ( 275,156 )
Other receivables ( 1,979 ) 15,547
Inventories ( 347,470 ) 157,631
Prepayments 26,870 ( 35,068 )
Changes in operating liabilities
Contract liabilities - current 43,215 ( 2,813 )
Notes payable ( 56 ) 63
Accounts payable ( 23,986 ) 55,574
Other payables ( 12,387 ) 63,671
Advance receipts - ( 1,740 )
Net defined benefit liabilities - non-current ( 20,394 ) ( 2,069 )
Cash inflow generated from operations 295,050 838,100
Interest received 48,659 21,087
Interest paid ( 9,159 ) ( 7,889 )
Income tax paid ( 103,424 ) ( 77,507 )
Net cash flows from operating activities 231,126 773,791

(Continued)

~28~
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in financial assets at amortised cost -
current $ - ( $ 44,149 )
Repayment of principal from financial assets at
amortised cost - current - 44,149
Decrease (increase) in other financial assets -
current 51,132 ( 2,163 )
Cash paid for acquisition of property, plant and 6(26)
equipment ( 84,408 ) ( 44,724 )
Proceeds from disposal of property, plant and
equipment 136 291
Acquisition of intangible assets ( 16,286 ) ( 6,760 )
Increase in prepayments for equipment ( 184,021 ) ( 198,560 )
Decrease (increase) in guarantee deposits paid 157 ( 32 )
Increase in other assets - non-current - ( 1,670 )
Net cash flows used in investing activities ( 233,290 ) ( 253,618 )
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings 6(27) 63,471 77,219
Decrease in short-term borrowings 6(27) ( 107,469 ) -
Repayment of the principal portion of lease 6(27)
liabilities ( 11,287 ) ( 11,188 )
Decrease in guarantee deposits received 6(27) ( 1,026 ) ( 1,303 )
Payment of cash dividends 6(15) ( 284,666 ) ( 379,555 )
Net cash flows used in financing activities ( 340,977 ) ( 314,827 )
Effect of foreign exchange rate changes ( 10,044 ) 8,442
Net (decrease) increase in cash and cash equivalents ( 353,185 ) 213,788
Cash and cash equivalents at beginning of year 6(1) 4,294,709 4,080,921
Cash and cash equivalents at end of year 6(1) $ 3,941,524$ 4,294,709

The accompanying notes are an integral part of these consolidated financial statements.

~29~

Appendix 5

ScinoPharm Taiwan, Ltd.

Earnings Distribution Plan for Fiscal Year 2023

Item Amount (TWD) Amount (TWD)
After-tax net profit earned in 2023
Less: Actuarial gain(loss) presented in retained earnings
Less: Legal reserve
Less: Reversal of special reserve
Distributable profit from this period
Plus: Accumulated undistributed earnings from previous period
Total distributable earnings as of this period
Dividends to shareholders
(Cash dividend TWD 300 on each 1,000 shares held)
Undistributed earnings as of the end of the period
$ $ 287,055,758
(333,228)
(28,672,253)
(87,679,620)
170,370,657
208,160,899
378,531,556
(237,221,766)
141,309,790

Notes:

  1. In terms of earnings distribution for fiscal year 2023, 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.

  2. The actual amount of cash dividend paid to the shareholders shall be paid up to the number rounded down to the nearest dollar with the fraction (if any) to be accounted as Other Income of the Company.

Chairperson : Chih-Hsien Lo CEO : Li-An Lu Chief Accountant : Chih-Hui Lin

- 30 -

Appendix 6

ScinoPharm Taiwan, Ltd. Information of Directors Nominees

Share
holder
No.
Name of Nominee Academic
Attainments
Major Past Career Major Current Position Amount of
Shares Held
(Unit: Share)
[Note]
4 Uni-President
Enterprises Corp.
Representative:
Chih-Hsien Lo
MBA, UCLA, USA President of Uni-
President
Enterprises Corp.
Chairman of
Uni-President Enterprises Corp.
President Chain Store Corp.
Ton Yi Industrial Corp
Prince Housing & development Corp.
TTET Union Corp.
ScinoPharm Taiwan, Ltd.
299,968,639
4 Uni-President
Enterprises Corp.
Representative:
Tsung-Pin Wu
Accounting,
Chung Yuan
Christian
University
Supervisor of
Tait Marketing &
Distribution Co.,
Ltd.
Chief Accounting Officer of Uni-
President Enterprises Corp.
Director of
ScinoPharm Taiwan, Ltd.
299,968,639
4 Uni-President
Enterprises Corp.
Representative:
Jia-Horng Guo
Master of
Finance,
University of
Illinois
Director of
Taishin Securities
Co., Ltd
Chairman of
Taishin Securities Co., Ltd
Director of
ScinoPharm Taiwan, Ltd.
299,968,639
4 Uni-President
Enterprises Corp.
Representative:
Fu-Jung Lai
MBA, Kun Shan
Univ., R.O.C.
Director of Uni-
President Social
Welfare Charity
Foundation
Vice President of the President’s Office
of Uni-President Enterprises Corp./
Corporate Governance Officer
Director of
ScinoPharm Taiwan, Ltd.
299,968,639
4 Uni-President
Enterprises Corp.
Representative:
Chin-Yuan Cheng
Ph.D., Chemical
and Biomolecular
Engineering
Department,
The Ohio State
University,U.S.A.
Director, Dairy
Products
Development
Division, Uni-
President
Enterprises Corp.
Director, Purchasing Division,
Uni-President Enterprises Corp
Director of
ScinoPharm Taiwan, Ltd.
299,968,639
4 Uni-President
Enterprises Corp.
Representative:
Chyun-Yu Yang
Bachelor of
Medicine,
National Taiwan
University
Professor, Associate
Professor,
Instructor,
Department of
Orthopedics,
College of
Medicine, National
Cheng Kung
University, Taiwan,
Taiwan,
Honoring Superintendent, Kuo General
Hospital and Professor, Department of
Orthopedics, Kuo General University
Hospital
Independent Director of
ScinoPharm Taiwan, Ltd
299,968,639
5 Tainan Spinning Co.,
Ltd. Representative:
Po-Ming Hou
Chinese Culture
University
Chairman and
President of Tainan
Spinning Co., Ltd
Chairman of
Tainan Spinning Co., Ltd
Director of
ScinoPharm Taiwan,Ltd.
23,605,921
860 Kao Chyuan Inv. Co.,
Ltd. Representative:
Shiow-Ling Kao
Marymount
College,U.S.A.
Chairman of
President Fair
Development Corp.
Chairman of
Kao Chyuan Inv. Co., Ltd.
Director of
ScinoPharm Taiwan Ltd.
14,832,733
- 31 -
Share
holder
No.
Name of Nominee Academic
Attainments
Major Past Career Major Current Position Amount of
Shares Held
(Unit: Share)
[Note]
861 President
International
Development Corp.
Representative:
Chiou-Ru Shih
MA in
Economics,
University of
Hawaii
Vice Director of
President
International
Development Corp.
Vice President of President International
Development Corp.
Director of
ScinoPharm Taiwan, Ltd.
28,673,421
1 National
Development Fund,
Executive Yuan
Representative:
Ming-Chuan Hsieh
Master of Health
Services
Administration,
China Medical
University
Executive
Supervisor, Taiwan
Health & Wellness
Counseling
Association
Assistant Professor of Chia Nan
University of Pharmacy & Science
Director of
Harbinger VI Venture Capital Corp.
ScinoPharm Taiwan, Ltd.
Independent Director of
Uni Pharma Co., Ltd
109,539,014
1 National
Development Fund,
Executive Yuan
Representative:
Ya-Po Yang
Ph.D. in
Economics,
Department of
Economics
National Taiwan
University
Professor and
Chairperson of
Institute of
Department of
International
Business, College of
Business, Southern
Taiwan University
of Science and
Technology
Professor of Institute of Business and
Management, College of Management,
National University of Kaohsiung
Independent Director of:
Air Asia Company Limited
Director of
ScinoPharm Taiwan, Ltd.
109,539,014
2 Taiwan Sugar
Corporation
Representative:
Ling Ming Sun
Master in
Institute of
Agricultural
Chemistry,
National Taiwan
University
Engineer, R&D
Director,
Biotechnology
Factory Director
and Deputy CEO of
Biotechnology
Division, Taiwan
Sugar Corporation
CEO of Biotechnology Division, Taiwan
Sugar Corporation
Director of
ScinoPharm Taiwan, Ltd.
32,581,963

Note 1: Shareholdings as of share transfer registration-closing beginning on March 30 2024

- 32 -

ScinoPharm Taiwan, Ltd. Information of Independent Directors Nominees

Name of
Nominee
Academic
Attainments
Past Career Current Position Amount of
Shares Held
(Unit: Share)
[Note]
Serve as
Independent
Director for
three
consecutive
terms
Wen-Chang
Chang
Ph.D.
Physiological
Chemistry,
University of
Tokyo, Faculty of
Pharmaceutical
Sciences, Tokyo,
Japan
1. Chairman, Board of
Trustees, of Graduate
Institute of Medical
Sciences, College of
Medicine, Taipei Medical
University
2. Vice Chairman, Institute
for Biotechnology and
Medicine Industry
3. Deputy Minister, National
Science CouncilGeneral
Director, Department of
Life Sciences, National
Science Council, Taiwan
4. National Cheng Kung
University, Tainan,
Taiwan : Professor,
Department of
Pharmacology, College of
MedicineChairman,
Department of
Pharmacology, National
Cheng Kung University
Chairman, Institute of
Basic Medical Sciences,
National Cheng Kung
UniversityAssociate
Dean, College of
MedicalUniversity
Chair Professor
Director, Center for
Biosciences and
BiotechnologyDean,
College of Bioscience and
Biotechnology
Distinguished Chair
ProfessorEmeritus
Distinguished Chair
Professor
1. Director, Board of Trustees, of
Graduate Institute of Medical
Sciences, College of Medicine,
Taipei Medical University
2. Chair Professor, Graduate Institute
of Medical Sciences, College of
Medicine, Taipei Medical University
3. Emeritus Distinguished Chair
Professor of National Cheng Kung
University
4. Academician of Academia Sinica
5. Remuneration Committee member
of Universal Cement Corporation
6. Independent Director, Taiwan Aulisa
Medical Devices Technologies, Inc.
7. Independent Director, Pharmosa
Biopharm Inc.
8. Independent Director, ScinoPharm
Taiwan, Ltd.

0
No
Li-Tzong
Chen
Ph.D, Kaohsiung
Medical
University
Graduate
Institute of
Clinical Medicine
1. Research Vice
Superintendent,
Kaohsiung Medical
University Chung-Ho
Memorial Hospital
2. Director, Cancer Center
of Kaohsiung Medical
University Chung-Ho
Memorial Hospital
3. Executive Director,
President of Taiwan
1. Distinguished Investigator &
Director, National Institute of
Cancer Research, National Health
Research Institutes
2. President of Taiwan
NeuroEndocrine Tumor Society
3. Chair Professor , Internal Medicine,
Kaohsiung Medical University
4. Emeritus Chair Professor of Institute
of Biomedical Sciences, National
Sun Yat-sen University
0 No
- 33 -
Name of
Nominee
Academic
Attainments
Past Career Current Position Amount of
Shares Held
(Unit: Share)
[Note]
Serve as
Independent
Director for
three
consecutive
terms
Oncology Society
4. Acting Supervisor of The
Gastroenterological
Society of Taiwan
5. Chair, Deputy Chair of
National Institute of
Cancer Research,
National Health Research
Institutes
6. Adjunct
Professor ,College of
Medical Science and
Technology, Taipei
Medical University
7. Acting Director of Taiwan
Pancreas Society
8. R&D consultant of
Pharma Engine Inc.
5. Adjunct Professor, Dept. Bio Science
& Tech, National Yang Ming Chiao
Tung University
6. Adjunct Attending Physician,
Department of Internal Medicine,
National Cheng-Kung University
Hospital, Tainan
7. Professor, jointly appointed,
Institute of Clinical Medicine,
College of Medicine, NCKU
8. Professor, jointly appointed, Dept.
of Oncology, Clinical Medicine,
NCKU
9. Professor, jointly appointed,
Institute of Molecular Medicine,
NCKU
10. Professor, jointly appointed,
Institute of Clinical Pharmacy and
Pharmaceutical Sciences, NCKU
11. Attending Physician, Department
of gastroenterology and
hematology oncology , Kaohsiung
Medical University Chung-Ho
Memorial Hospital
12. Independent Director, ScinoPharm
Taiwan,Ltd.
Lewis Lee Master of
Commerce,
Department of
Accounting,
National
Chengchi
University
Deputy Chairman of PwC
Taiwan
1. Deputy Chairman, Zhi Cheng Co-
Located CPA Firm
2. Adjunct Associate Professor,
National Cheng Kung University
3. Independent director,
Brogent Technologies Inc.
4. Independent director,
All Ring Tech Co., Ltd.
5. Independent director,
Poya International Co., Ltd.
6. Independent director,
Xiamen Jinyuan President Securities
Corp. Ltd.
7. Independent Director, ScinoPharm
Taiwan,Ltd.
0 No
- 34 -
Name of
Nominee
Academic
Attainments
Past Career Current Position Amount of
Shares Held
(Unit: Share)
[Note]
Serve as
Independent
Director for
three
consecutive
terms
Jang-Yang
Chang
Bachelor of
Medicine,
National Defense
Medical Center,
Taipei, Taiwan
1. President of Taipei
Cancer Center
2. Distinguished Investigator
and Director of Institute
of Biotechnology and
Pharmaceutical Research,
NHRI
3. Executive Vice President,
Professor Emeritus,
National Cheng Kung
University
4. Professor and Dean,
College of Medicine,
National Cheng Kung
University
5. Distinguished Investigator
and Director of National
Institute of Cancer
Research, NHRI
6. Secretary General,
Taiwan Oncology Society
7. Chief of Medical
Oncology, Tri-Service
General Hospital,
National Defense Medical
Center
8. Visiting scholar at the
Department of
Pharmacology, School of
Medicine, Yale University
of the U.S
9. Fellow, 1st Medical
oncology training
program, Institute of
Biomedical Sciences,
Academia Sinica


1. Chair Professor, Taipei Medical
University Hospital, Taiwan
2. Director, TMU Research Center of
Cancer Translational Medicine,
Taipei Medical University, Taipei,
Taiwan
3. Independent Director of Tanvex
BioPharma, Inc.
4. Executive Director of Taiwan
Oncology Society
5. Independent Director, ScinoPharm
Taiwan, Ltd.
0 No
Lai-Shou Su M.B.A. of
University of
North Texas,
U.S.A.
Executive Secretary, Deputy
Executive Secretary,
Director, Researcher of
National Development Fund
1. Director of Taiwan Bio-
Manufacturing Corporation
2. Director of Vanguard International
Semiconductor Corporation
0 No

Note 1: Shareholdings as of share transfer registration-closing beginning on March 30, 2024.

- 35 -

Appendix 7

Details of the Duties subject to releasing directors and independent Directors Candidates from Non-competition

Name Current Position with Other Company
Uni-President
Enterprises Corp.
Representative
Chih-Hsien Lo
Chairman of
Uni-President Enterprises Corp., President Natural Industrial Corp.,
PresicarreCorp., Ton Yi Industrial Corp., Ttet Union Corporation, Prince
Housing & Development Corp., President Packaging Industrial Corp.,
Woongjin Foods Co., Ltd., Daeyoung Foods Co., Ltd., President International
Development Corp., Uni-President China Holdings Ltd., Changjiagang
President Nisshin Food Co., Ltd., Uni-President (Philippines) Corp., Uni-
President (Thailand) Ltd., Uni-President (Vietnam) Co., Ltd., Uni-President
Enterprises (China) Investment Co., Ltd., President Chain Store Corp., Uni-
President Cold-Chain Corp., Presco Netmarketing, Inc., Uni-President Dream
Parks Co., President Century Corp., President Property Corp., Nanlien
International Corp., Prince Real Estate Co., Times Square International
Holding Co., Times Square International Stays Co., Times Square
International Hotel Co., Uni-President Express Corp., Cheng-Shi Investment
Holding Co.
Vice Chairman ofPresident Nisshin Corp.
Director of
Uni-Wonder Corp., Uni-President Organics Corp., Uni-President Glass
Industrial Co., Ltd., Cayman President Holdings Ltd., Kai Yu (BVI) Investment
Co., Ltd., President Fair Development Corp., Uni-President Southeast Asia
Holdings Ltd., Uni-President Asia Holdings Ltd., Uni-President Hong Kong
Holdings Ltd., Champ Green Capital Co., Ltd., Champ Green (Shanghai)
Consulting Co., Ltd., Uni-President Enterprises (Guangzhou) Co., Ltd.,、Uni-
President Enterprises (Fuzhou) Co., Ltd., Uni-President Enterprises (Xinjiang)
Food Co., Ltd., Uni-President Enterprises (Wuhan) Food Co., Ltd., Uni-
President Enterprises (Kunshan) Food Co., Ltd., Uni-President Enterprises
(Chengdu) Food Co., Ltd., Uni-President Enterprises (Shenyang) Co., Ltd.,
Uni-President Enterprises (Harbin) Co., Ltd., Uni-President Enterprises
(Hefei) Co., Ltd., Uni-President Enterprises (Zhengzhou) Co., Ltd., Uni-
President Enterprises (Beijing) Drink Co., Ltd., Uni-Presodent Enterprises
(Kunshan) Food Technology Co., Ltd., Uni-President Enterprises (Nanchang)
Co.,Ltd., Uni-President (Shanghai) Trading Co., Ltd., Uni-President
Enterprises (Kunming) Food Co., Ltd., Uni-Yantai Tongli Beverage Industries
Co., Ltd., Uni-President Enterprises (Changsha) Co., Ltd., Uni-President
(Bama) Mineral Water Co., Ltd., Uni-President Enterprises (Nanning) Co.,
Ltd., Uni-President Enterprises (Zhanjiang) Co., Ltd., Uni-President
Enterprises (Chongqing) Co., Ltd., Uni-President Enterprises (Taizhou) Co.,
Ltd., Uni-President Enterprises (Akesu) Co., Ltd., Uni-President Enterprises
(Changchun) Co., Ltd., Shanghai United Enterprise Management Consulting
Co., Ltd., Uni-President (Shanghai) Pearly Century Co., Ltd., Uni-President
Enterprises (Baiyin) Co., Ltd., Hainan President Enterprises Co., Ltd., Uni-
President Enterprises (Guiyang) Co., Ltd., Uni-President Enterprises (Jinan)
Co.,Ltd.,Uni-President Enterprises(Hangzhou)Co.,Ltd.,Uni-President
- 36 -
Name Current Position with Other Company
Enterprises (Wuxue) Mineral Water Co., Ltd., Shijiazhuang President
Enterprises Co., Ltd., Uni-President Enterprises (Xuzhou) Co., Ltd., Uni-
President Enterprises (Henan) Co., Ltd., Uni-President Trading (Kunshan) Co.,
Ltd., Uni-President Enterprises (Shaanxi) Co., Ltd.、Uni-President
Enterprises (Jiangsu) Co., Ltd., Uni-President Enterprises (Changbai
Mountain Jilin) Mineral Water Co., Ltd., President Enterprises (Kunshan) Real
Estate Development Co., Ltd., Uni-President Enterprises (Ningxia) Co., Ltd.,
Uni-President Enterprises (Shanghai) Co., Ltd., Uni-President Enterprises
(Inner Mongolia) Co., Ltd., Uni-President Enterprises (Shanxi) Co., Ltd., Uni-
President Enterprise (Hutubi) Tomato Products Technology Co., Ltd., Uni-
President Enterprises (Shanghai) Drink & Food Co., Ltd., Uni-President
Enterprises (Tianjin) Co., Ltd., Uni-President Enterprises (Hunan) Co., Ltd.,
Uni-Oao Travel Service Corp., President Packaging Holdings Ltd., Kuang
Chuan Dairy Co., Ltd., Kuang Chuan Foods Ltd., Uni-President Development
Corp., President Professional Baseball Team Corp., Tait Marketing &
Distribution Co., Ltd., Wei Lih Food Industrial Co., Ltd., Keng Ting Enterprises
Co., Ltd., President Chain Store (BVI) Holdings Ltd., President Chain Store
(Labuan) Holdings Ltd., Retail Support International Corp., Uni-President
Assets Holdings Ltd, Prince Property Management Consulting Co., Kao
Chuan Inv. Co., Ltd.
Supervisor of
Infinity Holdings Ltd., Eternity Holdings Ltd., Celestial Prosperities Holdings
Ltd.
President ofPresco NetmarketingInc., Uni-President Express Corp.
Kao Chyuan Inv.
Corp.
Representative:
Shiow-Ling Kao
Chairman of
Kao Chuan Inv. Co., Ltd. President Being Corp., President Fair Development
Corp., Uni-President Department Store Corp., President Pharmaceutical
Corp., President Drugstore Business Corp., Infinity Holdings Ltd., Eternity
Holdings Ltd., Celestial Prosperities Holdings Ltd.
Director of
Uni-President Enterprises Corp., President Chain Store Corp., Ton Yi
Industrial Corp., Prince Housing & Development Corp., President
International Development Corp., Uni-President Development Corp., Times
Square International Hotel Co., Uni-Wonder Corp., President Century Corp.,
Times Square International Holding Co., Grape King Bio Ltd., President
(Shanghai) Health Product Trading Co., Ltd., Beauty Wonder (Zhejiang)
Trading Co., Ltd., Merry Life Biomedical Co., Ltd.,
President of
President Fair Development Corp.Kao Chuan Inv. Co.,Ltd.
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Name Current Position with Other Company
Tainan Spinning
Co., Ltd.
Representative:
Po-Ming Hou
Chairman of
Tainan Spinning Co., Ltd., Tainan Spinning Co., Ltd.(Vietnam), Nan-Fan
International Investment (Cayman), Ltd., Tainan Textile Co., Ltd., Yu Peng
Investment Co., ltd., Tainan Spinning Cultural and Educational Foundation.,
Tainan Spinning Retail & Distribution Co., Ltd., New Yupeng Investment Co.,
Ltd.
Director of
Nantex Industry Co., Ltd., Nanfang Development Co., Ltd., Tainan Spinning
Holdings (Cayman Islands) Co., Ltd., Prince Housing & Development Corp.,
Uni-President Enterprises Corp., President International Development Corp.,
Howard Beach Resort Co., Ltd., President Real Estate(U.S.) Investment Co,
Nan Tai Royal Co.,Ltd.
Uni-President
Enterprises Corp.
Representative:
Tsung-Pin Wu
Chairman of
Tung –Ren Pharmaceutical Corp., Kai Nan Investment Co.,
Director of
Presicarre Corp., Prince Housing & Development Corp., Grand Bills Finance
Corp., President Fair Development Corp., Uni-President (Vietnam) Co., Ltd.,
Uni-President Hong Kong Holdings Ltd., President Chain Store Corp., Kuang
Chuan Dairy Co., Ltd., Kuang Chuan Foods Ltd., Tung Lo Development Co.,
Ltd., Tone Sang Construction Corp., Prince Real Estate Co., Times Square
International Holding Co., Times Square International Hotel Co. Cheng-Shi
Investment Holding Co.
Supervisor of
President Kikkoman Inc., Woongjin Foods Co., Ltd., Daeyoung Foods Co.,
Ltd., Uni-President (Korea) Co., Ltd., Kunshan President Kikkoman
Biotechnology Co., Ltd., President International Development Corp.,
President Kikkoman Zhenji Foods Co., Ltd., President Century Corp.,
President Professional Baseball Team Corp., Nanlien International Corp.,
Times Square International Stays Co.,Uni-President Express Corp. Ltd.,
Uni-President
Enterprises Corp.
Representative:
Chin-Yuan Cheng
Chairman ofJin-Guan-Cheng Corp.
Uni-President
Enterprises Corp.
Representative:
Jia-HorngGuo
Chairman ofTaishin Securities Co., Ltd.
Director ofTaipei Exchange
Supervisor of:Standard Motor Corp., Dynasty Techwood Corp.
Executive Director ofTaiwan Securities Association
President
International
Development
Corp.
Chairman of
President Life Sciences Co., Ltd., AndroSciences Corp.
Director of
Allianz Pharmascience Ltd., RenalPro Medical, Inc.
Supervisor of:
Helios Bioelectronics Inc.
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Name Current Position with Other Company
President
International
Development
Corp.
Representative:
Chiou-Ru Shih
Director of
SyNergy ScienTech Corp., Grand Bills Finance Corp., IMQ Technology Inc.,
CDIB & Partners Investment Holding Corp., President (BVI) International
Investment Holdings Ltd., Kunshan SYNergy ScienTech Co., Ltd.
Vice President ofPresident International Development Corp.
National
Development
Fund, Executive
Yuan
Director of
Genovate Biotechnology Co., Ltd., Taiwan Biotech Co., Ltd., Taiwan Flower
Biotechnology Co., Ltd., United Biomedical Inc. (Asia), Adimmune Corp.,
TaiGen Biopharmaceuticals Holdings Ltd., PharmaEssentia Corp.,
PharmaEngine Inc., TaiAn Technologies Corp., TaiMed Biologics Inc., EirGenix
Inc., MetaTech(AP) Inc., Wellell Inc., Point Robotics Holding Limited., Locus
Cell Co.,Ltd.,Intech Biopharm Ltd.,Taiwan Bio-ManufacturingCorp.
National
Development
Fund, Executive
Yuan
Representative:
Ming-Chuan
Hsieh
Director of
Harbinger VI Venture Capital Corp.,
Independent Director ofUni Pharma Co., Ltd
National
Development
Fund, Executive
Yuan
Representative:
Ya-Po Yang
Independent Director ofAir Asia Company Ltd
Taiwan Sugar
Corp.
Taiwan Sugar Corp.
Director of
TaiGen Biopharmaceuticals Holdings Ltd.,United Biomedical Inc.(Asia)
Taiwan Sugar
Corp.
Representative:
Ling Ming Sun
CEO of :Biotechnology Division, Taiwan Sugar Corp.
Director ofHaleon Company
Lewis Lee Independent Director of
Brogent Technologies Inc., All Ring Tech Co., Ltd., Poya International Co., Ltd.
Jin Yuan President Securities Corporation Limited.
Wen-Chang
Chang
Director of: Taipei Medical University
Independent Director ofTaiwan Aulisa Medical Devices Technologies, Inc.,
Pharmosa Biopharm Inc.
Remuneration Committee member ofUniversal Cement Corp.
Jang-Yang Chang Independent Director of:Tanvex BioPharma, Inc.
Lai-Shou Su Director of:
Vanguard International Semiconductor Corp.
Taiwan Bio-Manufacturing Corp.
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