==> picture [129 x 54] intentionally omitted <==

Stock Code: 2636

T3EX Global Holdings Corp. 2021 Annual Meeting of Shareholders

(Translation)

Meeting Agenda Handbook

MEETING TIME: 05, 25, 2021

PLACE: Cathay Financial Conference Hall, G Room

Table of Contents	Table of Contents	Table of Contents
I. Meeting Procedure…………...................................................................................		P3
II. Meeting Agenda		P4
	1. Report Items…………………………….…….......................................................	P5
	2. Proposed Resolutions…………….…………..………….......................................	P7
	3. Discussion Items……………...……………..........................................................	P9
	4. Election Items……………...……………..............................................................	P9
	5. Other Discussion Items……………...……………................................................	P10
	4. Meeting Adjourned…………………………………….…………………………	P11
III. Attachments…………………………………….………………………………..		P12
	1. 2020 Business Reports……………………….……………………..……………	P12
	2. Audit Committee’s Review Report………………………………………………	P15
	3. 8th Regulations of Company's Shares Buyback and Transfer to Employees	P16
	4. Financial Statement……………………………………………………………….	P18
	5. Comparison Table for Amendments of Rules of Procedure for Shareholder Meetings	P33
	6. Comparison Table for Amendments of Procedures for Election of Directors	P35
	7. Comparison Table for Amendments of Operational Procedures for Acquisition and Disposal of Assets	P38
IV. Appendices……………………………………………………………………….		P40
	1. Articles of Incorporation………………………………………………………...	P40
	2. Rules of Procedure for Shareholder Meetings	P47
	3. Procedures for Election of Directors	P57
	4. Operational Procedures for Acquisition and Disposal of Assets	P61
	5. Shareholdings of Directors……………………………………………………..	P89
	6. Directors’ Compensation and Employees’ Profit Sharing………………………..	P90

P90 7. The Impact of Stock Dividend Issuance on Business Performance, EPS, and Shareholder Return Rate………………………………………………………….

T3EX Global Holdings Corp.

Time: 9:30 a.m., May 25, 2021

Place: Cathay Financial Conference Hall, G Room

( No.9, Songren Rd., Xinyi Dist., Taipei City 110, Taiwan)

I. Procedure for the 2021 Annual Meeting of Shareholders:

1. Call the Meeting to Order

2. Chairman’s Address

3. Report Items

4. Proposed Resolutions

5. Discussion Items

6. Election Items

7. Other Discussion Items

8. Meeting Adjourned

II. Agenda of Annual Meeting of Shareholders:

1. Report Items

（ 1 ） 2020 Business Report
（ 2 ） Audit Committee Review Report on the 2020 Financial Statements
（ 3 ） 2020 Employees' and Directors' Compensation
（ 4 ） The Status of 2020 Endorsement and Guarantee
（ 5 ） Issue of 4th Domestic Unsecured Convertible Bond
（ 6 ） Implementation of Share Buyback Program
（ 7 ） The 8th Regulations of Company's Shares Buyback and Transfer to Employees
（ 8 ） Other Report Items

2. Proposed Resolutions

（ 1 ） Adoption of the 2020 Business Report and Financial statements
（ 2 ） Adoption of the Proposal for Distribution of 2020 Profits

3. Discussion Items

（ 1 ） Amendment to the Rules of Procedure for Shareholder Meetings
（ 2 ） Amendment to the Procedures for Election of Directors
（ 3 ） Amendment to the Operational Procedures for Acquisition and Disposal of Assets

4. Election Items

Election of One Additional Director

5. Other Discussion Items

Proposal of Release the Prohibition on Directors from Participation in Competitive Business

6. Meeting Adjourned

1. Report Items

 Report No.1

2020 Business Reports.

Explanation:

Please refer to page 12-14 (Attachment 1) for details.

 Report No.2

Audit Committee Review Report on the 2020 Financial Statements.

Explanation:

Please refer to page 15 (Attachment 2) for details.

 Report No.3

2020 Employees' and Directors' Compensation.

Explanation:

” i.In accordance with the “Company’s Articles of Incorporation .

ii.The Company’s 2020 profit before distribution was NT$553,913,746 which distributed 0.5% (NT$2,795,640) employees’ compensation and distributed 2% (NT$11,080,000) directors’ compensation with cash.

 Report No.4

The status of 2020 endorsement and guarantee

Explanation:

i.In accordance with the “Company’s the Operational Procedures for Endorsements and Guarantees”.
ii.The Company has endorsed the bank contract for the future operating capital of Shanghai YaoHwa International Forwarder Co., Ltd. The end of year balance was NT$12,920 thousands and the actual usage amount was NT$0.
iii.The Company has endorsed the bank contract for the future operating capital of T.H.I. Group (Shanghai) Ltd. The end of year balance was NT$135,765 thousands and the actual usage amount was NT$14,431.
iv.The Company has endorsed the bank contract for the future operating capital of T-SC Factoring Co., Ltd. The end of year balance was NT$285,580 thousands and the actual usage amount was NT$0.

v.The Company has endorsed the bank contract for the future operating capital of T-Cube Global Logistics Co., Ltd. The end of year balance was NT$81,825 thousands and the actual usage amount was NT$31,012 thousands.
vi.The Company has endorsed the bank contract for the future operating capital of TEC Logistics Co., Ltd. The end of year balance was NT$98,350 thousands and the actual usage amount was NT$ 0.
vii.The Company has endorsed the bank contract for the future operating capital of THI Group Limited (H.K.). The end of year balance was NT$28,100 thousands and the actual usage amount was NT$ 2,442.
viii.Shanghai YaoHwa International Forwarder Co., Ltd. endorsed the business contract for the business need of T.H.I. Group (Shanghai) Ltd. The end of year balance is NT$3,015 thousands and the actual usage amount was NT$3,015 thousands.

 Report No.5

Issue of 4th Domestic Unsecured Convertible Bond.

 Explanation:

i.In order to pay back bank debts, the board proceeded the issue of 4th Domestic Unsecured Convertible Bonds for NTS300, 000,000(aggregate par value), that issue period is 3 years.
ii.The Company has finished this project on December 01, 2020. The capital has been 100% used in paying back bank debts to decrease the interest expenses.

 Report No.6

Implementation of Share Buyback Program.

 Explanation:

The Company’s implementation of share buyback, please refer as below for details.


Treasury stocks: Batch Order	7~~th~~Batch	8~~th~~Batch
Purpose of buyback	Transfer to employee	Transfer to employee
Timeframe of buyback	2017/01/23~2017/02/10	2020/3/20~2020/5/18
Price range	15.00~25.00per share	12.35~25.00per share
Type of shares	Common stock	Common stock
Quantityof shares buyback	1,361,000 shares	1,556,000 shares
Value of shares buyback	NT$28,785,357	NT$32,762,643
The ratio of the number of	68.05%	15.56%

shares that were repurchased to the planned number of shares to be repurchased
Shares sold/transferred	0 share	0 share
Accumulated number of company shares held	1,361,000 shares	2,917,000 shares
Percentage of total company shares held (%)	1.07%	2.29%

 Report No.7

The 8th Regulations of Company's Shares Buyback and Transfer to Employees.

 Explanation:

The Company’s “8th Regulations of Company's Shares Buyback and Transfer to Employees.” approved by the board meeting on March 19, 2020. According to the Article 12, the regulations should be reported to shareholders meeting. Please refer to page 16-17 (Attachment 3) for details.

 Report No.8

Other report items

Explanation:

The status of proposal from shareholders: The Company didn’t receive any proposal during the period of proposal from March 19, 2021 to March 29, 2021.

2. Proposed Resolutions

(1) Proposal: (Proposed by the Board) Adoption of the 2020 business report and financial statements. Explanation:

i.The Company’s 2020 financial statements, including the balance sheet, income statement, statement of changes in shareholders’ equity, and statement of cash flows, were audited by independent auditors, CHI-LUNG YU and MEI-PIN WU of KPMG Firm. Also the business report and financial statements have been approved by the audit committee and board of directors on March 9, 2021.
ii.The 2020 business report, independent auditors’ audit report, and the above-mentioned financial statements were attached in the Meeting Agenda, please refer to page 18~32 (Attachment 4). Resolution:

(2) Proposal: (Proposed by the Board)

Adoption of the proposal for distribution of 2020 profits. Explanation:

i.The board has adopted a proposal for distribution of 2020 profits. Please refer to the below 2020 Profit Distribution Table.

T3EX Global Holdings Corp. Profit Distribution Table Year 2020

Year 2020
	`（`Unit: NTD`＄）`
Beginning Retained Earnings		82,680,330
Less: Remeasurement of defined benefit obligation in 2020	(2,419,566)
Add: Disposal of investments in equity instruments designated at fair	24,145,874	21,726,308
value through other comprehensive income
Adjusted Beginning Retained Earnings		104,406,638
Add: Netprofit after tax	541,992,000
Less: 10% legal reserve	(56,371,831)
Less: Reversal of the special reserve	178,938,228	664,558,397
Distributable Net Profit		768,965,035
Distributable items:
Shareholders Bonus- Stock Dividends	0
Shareholders Bonus- Cash Dividends(NT$3.2 per share)	(397,569,286)	(397,569,286)
Unappropriated retained earnings		371,395,749

ii.After the proposal is approved by the Shareholders’ Meeting, the Chairman is authorized to determine the distribution record date, the dividend distribution date and other related detail.
iii.In the event that, before the distribution record date, the proposed profit distribution is affected by an amendment to relevant laws or regulations, a request by the competent authorities, or a buyback of shares or issuance of new shares for transferring treasury shares to employees or for equity conversion in connection with domestic convertible corporate bonds or other convertible securities or employee stock options, it is proposed that the Chairman be authorized to adjust the cash to be distributed to each share based on the number of actual shares outstanding on the record date for distribution.
Resolution:

3. Discussion Items

(1) Proposal: (Proposed by the Board)

Amendment to the Rules of Procedure for Shareholder Meetings.

Explanation:

i.In accordance with the amendment of Company Act, the Company amended the Rules of Procedure for Shareholder Meetings. Please refer to page 33~34 (Attachment 5).

i.Please proceed to discuss.

Resolution:

(2) Proposal: (Proposed by the Board)

Amendment to the Procedures for Election of Directors.

Explanation:

i.According to Securities and Future Bureau’s No. 1080311451 letter, the company hereby proposes to amend the Procedures for Election of Directors. Please refer to page 35-37 (Attachment 6).

ii.Please proceed to discuss.

Resolution:

(3) Proposal: (Proposed by the Board)

Amendment to the Operational Procedures for Acquisition and Disposal of Assets.

Explanation:

i.In accordance with the Company’s actual needs, the company hereby proposes to amend the Operational Procedures for Acquisition and Disposal of Assets. Please refer to page 38~39 (Attachment 7).

ii.Please proceed to discuss.

Resolution:

4. Election Items

Election of One Additional Director.

Explanation:

i.For the future operating needs, the Company hereby proposes to

elect one additional director.

ii.According to the Article 13 of the Company’s Articles of Incorporation, the Company shall have 7 to 13 directors, there are 9 directors (3 independent directors). Their term have started from 06/21/2019 and will conclude on 06/20/2022.
iii.The term of new director will start from 05/25/2021 and conclude on 06/20/2022.
iv.This election method will use the cumulative voting method.
v.The qualification of the nominated director has been reviewed by the Board meeting on 03/09/2021. Personal information of the nominated director, please refer as follows:

Name	Shareholdings	Education&Experience	Presentposition
WPG Holdings representative: K.Y. Chen	10,925,904 shares	 Electro physics degree of National Chiao-Tung University.  The founder and chairman of Silicon Application Corporation Group.	1. The chairman and director of WPG holdings’ subsidiaries. 2. The director of PapiVax Biotech Inc. 3. The director of LeadSun New Star Corp. 4. The supervisor of Taipei Electronic Components Suppliers' Association (TECSA).

vi.Please proceed to elect.

Voting Results

5. Other Discussion Items

Proposal: (Proposed by the Board)

Proposal of Release the Prohibition on Directors from Participation in Competitive Business

Explanation:

i.According to the Article 209 of Company Act, a director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.
ii.The detail of the director from participation in competitive business is as follows:

Director	Participation in Competitive Business
WPG Holdings	1. The chairman and director of WPG holdings’

	representative: K.Y. Chen	subsidiaries. 2. The director of PapiVax Biotech Inc. 3. The director of LeadSun New Star Corp. 4. The supervisor of Taipei Electronic Components Suppliers' Association(TECSA).

iii.Please proceed to discuss.

Resolution:

6. Meeting Adjourned

Attachment 1: 2020 Business Report

First of all, on behalf of T3EX Holdings, we would like to extend our sincere thanks to all the shareholders for your attention and support in the past year. T3EX Holdings will keep leading the industry and advance to be the provider of comprehensive logistics supply chain service.

2020 Performance Review: From Deep Downturn to Big Rebound, T3EX’s Performance Breakthroughs a Record High.

Unit ： NTD thousands

	2020	2019	YoY
Reveune	15,160,243	11,258,071	34.66%
Gross Profit	2,467,887	2,014,229	22.52%
OperatingExpense	1,771,981	1,717,569	3.17%
OperatingProfit	695,906	296,660	134.58%
Income Profit after Tax	570,727	241,363	136.46%
EPS(dollars)	4.72	2.15	119.53%
Gross Margin	16.28%	17.89%	-1.61%
OpeartingProfit Margin	11.69%	15.26%	-3.57%
Net Income Margin	3.76%	2.14%	1.62%

Owing to the full products layout, which includes ocean freight, air freight, rail transport and domestic logistics, even under the severe impact of Covid-19, T3EX still performed well and enjoyed tremendous growth despite adversity in 2020. Last year, the company’s consolidated revenue reached NTD$ 15.16 billion with a 34.66% YOY growth; the gross margin reached NTD$ 2.47 billion with a 22.52% YOY growth; the income profit after tax reached NTD$570 million with a 136.46% YOY growth and EPS reached NTD$ 4.72 dollar with a 119.53% YOY growth.

In the analysis of business breakdown, the revenue of ocean freight takes up 52% of the total revenue, while Europe and the US long-haul constitute over 70%. Since the second half of 2020, the freight rate of US route started to rebound, after that, owing to the severe lack of container, space and labor, the freight rate of all routes increased dramatically, thus making T3EX’s ocean freight gross profit reaching NTD$1.34 billion with a 22% YOY growth.

With regard to air freight, due to the influence of Covid-19, passenger flights decreased drastically as well as belly cargo capacity. However, thanks to the strong and urgent cargo demand for medical supplies in the second quarter of 2020, both cargo volume and freight rate increased dramatically. In the second half of 2020, led by the strong demand of supply chain for electronic industry, the demand for space booking enjoyed huge increase, which sustained the freight rate at a high level. The overall 2020 gross profit reached NTD$706 million with a 33% YOY growth.

As for China-Europe/ China-Russia railway transport, due to the severe space shortage of ocean and air, large amount of cargoes that intended to be transported by ocean and air, tend to railway. In the year 2020, the freight rate of China-Europe railway rose by 80%~100%. Moreover, T3EX`s year-round volume increased four times compared with last year, while the gross profit enjoyed a 88% YOY growth.

For the domestic logistics, China’s domestic market began to recover in Q2, 2020 and strongly rebound since Q3, 2020, which propelled the growth of import, customs, warehousing and transportation. T-Cube Logistics, the Company’s domestic logistics subsidiary, began to gain profit in Q3, 2020 and achieved its annual profit goal.

Last but not least is the revenue breakdown by region. Owing to the strong demand of medical supplies and inventory supplement from China to Europe and the US, the Company’s 2020 China revenue enjoyed a 39% YOY growth; in favor of the supply chain transfer & import and export demand increase caused by the China-US trade war, along with the global freight rates surge caused by the imbalance of ship and space, the Company’s Southeast Asia revenue enjoyed a 36% YOY growth; due to the manufacturing return and increase of supply chain logistics activities in intra-Asia, the Company’s Taiwan revenue grew by 23% compared with last year.

2021 Outlook: Riding the Winds and Waves to Embrace a Bright Future.

In the post-pandemic era, enterprises` mentality for supply chain will change from “just-in-time inventory” to “safe inventory”, which will make factories build their safe inventories in a vigorous way. Also, the ease of Covid-19, increase of vaccination rate and the government’s poverty alleviation grants have triggered the expenditure growth in US, thus making the export demand from Asia to Europe and the US remain strong.

About ocean freight market, as port congestion and container shortage of the US caused by the pandemic remain unsettled, large amount of vessels are waiting on sea, thus unloading time is greatly postponed. As the export demand from Asia continues to grow, causing the scarcity of ship and space, the long-haul rate will sustain at high level. But it is predicted that the container and space shortage will alleviate in the second half of the year. But only if the business structure of ocean industry could transform, high freight rate will become normal. What`s more, as worldwide Covid-19 vaccination rate increases, global economy may gradually recover from H2, 2021, at that time, we will enter the traditional booming season in Q3, so shipping industry will remain prosperous this year. However, we should still observe three indexes: container turnover rate, GCSP (Global Carrier Schedule Performance) and global Covid-19 vaccination rate.

For air freight market, remote communication become the new normal, E-vehicle, 5G, and AI are carried forward in succession, thus the demand for semi-conductor and related electronic components increases. In addition, manufacturers have enhanced their inventory storage, thus we predict the certain cargo demand will keep growing. On the other hand, as more and more Covid-19 vaccines acquired permission to go on the market, they will demand and consume most of the air capacity. Before the cancellation of international travel restrictions, almost 50% of the passenger and cargo flights are grounded, so air freight rates will remain at a high level owing to the 20%~30% capacity gap.

Since the cost of China-Europe/China-Russia rail transport being much lower than air and close to ocean, while, its transportation time is one third of ocean, railway becomes the main transportation method for many customers after the pandemic. So far, China has become the EU’s largest bilateral trade partner. In 2020, China-EU bilateral trade amount reaching EUR 586 billion, surpassing the US-EU bilateral trade amount of USD 555 billion. Due to the rapid growth of demand, trains and containers become tight, thus we could positively foresee an increase for this year.

About China domestic logistics market, as the domestic spending continues to grow, plus the supply chain restructuring caused by China-US trade war, China forms the “dual circulation economy” with both manufacturing and consumption, so, it is foreseeable that demand for domestic warehousing and transportation will also increase.

For Southeast Asia market, the China-US trade war resulted in a restructuring of the global supply chain with Taiwan and Southeast Asia produce for the US consumer economy. In addition, with the benefits of demographic dividend, land, and tax advantages, there is a chance for the Southeast Asia market to boom.

Generally speaking, the global pandemic is slowing down. With the increase of Covid-19 vaccination rate, global economy will recover gradually at a stable pace. Thus, the overall logistics market will enjoy a further increase, the 2021 outlook is still optimistic.

Future Strategy Plan: Raising Sufficient Capital to Expand Market Share in the Post-Covid-19 Era to Create a New Milestone.

T3EX’s 2020 performance showed the gain of integrated logistics. We will continue to play effectiveness of holding platform via the duo-headquarter module as well as NTD$615 million capital raised from capital market this January. With healthier and more competent financial structure and sufficient cash flow to ally with strategic partners, by merge or joint-venture strategy to integrate vertical industry and expand market, the Company will keep the growing momentum and open a new chapter. The Operating Strategy of Duo Headquarters is as follows:

 Taipei Headquarter (Non-China Market):

Capture the opportunity of returning Taiwanese manufacturers from China and increase investment in Taiwan.
Increase investment in Southeast Asia market.
Strengthen long haul route business from Asia to Europe and the US.
Expand network locations within Asia.
Deepen collaborations with WPG Holdings.

 Shanghai Headquarter(China Market):

Enhance one-stop logistics service in China (Import + Custom Clearance+ Warehousing + Transportation + Supply Chain Finance), increase investment in import logistics business.
Develop Africa and Latin America market via JV and closer partnerships with overseas agents.
Develop comprehensive China-Europe/China-Russia/China-Central Asia railway and China-Central Asia transportation businesses.
Expand supply chain finance business.
Establish B2B2C warehousing digital services.

We will continue to strengthen our expertise and create greater values for our shareholders.

Chairman& General Manger: David Yen Accounting Management: Allen Hou

Attachment 2: Audit Committee’s Review Report

T3EX Global Holdings Corp. Audit Committee’s Review Report

Date: March 9, 2021

The Board reports the financial statement, business report, and earnings distribution proposal of 2020, and financial statement have been audited by KPMG Taiwan. The financial statements, business report and earnings distribution proposal have been reviewed and determined to correct and accurate by the Audit Committee members of T3EX Global Holdings Corp. According to relevant requirements of the Securities and Exchange Act and the Company Law, we hereby submit this report.

Submitted to:

2021 Regular Shareholders’ Meeting of the Company

Chairman of the Audit Committee Li-Chiu Chang

Attachment 3: 8th Regulations of Company's Shares Buyback and Transfer to Employees

T3EX Global Holdings Corp.

8th Regulations of Company's Shares Buyback and Transfer to Employees.

(The First in Year 2020)

Mandate Date: March 19, 2020

Article 1 In order to care for and encourage its employees, T3EX adopts these Rules for the Buyback and Transfer of the Company’s Shares to Employees in accordance with Article 28-2, paragraph 1, subparagraph 1 of the Securities and Exchange Act and the provisions of the Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies issued by the Financial Supervisory Commission, Executive Yuan. Any repurchase of shares and transfer to employees by T3EX, in addition to complying with related laws and regulations, will be carried out in accordance with these Rules.
Article 2 The shares in the present transfer of shares to employees will be common shares, and the rights and obligations associated with those shares, unless otherwise provided by applicable laws and regulations or these Rules, will be the same as other outstanding common shares of T3EX.
Article 3 In accordance with these Rules, the shares in the present share repurchase may be transferred to employees in a single transfer or multiple transfers within five years from the date of the share repurchase.
Article 4 Any employee in the Company herein who held an official post prior to the record date of share subscription or had a special contribution to the Company, reported and approved by the Board of Directors shall be entitled to subscription as specified in Article 5 of this Measure governing the number of shares for subscription. Assigned subjects who resigned from the Company during the period spanning from the record date of shares subscription to the deadline of payment for the subscription (or went on furlough) shall be no longer qualified for subscription.
The employee of the Company as stated above is the full-time employee of the Company and subsidiary on the record date of shares subscription.
Article 5 The Company has formulated the equity number of shares assigned for an employee with consideration of criteria including but not limited to employee rank, seniority and special contribution to the Company, as well as the total buyback number of shares held by the Company on the record date of shares subscription and the upper limit of shares a single employee can subscribe to and other factors, to which the President has approved.
Article 6 Procedures for the present repurchase of shares and transfer to employees: 1. The repurchase of T3EX shares will be publicly announced, reported, and carried out during the implementation period in accordance with the resolution of the Board of Directors.
1. The Board has authorized the Chairman to institute and publicly announce operating procedures relating to the record date for employee subscriptions, the standards for numbers of shares to which employees may subscribe, the period for payment for subscriptions, and the rights associated with share subscriptions.
1. Statistics will be compiled on the numbers of shares actually subscribed and paid for, and the registration of share transfers will be carried out.
Article 7 Agreed transfer price per share: The share transfer price for the present repurchase of shares and transfer to employees will be the average of the actual share repurchase prices, (The transfer price is

calculated by rounding up to one decimal place.) provided that if, prior to the transfer, there is either an increase in the number of issued shares of T3EX common stock, the transfer price may be adjusted within a range proportional to the increase. Transfer price adjustment formula:

Adjusted transfer prices = Actual Average repurchase price x (The total number of ordinary shares on the date of repurchase completion ÷The total number of ordinary shares before the record date of transfer to employees )
Article 8 When T3EX transfers to employees’ treasury stock it has repurchased, the related tax should be paid. But in the future, in case of any amendment to the relevant tax laws and regulations of the ROC, all tax matters shall be construed in accordance with the then prevailing laws.
Article 9 Except otherwise provided, the rights and obligations associated with the transferred shares, following the transfer of shares in the present share repurchase to employees and registration of share transfer, will be the same as those originally associated with the shares.
Article 10 The Company's buyback treasury stocks for assignment to employee shall be all assigned in five (5) years of the buyback day; overdue unassigned shares shall be deemed as those that the Company has not issued and shall be processed with registry of change cancellation of shares by law.
Article 11 These Rules will be adopted and take effect following a resolution of the Board of Directors and may be amended by submission to the Board of Directors for a resolution.
Article 12 These Rules, and any amendments hereto, shall be reported to the shareholders meeting. Article 13 The regulation is mandated on March 19, 2020.

Attachment 4: Financial Statement

Independent Auditors’ Audit Report

To the Board of Directors of T3EX Global Holdings Corp.

Opinion

We have audited the consolidated financial statements of T3EX Global Holdings Corp. (“the Company”) and its subsidiaries (“the Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, the consolidated statements of comprehensive income, changes in equity and 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, 2020 and 2019, 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 with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effects by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audit of the consolidated financial statements as of and for the year ended December 31, 2020 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, and the auditing standards generally accepted in the Republic of China. Furthermore, we conducted our audit of the Consolidated financial statements as of and for the year ended December 31, 2019 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, Rule No. 1090360805 issued by the Financial Supervisory Commission, and the auditing standards generally accepted in 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 Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of 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 consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

1. Revenue recognition

Please refer to Note 4(m) "Revenue recognition" of consolidated financial statements and Note 6(t) "Revenue from contracts with customers" for the details of operating revenues of consolidated financial statements.

Description of key audit matter:

The Group mainly engages in sea and air freight forwarding, and total logistics solution. Therefore, the revenue

is a matter to the users of the consolidated financial statements. Consequently, this is one of the key assessment areas in our audit.

How the matter was addressed in our audit:

Understanding the internal control on revenue recognition applied by the management and assessing whether appropriate accounting policy is applied; performing the analysis on revenue from the top ten customers to verify whether or not any unusual transaction has incurred; performing the sampling procedures to verify records and supporting document of the transactions; selecting a period before and after the reporting date to assess whether revenue recognized in the correct period.

2. Goodwill and other intangible assets impairment assessment

Please refer to Notes 4(l) “Impairment of non financial assets” of the consolidated financial statements, Note 5 for assumptions on the accounting estimates and assumptions on the impairment of goodwill and other intangible assets of the consolidated financial statements, and Note 6(i) for the details of the intangible assets in consolidated financial statements.

Description of key audit matter:

The accounting policy applying to the goodwill and other intangible assets arising from acquisition transactions is with the uncertainty estimation. Consequently, this is one of the key assessment areas our audit focus on.

How the matter was addressed in our audit:

Understanding the internal control on the impairment assessment of the goodwill and other intangible assets; selecting significant goodwill and other intangible assets; obtaining impairment assessment reports issued by an external expert engaged by the management; assessing model, parameters and assumptions applying to the financial information forecast; and evaluating whether the assessment for goodwill and other intangible assets was based on the accounting policies.

3. Accounts receivable evaluation

Please refer to Note 4(g) “impairment of financial assets” of consolidated financial statements, Note 5 “Estimation uncertainty of the impairment of the receivable” of consolidated financial statements and Note 6(d) “impairment of the receivables” of consolidated financial statements.

Description of key audit matter:

The Group deal with its main customers on credit, so Group's receivables are exposed to the credit risk. When the customer defaults, the receivables may be impaired. Since the collectability assessment of receivables depends on management's judgment. Consequently, this is one of the key assessment areas in our audit.

How the matter was addressed in our audit:

Understanding impairment policy applied to the receivables by the management; assessing whether it is based on appropriate accounting policies. Inquiring the management whether there was any receivable with difficulty to collect; performing a sampling procedure to check the correctness of the aging of receivables and to review the collection of receivables in the subsequent period to understand if there were any significant overdue receivables to evaluated the provisions for impairment of receivables are adequate.

Other Matter

T3EX Global Holdings Corp. has prepared its parent company only financial statements as of and for the years ended December 31, 2020 and 2019, on which we have expressed an unqualified opinion.

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 Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, 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 the Audit Committee) are responsible for overseeing the Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

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

As part of an audit in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assets 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.
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.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conduct that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and 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.

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.

The engagement partners on the audit resulting in this independent auditors’ report are Chi Lung Yu and

Mei Pin Wu.

KPMG

Taipei, Taiwan (Republic of China)

March 9, 2021

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES

Consolidated Balance Sheets
December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2020 Amount % $ 2,429,343 31 77,584 1 203,773 3 42,708 1 2,713,915 35 7,319 - 2,854 - 409,894 5	December 31, 2020	December 31, 2020	December 31, 2020
	Amount	%	Amount
	3,691,675 47 2,957,688 48
5,887,390 76
	287,611 4 - - 202,180 3 303,861 5 123 - 123 - 144,856 2 151,938 4 84,927 1 82,723 1
337,407 4 47,908 1 285,706 4 315,069 4 527,795 7 84,102 1 52,600 1 103,728 1 72,657 1
	719,697 10 538,645 10
	4,411,372 57 3,496,333 58
	1,171,575 15 1,171,575 19 86,108 1 - - 830,563 11 798,811 13 1,066,722 14 653,539 11 44,319 1 (186,054) (3) (60,560) (1) (27,797) -
1,826,972 24
	3,138,727 41 2,410,074 40
	164,263 2 142,713 2
	3,302,990 43 2,552,787 42
$ 7,714,362 100	$ 7,714,362 100 6,049,120 100

See accompanying notes to financial statements.

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

`T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES`

`Consolidated Statements of Comprehensive Income`

`For the years ended December 31, 2020 and 2019` (Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

2020	% 100 84	2019	% 100 82
Amount $ 15,160,243 12,692,356		Amount 11,258,071 9,243,842
2,467,887	16	2,014,229	18
1,295,526 474,319 2,136	8 3 -	1,253,809 459,534 4,226	11 4 -
1,771,981	11	1,717,569	15
695,906	5	296,660	3
6,804 21,164 812 17,189 (40,865)	- - - - -	5,735 9,421 1,851 35,495 (38,347)	- - - - -
5,104	-	14,155	-
701,010 130,283	5 1	310,815 69,452	3 1
570,727	4	241,363	2
(2,420) 325,906 -	- 2 -	(6,816) 12,656 -	- - -
323,486	2	5,840	-
(77,911) -	(1) -	(88,526) -	(1) -
(77,911)	(1)	(88,526)	(1)
245,575	1	(82,686)	(1)
$ 816,302	5	158,677	1
$ 541,992 28,735	4 -	249,047 (7,684)	2 -
$ 570,727	4	241,363	2
$ 794,091 22,211	5 -	181,607 (22,930)	1 -
$ 816,302	5	158,677	1
$	4.72		2.15
$	4.70		2.15

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

`T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES`

Consolidated Statements of Changes in Equity

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Equity attributable to owners of parent company

Share capital	Capital surplus		Retained earnings	Retained earnings		Total other equity interest	Total other equity interest	Total other equity interest	Treasury shares	Total equity attributable to owners of parent company	Non-contro lling interests	Total equity
						Exchange differences on translation of foreign financial statements	Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income	Total other equity interest
Ordinary shares Capital collected in advance		Legal reserve	Special reserve	Unappropriated retained earnings	Total retained earnings
$ 1,183,455 -	808,958	175,635	137,517	363,727	676,879	(120,377)	(5,053)	(125,430)	(60,643)	2,483,219	165,643	2,648,862
- - - -	- -	- -	- -	249,047 (6,816)	249,047 (6,816)	- (73,280)	- 12,656	- (60,624)	- -	249,047 (67,440)	(7,684) (15,246)	241,363 (82,686)
- -	-	-	-	242,231	242,231	(73,280)	12,656	(60,624)	-	181,607	(22,930)	158,677
- - - - - - (11,880) -	- - - (10,147)	35,493 - - -	- - (12,087) -	(35,493) (254,752) 12,087 (10,819)	- (254,752) - (10,819)	- - - -	- - - -	- - - -	- - - 32,846	- (254,752) - -	- - - -	- (254,752) - -
1,171,575 - - - - -	798,811 - -	211,128 - -	125,430 - -	316,981 541,992 (2,420)	653,539 541,992 (2,420)	(193,657) - (71,387)	7,603 - 325,906	(186,054) - 254,519	(27,797) - -	2,410,074 541,992 252,099	142,713 28,735 (6,524)	2,552,787 570,727 245,575
- -	-	-	-	539,572	539,572	(71,387)	325,906	254,519	-	794,091	22,211	816,302
- - - - - - - - - 86,108 - - - - - - - -	- - - 25,138 - - 661 5,953 -	23,141 - - - - - - - -	- 60,624 - - - - - - -	(23,141) (60,624) (150,535) - - - - - 24,146	- - (150,535) - - - - - 24,146	- - - - - - - - -	- - - - - - - - (24,146)	- - - - - - - - (24,146)	- - - - - (32,763) - - -	- - (150,535) 25,138 86,108 (32,763) 661 5,953 -	- - - - - - (661) - -	- - (150,535) 25,138 86,108 (32,763) - 5,953 -
$ 1,171,575 86,108	830,563	234,269	186,054	646,399	1,066,722	(265,044)	309,363	44,319	(60,560)	3,138,727	164,263	3,302,990

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES

`Consolidated Statements of Cash Flows`

`For the years ended December 31, 2020 and 2019` (Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation expense Amortization expense Expected credit loss Net gain on financial assets or liabilities at fair value through profit or loss Interest expense Interest income Share-based payments transactions Share of profit of associates and joint ventures accounted for using equity method Loss (gain) on disposal of property, plant and equipment Gain on disposal of investments Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: (Increase) decrease in notes receivable (Increase) decrease in accounts receivable Increase in accounts receivable due from related parties (Increase) decrease in other current assets Increase in other operating assets Total changes in operating assets Changes in operating liabilities: Increase (decrease) in notes payable Increase (decrease) in accounts payable Decrease in accounts payable to related parties Increase (decrease) in other payables Increase (decrease) in other current liabilities Decrease in net defined benefit liability Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease in refundable deposits Acquisition of intangible assets Dividends received Net cash flows from (used in) investing activities Cash flows from (used in) financing activities: Increase (decrease) in short-term loans Proceeds from issuance of convertible bonds Proceeds from long-term loans Repayments of long-term borrowings Payment of lease liabilities Cash dividends paid Capital increase by cash Cost of increase in treasury stock Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2020 $ 701,010 250,807 24,620 2,136 (40,533) 40,865 (17,189) 5,953 (812) 1,265 (4,601)	2019 310,815 289,661 23,588 4,226 (2,108) 38,347 (35,495) - (1,851) (1,793) (1,050)
	262,511	313,525
	(6,598) (980,617) (5,508) (224,674) (12,388)	6,332 179,869 (595) 155,178 (9,381)
	(1,229,785)	331,403
	1,388 435,716 (196) 275,572 11,231 (216)	(12,187) (38,907) (880) (11,660) (1,976) (3,308)
	723,495	(68,918)
	(506,290)	262,485
	(243,779)	576,010
	457,231 17,189 (40,534) (97,258)	886,825 35,495 (38,347) (81,600)
	336,628	802,373
	(16,601) 55,454 (44,246) 105,028 (52,153) 3,746 10,431 (1,677) 15,627	(164) - (55,837) 32,726 (37,070) 2,810 32,799 (8,616) 8,574
	75,609	(24,778)
	(29,568) 312,269 200,000 (301,660) (210,083) (150,535) 86,108 (32,763)	207,216 - 300,000 (201,656) (246,276) (254,752) - -
	(126,232)	(195,468)
	(73,624) 212,381 2,216,962	(92,144) 489,983 1,726,979
	$ 2,429,343	2,216,962

Independent Auditors’ Audit Report

To the Board of Directors of T3EX Global Holdings Corp.: Opinion

We have audited the financial statements of T3EX Global Holdings Corp. (“the Company”), which comprise the balance sheets as of December 31, 2020 and 2019, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, 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 audit of the consolidated financial statements as of and for the year ended December 31, 2020 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, and the auditing standards generally accepted in the Republic of China. Furthermore, we conducted our audit of the financial statements as of and for the year ended December 31, 2019 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, Rule No. 1090360805 issued by the Financial Supervisory Commission, and the auditing standards generally accepted in 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 Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of 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 financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Revenue recognition

Please refer to Note 4(m) "Revenue recognition" of financial statement and Note 6(q) "Revenue from contracts with customers" for the details of operating revenues of financial statements.

Description of key audit matter:

T3EX Global Holdings Corp. is an industrial holding company. Its main operating revenue is from the share of profit of associates accounted for using equity method and the services revenue from subsidiaries by providing management services. We expect that its revenue recognition is the matter to the users of the financial statements. Consequently, this is one of the key assessment areas in our audit on parent company only financial statements of T3EX Global Holding Corp.

How the matter was addressed in our audit:

Understanding the internal control on revenue recognition applied by the management and assessing whether its revenue recognition had been carried out in accordance with the established accounting policy; checking whether T3EX Global Holdings Corp. had calculated and recognized the share of profits and losses of its subsidiaries and associates by using the equity method; comparing the differences between the investment cost and the net equity of its subsidiaries and associates, to ensure that they had been properly handled. Issuing

confirmation letter to T3EX Global Holdings Corp.’s subsidiaries to inquire the amount of the management services fee.

Equity method investees impairment assessment

Please refer to Note 4(l) "Impairment of non financial assets" for accounting policies, Note 5 "assumptions on the accounting estimates and assumptions of the impairment of Equity method investees" and Note 6 (e) for the details of Equity method investees in the financial statements.

Description of key audit matter:

The goodwill and other intangible assets arising from acquisition transactions booked as the investment under the equity method of parent company only financial statements. The accounting policy applying to the goodwill and other intangible assets arising from acquisition transactions is with the uncertainty estimation. Consequently, this is one of the key assessment areas in our audit on parent company only financial statements of T3EX Global Holding Corp.

How the matter was addressed in our audit:

Understanding the internal control on the impairment assessment of the goodwill and other intangible assets; selecting significant goodwill and other intangible assets and obtaining impairment assessment reports issued by the external experts engaged by the management; assessing model, parameters and assumptions applying to the financial information forecast; and evaluating whether the assessment for goodwill and other intangible assets was based on the accounting policies.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the 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 financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Parent company only Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in 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 financial statements.

Identify and assess the risks of material misstatement of the 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.

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.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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.

The engagement partners on the audit resulting in this independent auditors’ report are Chi Lung Yu and

Mei Pin Wu.

KPMG

Taipei, Taiwan (Republic of China)

March 9, 2021

(English Translation of Financial Statements Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP.

Balance Sheets

`December 31, 2020 and 2019`

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2020 Amount % $ 131,102 3 76,945 1 203,773 4 45,593 1 200,000 4 3,062 -	December 31, 2020	December 31, 2020	December 31, 2020
	Amount	%	Amount
	1,343,927 27 1,464,482 35
	287,611 6 - - 200,000 4 300,000 7 14,425 - 14,924 -
660,475 13
229,000 5 3,883,979 78 180,214 4 20,002 - 10,684 - 336 -
	502,036 10 314,924 7
	1,845,963 37 1,779,406 42
	1,171,575 23 1,171,575 28 86,108 2 - - 830,563 17 798,811 19 1,066,722 21 653,539 16 44,319 1 (186,054) (4) (60,560) (1) (27,797) (1)
4,324,215 87
	3,138,727 63 2,410,074 58
$ 4,984,690 100	$ 4,984,690 100 4,189,480 100

See accompanying notes to financial statements.

(English Translation of Financial Statements Originally Issued in Chinese)

`T3EX GLOBAL HOLDINGS CORP.`

`Statements of Comprehensive Income`

`For the years ended December 31, 2020 and 2019`

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

2020	% 100 15	2019	% 100 23
Amount $ 593,438 87,190		Amount 334,862 75,580
506,248	85	259,282	77
506,248	85	259,282	77
5,324 43,091 1,971 (16,596)	1 8 - (3)	5,419 1,756 2,215 (15,105)	2 1 1 (5)
540,038 (1,954)	91 -	253,567 4,520	76 1
541,992	91	249,047	75
706 325,906 (3,126) -	- 55 (1) -	(2,181) 12,656 (4,635) -	(1) 4 (1) -
323,486	54	5,840	2
(71,387) -	(12) -	(73,280) -	(22) -
(71,387)	(12)	(73,280)	(22)
252,099	42	(67,440)	(20)
$ 794,091	133	181,607	55
$ 4.72		2.15
$ 4.70		2.15

(English Translation of Financial Statements Originally Issued in Chinese) `T3EX GLOBAL HOLDINGS CORP.`

`Statements of Changes in Equity`

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Balance on January 1, 2019 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Cash dividends on ordinary share Reversal of special reserve Retirement of treasury share Balance on December 31, 2019 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserved Special reserve appropriated Cash dividends on ordinary shares Other changes in capital surplus: Recognition of equity component of convertible bonds issued Capital increase by cash Purchase of treasury share Changes in ownership interests in subsidiaries Share-based payment transactions Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance at December 31, 2020	Share capital Ordinary shares Capital collected in advance Capital surplus	Retained earnings
		Legal reserve Special reserve Unappropriated retained earnings Total retained earnings

(English Translation of Financial Statements Originally Issued in Chinese)

`T3EX GLOBAL HOLDINGS CORP.`

`Statements of Cash Flows`

`For the years ended December 31, 2020 and 2019` (Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation expense Amortization expense Net gain on financial assets or liabilities at fair value through profit Interest expense Interest income Share-based payment transactions Share of profit of associates accounted for using equity method Loss on disposal of property, plant and equipment Gain on disposal of investments Total adjustments to reconcile loss Changes in operating assets and liabilities: Changes in operating assets: Increase in accounts receivable due from related parties Decrease (increase) in other current assets Decrease in notes payable Increase (decrease) in other payables Decrease in other payables to related parties Increase (decrease) in other current liabilities Increase in net defined benefit liability Total adjustments Cash outflow generated from operations Interest received Interest paid Income taxes paid Net cash flows used in operating activities Cash flows from (used in) investing activities: Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of investments accounted for using equity method Acquisition of property, plant and equipment Increase in other receivables due from related parties Acquisition of intangible assets Dividends received Net cash flows from (used in) investing activities Cash flows from (used in) financing activities: Increase in short-term loans Decrease in short-term loans Proceeds from issuance of convertible bonds Proceeds from issuance of long-term borrowings Repayments of long-term borrowings Cash dividends paid Capital increase by cash Cost of increase in treasury stock Net cash flows from financing activities Net decrease (increase) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2020 $ 540,038 6,192 6,182 (39,894) 16,596 (1,971) 881 (534,327) - (4,601)	2019 253,567 5,808 5,771 (2,108) 15,105 (2,215) - (279,652) 1 (1,050)
	(550,942)	(258,340)
	(2,366) 600 - 10,181 (47,490) 17 207	(2,079) (31,156) (1,007) (1,917) (42,919) (114) 126
	(589,793)	(337,406)
	(49,755) 1,971 (16,265) (5,248)	(83,839) 2,215 (15,105) (1,175)
	(69,297)	(97,904)
	(16,601) 55,452 (44,246) 105,028 (5,706) (1,441) - (1,676) 36,521	(164) - (55,837) 32,726 (10,731) (6,828) (80,000) (8,503) 85,175
	127,331	(44,162)
	- (80,000) 312,269 200,000 (300,000) (150,535) 86,108 (32,763)	290,000 - - 300,000 (200,000) (254,752) - -
	35,079	135,248
	93,113 37,989	(6,818) 44,807
	$ 131,102	37,989

Attachment 5: Comparison table for amendments of Rules of Procedure for Shareholder Meetings

T3EX Global Holdings Corp.

Rules of Procedure for Shareholder Meetings

	Comparison Table for Amendments	Comparison Table for Amendments
Article No.	Original Articles	Amended Articles	Reasons for Amendments
Article 2, paragrap h 4	Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion;~~the essential~~ ~~contents may be posted on the~~ ~~website designated by the~~ ~~tt thit i h f~~	Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matterunder Company Act’s Article 185, paragraph 1, Securities and Exchange Act’s Article 26, paragraph 1, Article 43, paragraph 6, Regulations Governing the Offering and Issuance of Securities by Securities Issuers’ Article 23, paragraph 1, Article 60, paragraph 2 shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion.	Modification for following the policy from competent authority.
	~~compeen auory n carge o~~ ~~securities affairs or the~~ ~~corporation, and such website~~ ~~shall be indicated in the above~~ ~~notice.~~
Article 2, paragrap h 6	A shareholder holding one percent or more of the total number of issued shares may submit to this Corporationa written proposal for discussion at a regular shareholders meeting. The number of items so proposed, however, is limited to one only, and no proposal containing more than one item will be included in the meeting agenda, ~~provided a shareholder proposal~~ ~~for urging the corporation to~~ ~~rmt bli intrt r flfill~~	A shareholder holding one percent or more of the total number of issued shares may submit to this Corporation for discussion at a regular shareholders meeting. The number of items so proposed, however, is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. In addition, when the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. Shareholders could provide a shareholder proposal for urging the	Modification in according with the modification of Company Act’s Article 172, paragraph 5 and Ministry of Economic Affair’s No.1070010541 0 letter.
	~~pooe puc eess o u~~ ~~it il rnibiliti m till~~
	~~s soca esposes ay s~~ ~~be included in the agenda by the~~ ~~board of directors.~~In addition, when the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act

	apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda.	corporation to promote public interests or fulfill its social responsibilities,in view of the procedure, the number of proposals shall be limited to 1 pursuant to the provision set forth in Article 172-1 of the Company Act and other proposals will not be included.
Article 8, paragrap h 2	The Chair shall call the meeting to order at the appointed meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned.	The Chair shall call the meeting to order at the appointed meeting time,and also announce the number of shares without voting rights and the number of shares in attendance and other information.However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned.	To enhance corporate governance and maintain shareholder’s rights.
Article 13, paragrap h 1	The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected.	The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected,as well as the unelected as directors and the numbers of votes.	To enhance corporate governance and maintain shareholder’s rights.
Article 19	……… The fifth modification was on May 27, 2020.	……… The sixth modification was on May 25, 2021.	Add the modification date.

Attachment 6: Comparison table for amendments of Procedures for Election of Directors

Directors
	T3EX Global Holdings Corp. Procedures for Election of Directors Comparison Table for Amendments
Article No.	Original Articles	Amended Articles	Reasons for Amendments
Article 5, paragraph 3	When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act,~~Taiwan~~ ~~Stk Ehn Crrtin~~	When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act, a by-election shall be held at the next shareholders meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.	Modification in accordance with Securities and Future Bureau’s No. 1070345233 letter.
	~~oc xcage opoao~~ ~~Rules Governing Review of~~ ~~Securities Listings, Taipei~~ ~~Exchange Rules Governing~~ ~~the Review of Securities for~~ ~~Trading on the TPEx~~, a by-election shall be held at the next shareholders meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.
A r t i c l e 1 0	~~If a candidate is a~~ ~~shareholder~~, a voter must enter the candidate'saccount name and shareholder account number in the "candidate" column of the ballot;~~in case of not a~~ ~~hrhldr l fill t th~~	A voter must enter the candidate's name and account namein the "candidate" column of the ballot; However, when the candidate is a governmental organization or juristic-person shareholder, the name of the governmental organization or juristic-person shareholder shall be entered in	Modification in accordance with Securities and Future Bureau’s No. 1080311451 letter.
	~~saeoe, pease ou e~~ ~~candidate's name and~~ ~~identification card~~

	~~No.~~However, when the candidate is a governmental organization or juristic-person shareholder, the name of the governmental organization or juristic-person shareholder shall be entered in the column for the candidate's account name in the ballot paper, or both the name of the governmental organization or juristic-person shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each respective representative shall be entered.	the column for the candidate's account name in the ballot paper, or both the name of the governmental organization or juristic-person shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each respective representative shall be entered.	the column for the candidate's account name in the ballot paper, or both the name of the governmental organization or juristic-person shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each respective representative shall be entered.
A rt i cl e 1 2	A ballot is invalid under any of the following circumstances: 1. The ballot was not prepared by a person with the right toboard. 2. A blank ballot is placed in the ballot box. 3. The writing is unclear and indecipherable or has been altered. 4. Shareholder candidate whose account name, shareholder account number do not conform to those on the Shareholders List; non-shareholder candidate whose name and identification card number are found to not match after verification. 5. Other words or remarks	A ballot is invalid under any of the following circumstances: 1. The ballot was not prepared by a person with the right toconvene. 2. A blank ballot is placed in the ballot box. 3. The writing is unclear and indecipherable or has been altered. 4. The candidate whose name is entered in the ballot does not conform to the director candidate list. 5. Other words or marks		Modification in accordance with Securities and Future Bureau’s No. 1080311451 letter.
			list. Other words or marks

		are entered in addition to the candidate's account name (full name) or shareholder account number (identification card number) and the number of voting rights allotted.	6.	are entered in addition to the number of voting rights allotted. Two or more than two candidates are listed in the same ballot.
A rt i cl e 1 6	…… The		…… The	… seventh modification was	Add the modification date.
			on May 25, 2021 .

Attachment 7: Comparison table for amendments of Operational Procedures for Acquisition and Disposal of Assets

T3EX Global Holdings Corp.

Operational Procedures for Acquisition and Disposal of Assets

	Comparison Table for Amendments	Comparison Table for Amendments
Article No.	Original Articles	Amended Articles	Reasons for Amendments
Article 7, paragraph 2, subparagra ph1	The analysis report comprised of transaction conditions and prices determined for the acquisition or disposal of real estate or its right-of-use assets by referring to factors including, but not limited to, assessed present value, assessed valuation and real deal price of neighboring real estate shall be made and submitted to the President of the Company. Where its total deal price is less than NT$10 Million, it shall be presented to the President for approval and proposed for discussion in the next Board of Directors' Meeting. Otherwise, the proposal shall not be carried out until it is passed in the Meeting.	The analysis report comprised of transaction conditions and prices determined for the acquisition or disposal of real estate or its right-of-use assets by referring to factors including, but not limited to, assessed present value, assessed valuation and real deal price of neighboring real estate shall be made and submitted to the President of the Company. Where its total deal price is less than NT$20 Million, it shall be presented to the President for approval and proposed for discussion in the next Board of Directors' Meeting. Otherwise, the proposal shall not be carried out until it is passed in the Meeting.	For future operating needs.
Article 7, paragraph 2, subparagra ph1	The securities trades on centralized securities exchange market or places of business of securities firms shall be determined pursuant to market price by dutiful units, where total trading amount that is less than NT$30 Million (included) is subject to the Company's Level of Authority (LOA), while total trading amount that is more than NT$30Million and less than NT$100 Million (included) is approved by the President andproposed for	The securities trades on centralized securities exchange market or places of business of securities firms shall be determined pursuant to market price by dutiful units, where total trading amount that is less than NT$100 Million (included) is subject to the Company's Level of Authority (LOA), while total trading amount that is more than NT$100 Million and less than NT$200 Million (included)is approved bythe	For future operating needs.

	discussion in the next Board of Directors' Meeting, while presenting analysis report on long-term/short-term securities unrealized profit or loss. The trade amounting to more than NT$100 Million is executed after approval by the Board of Directors.	President and proposed for discussion in the next Board of Directors' Meeting, while presenting analysis report on long-term/short-term securities unrealized profit or loss. The trade amounting to more than NT$200 Million is executed after approval by the Board of Directors.
Article 7, paragraph 2, subparagra ph2	The securities trades not on centralized securities exchange market or places of business of securities firms shall assess trading prices, including but not limited to, net value per share, profitability and future potential of development by referring to the latest CPA audited or reviewed financial statements ,prior to the date on which the situation arose, where total trading amount of more than NT$10 Million shall be subject to the Level of Authority, while total trading amount of more than NT$10 Million and less than NT$30 Million (included) is approved by the President and proposed for discussion in the next Board of Directors' Meeting, while presenting analysis report on long-term/short-term securities unrealized profit or loss. Trade amounting to more than NT$30 Million is executed after approval by the Board of Directors.	The securities trades not on centralized securities exchange market or places of business of securities firms shall assess trading prices, including but not limited to, net value per share, profitability and future potential of development by referring to the latest CPA audited or reviewed financial statements ,prior to the date on which the situation arose, where total trading amount of more than NT$10 Million shall be subject to the Level of Authority, while total trading amount of more than NT$10 Million and less than NT$50 Million (included) is approved by the President and proposed for discussion in the next Board of Directors' Meeting, while presenting analysis report on long-term/short-term securities unrealized profit or loss. Trade amounting to more than NT$50 Million is executed after approval by the Board of Directors.	For future operating needs.
A rt i cl e 1 9	……… The ninth modification was on June 21, 2019.	……… The tenth modification was	Add the modification date.
		on May 25, 2021 .

Appendix 1: Articles of Incorporation

T3EX Global Holdings Corp

Articles of Incorporation

Chapter I

General Provisions

Article 1 The Company, organized under the Business Mergers And Acquisitions Act ,the Company Act and others relevant regulations as a Company limited by shares, and shall be named T3EX Global Holdings Corp (hereinafter, “the Company”).

Article 2 The Company’s scope of business is as follows:

H201010 Investment
ZZ99999All business items that are not prohibited or restricted by law, except those that are subject to special approval.
Article 2-1 The Company may provide endorsements and guarantees and act as a guarantor.
Article 2-2 The Company’s main business is investment. The total amount of the Company’s reinvestment is not to be subject to the restriction of not more than 40% of the Company’s paid-up capital as provided in Article 13 of the Company Act.
Article 3 The Company is headquartered in Taipei City, Taiwan and when necessary may establish branches or subsidiaries at home and abroad according to resolutions by the board of directors.
Article 4 Public announcements of the Company shall be made in accordance with the provisions of Article 28 of the Companies Act.

Chapter II

Article 5 The authorized capital of the Company is NT$2 billion, consisting of 200 million shares, all of common stock, with a par value of NT$10 per share. The board of directors is authorized to issue the shares in separate installments as required, of which 10 million shares are reserved for stock options.
Article 5-1 Resolutions by the shareholders meeting, the Company is authorized to issue share warrant to its employees, the exercise prices of such share warrants issued to the employees might be lower than net worth per share as shown in the CPA-audited and certified financial report for the most recent period.

Article 6 Deleted

Article 7 The share certificates of the Company shall without exception be in registered form, signed by, or affixed with the seals of, the Company’s delegated directors, and authenticated by the competent governmental authority or a registration institution authorized thereby before issuance. Shares issued by the Company need not be in certificate form, but shall be registered with a securities depository enterprise.
Article 8 All entries in the shareholders register due to share transfers shall be suspended for 30 days prior to an ordinary shareholders meeting, or for 15 days prior to an extraordinary shareholders meeting (Public company shall be suspended for 60 days prior to an ordinary shareholders meeting, or for 30 days prior to an extraordinary shareholders meeting), or for 5 days prior to the record date fixed for distributing dividends, bonus, or any other benefit.
Article 8-1 The Company shall propose to shareholders meetings when revoking public issuance of its shares. This regulation will continue to the Company listed trading on emerging stock or on the stock exchange or over-the-counter market.

Chapter III

Shareholders’ Meeting

Article 9 Shareholders’ meetings of the Company are of two kinds: regular shareholders meetings and extraordinary shareholders meetings. The regular shareholders’ meeting is called once per year within six months of the close of the fiscal year. Extraordinary shareholders meetings may be called in accordance with applicable laws and regulations whenever necessary.
Article 10 For any shareholders’ meeting, a shareholder may appoint a proxy to attend the meeting by using the proxy form issued by the Company and specifying the scope of proxy.
Article 11 Except as provided in Article 179 of the Company Act, the shareholder shall have one voting right for each share owned in the Company.
Article 12 Unless otherwise provided by the Company Act, a resolution of the shareholders’ meeting shall be adopted by the consent of a majority of the votes represented by those in attendance at the meeting, in person or by proxy, by shareholders who represent a majority of the total issued shares.
Article 12-1 The Company limited by shares which is organized by a single juristic person shareholder shall be free from restrictive requirement set out in this Chapter. The functional duties and power of the shareholders' meeting of such company shall be exercised by its board of directors.

Chapter IV

Board of Directors

Article 13 The Company shall have 7 to 13 directors, who shall hold the office for a term of three years and be elected from people with legal capacity at the shareholders’ meeting. Directors are eligible for reelection.
Article 13-1 Pursuant to relevant regulations, the Company’s board of directors shall include 3 independent. The candidates for independent directors shall be nominated and shall be elected from the list of candidates during the shareholders’ meeting.
Professional qualification , number of shareholdings, restrictions regarding holding other jobs, nomination and election of independent directors and others compliance matters shall be governed by relevant regulations set forth by the competent authority.
Article 13-2 An independent director of the Company shall meet one of the following professional qualification requirements, together with at least seven years work experience:
An instructor or higher in a department of commerce, law, finance, accounting, or other academic department related to the business needs of the company in a public or private junior college, college, or university.
A judge, public prosecutor, attorney, certified public accountant, or other professional or technical specialist who has passed a national examination and been awarded a certificate in a profession necessary for the business of the company.
Have work experience in the area of commerce, law, finance, or accounting, or otherwise necessary for the business of the company.
Have work experience in management.
- A person to whom any of the following circumstances applies may not serve as an independent director, or if already serving in such capacity, shall ipso facto be dismissed:
Any of the circumstances in the subparagraphs of Article 30 of the Company Act.
Elected in the capacity of the government, a juristic person, or a representative thereof, as provided in Article 27 of the Company Act.
Any violation of the independent director qualification requirements set out in Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.
Article 13-3 In compliance with Articles 14-4 of the Securities and Exchange Law, the Corporation shall establish an Audit Committee, which shall consist of all

independent directors. The Audit Committee or the members of Audit Committee shall be responsible for those responsibilities of Supervisors specified under the Company Law, the Securities and Exchange Law and other relevant regulations.

Article 13-4 The Company’s election for directors are adopting single registered and cumulative election. The candidates’ name can be represented as numbers on the ballot. Each share has same right to vote toward the numbers of directors. It is allowed to give all the votes to a single candidate or separate to several candidates. If the above Article shall be advised, except as provided in Article 172 of the Company Act, it shall be itemized the amendment comparison table in the notice to convene a meeting of shareholders.
Article 14 The board of directors shall consist of the directors of the Company; the chairman and the vice president of the board of directors shall be elected from among the directors by a majority of directors in attendance at a meeting attended by at least two-thirds of the directors. The chairman of the board of directors shall represent the Company in external matters.
Article 15 If the chairman of the board of directors is on leave or cannot exercise powers or perform duties for any reason, an acting chairman shall be designated in accordance with Article 208 of the Company Act.
Article 15-1 Directors shall attend meetings of the board of directors in the preceding paragraph in person. If a director is unavailable to attend a meeting in person, the director may issue a power of attorney for the given meeting specifying the scope of the authorized powers to authorize another director to attend the meeting on the director's behalf, provided that a director may represent only one other director at a meeting. In the event that a board of directors meeting is held through video conference, a director who participates in the meeting by means of video system shall be deemed to have attended in person.
Article 15-2 Seven days prior to the convening of a meeting of the board of directors, notice shall be sent to all directors, specifying the reasons for calling the meeting, though in emergency situations, a meeting may be called whenever necessary. Notice of the convening of a meeting described in the preceding paragraph may be in writing, by fax or by e-mail notification thereof.
Article 16 When the Company’s directors perform Company duties, the Company may pay remuneration regardless of whether the Company operates at a

profit or loss. The board of directors is authorized with powers to resolve the rates of such remuneration based on the extent of their participation in the Company’s business operations or value of their contribution, at a level consistent with general practices in the industry.

The Company’s directors allowances are authorized the board of directors regardless of whether the Company operates at a profit or loss.

Chapter V

Managers

Article 17 The Company may appoint managers, whose commissioning, decommissioning and pay rate shall be as pursuant to Article 29 of the Company Act.

Chapter VI

Finance

Article 18 After the close of each fiscal year (1/1~12/31), the following reports shall
be prepared by the board of directors and submitted to the regular shareholders’ meeting by the supervisors for reviewing and for ratification.
Business Report.
Financial Statements.
Proposal Concerning Appropriation of Net Profits or Recovering of Losses.

Article 19 Deleted

Article 20 More than 0.5% of profit of the current year distributable as employees' compensation and less than 0.3% of the current year distributable as directors’ compensation shall be definitely specified in the Articles of Incorporation. However, the company's accumulated losses shall have been covered.
The profit in the preceding Paragraph shall be defined as the profit before tax which already deducted employees’ compensation and directors’ compensation.
Qualification requirements of employees, including the employees of subsidiaries of the company meeting certain specific requirements set by the board of directors.
Article 20-1 The Company, when allocating its surplus profits after having paid all taxes, recovering losses shall first set aside ten percent of said profits as legal reserve. Where such legal reserve amounts to the total authorized capital, this provision shall not apply. Appropriate or return to Special capital reserve pursuant to applicable law or operation need. As to the un-appropriated earnings and earnings available for appropriation of this

year, the board of directors is authorized to draft an appropriation plan in accordance with the dividend policy and submit the draft to the shareholder's meeting for approval.

Article 20-2 The distribution of the dividends of the Company will coordinate with the surplus of that year based on the principle of stabilization. The board of directors shall propose the allocation ratio and propose it at the shareholders’ meeting. The appropriated earnings shall more than 50% of the current year after tax profit. If the earnings available for appropriation less than the current year after tax profit, it shall be allocated in earnings available for appropriation. Cash dividends shall not be less 10% of total shareholder dividends.
Article 20-3 The Company’s major subsidies’ shall formulate dividend policy. The board of directors shall propose it when major subsidiaries have the un-appropriated earnings, and the independent directors must attend. The Company shall disclose the decision to Market Observation Post System and apply it to Taiwan Stock Exchange.

Article 21 Any matters not sufficiently provided for in these Articles of Incorporation shall be handled in accordance with the Company Act.

Article 22 These Articles of Incorporation were enacted on January 15, 1987. The 1st amendment was made on June 29, 1990.

The 2nd amendment was made on May 10, 1991. The 3rd amendment was made on October 15, 1991. The 4th amendment was made on December 13, 1991. The 5th amendment was made on January 16, 1992. The 6th amendment was made on May 7, 1996. The 7th amendment was made on April 2, 2001. The 8th amendment was made on June 27, 2001. The 9th amendment was made on September 1, 2001. The 10th amendment was made on October 6, 2001. The 11th amendment was made on June 3, 2002. The 12th amendment was made on December 1, 2002. The 13th amendment was made on April 12, 2004. The 14th amendment was made on January 25, 2005. The 15th amendment was made on June 30, 2005. The 16th amendment was made on June 30, 2005. The 17th amendment was made on June 19, 2006. The 18th amendment was made on March 2, 2007. The 19th amendment was made on June 20, 2007.

The 20th amendment was made on June 23, 2008. The 21st amendment was made on June 16, 2009. The 22nd amendment was made on June 9, 2010. The 23rd amendment was made on June 28, 2011. The 24th amendment was made on June 6, 2012. The 25th amendment was made on August 23, 2012. The 26th amendment was made on June 17, 2013. The 27th amendment was made on June 4, 2014. The 28th amendment was made on June 3, 2015. The 29th amendment was made on May 31, 2016. The 30th amendment was made on June 21, 2019.

Appendix 2: Rules of Procedure for Shareholder Meetings (Pre-amendment)

T3EX Global Holdings Corp.

Rules of Procedure for Shareholder Meetings

Article 1 The rules of procedures for this Corporation's shareholders meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
Article 2 Unless otherwise provided by law or regulation, this Corporation's shareholders meetings shall be convened by the board of directors.
This Corporation shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. This Corporation shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. In addition, before 15 days before the date of the shareholders meeting, this Corporation shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at this Corporation and the professional shareholder services agent designated thereby as well as being distributed on-site at the meeting place.

The reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion; the essential contents may be posted on

the website designated by the competent authority in charge of securities affairs or the corporation, and such website shall be indicated in the above notice.

Where re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to this Corporation a written proposal for discussion at a regular shareholders meeting. The number of items so proposed, however, is limited to one only, and no proposal containing more than one item will be included in the meeting agenda, provided a shareholder proposal for urging

the corporation to promote public interests or fulfill its social responsibilities may still be included in the agenda by the board of directors. In addition, when the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda.

Prior to the book closure date before a regular shareholders meeting is held, this Corporation shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and take part in discussion of the proposal.

Prior to the date for issuance of notice of a shareholders meeting, this Corporation shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders meeting the board of directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 3 For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by this Corporation and stating the scope of the proxy's authorization.

A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders meeting, and shall deliver the proxy form to this Corporation before five days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to this Corporation, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to this Corporation before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

Article 4 The venue for a shareholders meeting shall be the premises of this Corporation, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.
Article 5 This Corporation shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention.
The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations.
Shareholders and their proxies (collectively, "shareholders") shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. This Corporation may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.

This Corporation shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

This Corporation shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips,

and other meeting materials. Where there is an election of directors, pre-printed ballots shall also be furnished.

When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

Article 6 If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.

When a managing director or a director serves as chair, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the company. The same shall be true for a representative of a juristic person director that serves as chair.

It is advisable that shareholders meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors, at least one supervisor in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

If a shareholders meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

This Corporation may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders meeting in a non-voting capacity.

Article 7 This Corporation, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the

registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.

The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

Article 8 Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.

The Chair shall call the meeting to order at the appointed meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month.

When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders meeting pursuant to Article 174 of the Company Act.

Article 9 If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is

not the board of directors.

he chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.

Article 10 Before speaking, an attending shareholder must specify on a speaker's slip

the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

When a juristic person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal.

After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

Article 11 Voting at a shareholders meeting shall be calculated based the number of shares.

With respect to resolutions of shareholders meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.

When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of this Corporation, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.

The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.

With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 12 A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.

When this Corporation holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that this Corporation avoid the submission of extraordinary motions and amendments to original proposals. A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to this Corporation before two days before the date of the shareholders meeting. When duplicate declarations of intent are

delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to this Corporation, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders meeting, the voting rights exercised by the proxy in the meeting shall prevail.

Except as otherwise provided in the Company Act and in this Corporation's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

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

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of this Corporation.

Vote counting for shareholders meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

Article 13 The election of directors at a shareholders meeting shall be held in

accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Article 14 Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form. This Corporation may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS. The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors. The minutes shall be retained for the duration of the existence of this Corporation.
Article 15 On the day of a shareholders meeting, this Corporation shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation and the number of shares represented by proxies, and shall make an express disclosure of the same at the place of the shareholders meeting.
If matters put to a resolution at a shareholders meeting constitute material information under applicable laws or regulations shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 16 Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm bands.

The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help

maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."

At the place of a shareholders meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by this Corporation, the chair may prevent the shareholder from so doing.

When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

Article 17 When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.

If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue.

A resolution may be adopted at a shareholders meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.

Article 18 These Rules shall take effect after having been submitted to and approved by a board of meeting and shareholders meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 19 The rules mandated on June 30, 2005.

The first modification was on June 6, 2012.

The second modification was August 23, 2012. The third modification was on June 3, 2015.

The forth modification was on June 21, 2019.

The fifth modification was on May 27, 2020.

Appendix 3: Procedures for Election of Directors (Pre-amendment)

T3EX Global Holdings Corp.

Procedures for Election of Directors

Article 1 Except as otherwise provided by law and regulation or by this Corporation's articles of incorporation, elections of directors shall be conducted in accordance with these Procedures.

Article 2 The overall composition of the board of directors shall be taken into consideration in the selection of this Corporation's directors. The composition of the board of directors shall be determined by taking diversity into consideration and formulating an appropriate policy on diversity based on the company's business operations, operating dynamics, and development needs. It is advisable that the policy include, without being limited to, the following two general standards:
Basic requirements and values: Gender, age, nationality, and culture.
Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.

Each board member shall have the necessary knowledge, skill, and experience to perform their duties; the abilities that must be present in the board as a whole are as follows:

The ability to make judgments about operations.

Accounting and financial analysis ability.
Business management ability.
Crisis management ability.
Knowledge of the industry.
An international market perspective.
Leadership ability.
Decision-making ability.

More than half of the directors shall be persons who have neither a spousal

relationship nor a relationship within the second degree of kinship with any other director.

The board of directors of this Corporation shall consider adjusting its composition based on the results of performance evaluation.

Article 3 Deleted.

Article 4 The qualifications for the independent directors of this Corporation shall

comply with Articles 2, 3, and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.

The election of independent directors of this Corporation shall comply with Articles 5, 6, 7, 8, and 9 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

Article 5 Elections of directors at this Corporation shall be conducted in accordance with the candidate nomination system and procedures set out in Article 192-1 of the Company Act.

When the number of directors falls below five due to the dismissal of a director for any reason, this Corporation shall hold a by-election to fill the vacancy at its next shareholders meeting. When the number of directors falls short by one third of the total number prescribed in this Corporation’s articles of incorporation, this Corporation shall call a special shareholders meeting within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act, Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings, Taipei Exchange Rules Governing the Review of Securities for Trading on the TPEx, a by-election shall be held at the next shareholders meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

Article 6 The cumulative voting method shall be used for election of the directors at this Corporation. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates.
Article 7 The board of directors shall prepare separate ballots for directors in numbers corresponding to the directors or supervisors to be elected. The number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders meeting. Attendance card numbers printed on the ballots may

be used instead of recording the names of voting shareholders.

Article 8 The number of directors will be as specified in this Corporation's articles of incorporation, with voting rights separately calculated for independent and non-independent director positions. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.
Article 9 Before the election begins, the chair shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel. The ballot boxes shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.
Article 10 If a candidate is a shareholder, a voter must enter the candidate's account name and shareholder account number in the "candidate" column of the ballot; in case of not a shareholder, please fill out the candidate's name and identification card No. However, when the candidate is a governmental organization or juristic-person shareholder, the name of the governmental organization or juristic-person shareholder shall be entered in the column for the candidate's account name in the ballot paper, or both the name of the governmental organization or juristic-person shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each respective representative shall be entered.
Article 11 The votes of independent/dependent directors is counted separately and judged as elected in the election of dependent/independent directors.
Article 12 A ballot is invalid under any of the following circumstances: The ballot was not prepared by a person with the right to board.
A blank ballot is placed in the ballot box.
The writing is unclear and indecipherable or has been altered.
Shareholder candidate whose account name, shareholder account number do not conform to those on the Shareholders List; non-shareholder candidate whose name and identification card number

are found to not match after verification.

Other words or remarks are entered in addition to the candidate's account name (full name) or shareholder account number (identification card number) and the number of voting rights allotted.
Article 13 The voting rights shall be calculated on site immediately after the end of the poll, and the results of the calculation, including the list of persons elected as directors and the numbers of votes with which they were elected, shall be announced by the chair on the site.
The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.
Article 14 The board of directors of this Corporation shall issue notifications to the persons elected as directors.
Article 15 These Rules shall take effect after having been submitted to and approved by a board of meeting and shareholders meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 16 The Rules mandated on June 30, 2005.

The first modification was on March 2, 2007.

The second modification was June 16, 2009. The third modification was on June 6, 2012. The forth modification was on August 23, 2012. The fifth modification was on June 3, 2015.
The sixth modification was on June 21, 2019.

Appendix 4: Operational Procedures for Acquisition and Disposal of Assets

(Pre-amendment)

T3EX Global Holdings Corp

Operational Procedures for Acquisition and Disposal of Assets

Article 1 Purpose

These procedures are prescribed to protect assets, put information for publication and intensify management of the Company's acquisition or disposal of assets.

Article 2 Governing Law

These Procedures are adopted in accordance with the provisions of Article 36-1 of the Securities and Exchange Act and Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

Article 3 The term "assets" as used in these Procedures includes the following:

Securities: Investments in stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities.
Real property (including land, houses and buildings, investment property, and construction enterprise inventory) and equipment.
Memberships.
Intangible assets: Patents, copyrights, trademarks, franchise rights.
Right-of-use assets.
Claims of financial institutions (including receivables, bills purchased and discounted, loans, and overdue receivables).
Derivatives.
Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law.
Other major assets.

Article 4 Terms used in these Regulations are defined as follows:

Derivatives: Forward contracts, options contracts, futures contracts, leverage contracts, or swap contracts, whose value is derived from a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable; or hybrid contracts

combining the above contracts; or hybrid contracts or structured products containing embedded derivatives. The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or freight rate service contracts.

Assets acquired or disposed through mergers, demergers, acquisitions, or transfer of shares in accordance with law: Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therein (hereinafter "transfer of shares") under Article 156-3 of the Company Act.
Related party or subsidiary: As defined in the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Professional appraiser: Refers to a real property appraiser or other person duly authorized by law to engage in the value appraisal of real property or equipment.
Date of occurrence: Refers to the date of contract signing, date of payment, date of consignment trade, date of transfer, dates of boards of directors resolutions, or other date that can confirm the counterpart and monetary amount of the transaction, whichever date is earlier; provided, for investment for which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply.
Mainland China area investment: Refers to investments in the mainland China area approved by the Ministry of Economic Affairs Investment Commission or conducted in accordance with the provisions of the Regulations Governing Permission for Investment or Technical Cooperation in the Mainland Area.
Investment professional: Refers to financial holding companies, banks, insurance companies, bill finance companies, trust enterprises, securities firms operating proprietary trading or underwriting business, futures commission merchants operating proprietary trading business, securities investment trust enterprises, securities investment consulting enterprises, and fund management companies, that are lawfully incorporated and are regulated by the competent financial authorities of the jurisdiction where they are located.
Securities exchange: "Domestic securities exchange" refers to the Taiwan Stock Exchange Corporation; "foreign securities exchange" refers to any organized securities exchange market that is regulated by the competent securities authorities of the jurisdiction where it is located.
Over-the-counter venue ("OTC venue", "OTC"): "Domestic OTC venue" refers to a venue for OTC trading provided by a securities firm in accordance with the

Regulations Governing Securities Trading on the Taipei Exchange; "foreign OTC venue" refers to a venue at a financial institution that is regulated by the foreign competent authority and that is permitted to conduct securities business.

The so-called "Financial Statements for the Latest Year" refers to financial statements that the Company publishes after the Certified Public Accountant audits or reviews it prior to acquisition or disposal of assets.
Article 5 Investment on non-operating real estate and ownership of assets or securities facilities

The provisions of the Company and its subsidiaries for the acquisition of non-operating real estate and ownership of asset or securities facilities are set forth as follows:

(1) The total amount of non-operating real estate and owned assets may not be more than fifteen percent (15%) of the company's net value.
(2) The total amount invested for long-term securities may not be more than three hundred percent (300%) of each company's net value. The total amount invested for short-term securities may not be more than forty percent (40%) of each company's net value.
(3) The amount invested for each security may not be more than one hundred percent (100%) of each company's net value.

Article 6 Qualification of Experts and Notices

Professional appraisers and their officers, certified public accounts, attorneys, and securities underwriters that provide the Companies with appraisal reports, certified public accountant's opinions, attorney's opinions, or underwriter's opinions shall meet the following requirements:
A. May not have previously received a final and un-appealable sentence to imprisonment for 1 year or longer for a violation of the Act, the Company Act, the Banking Act of The Republic of China, the Insurance Act, the Financial Holding Company Act, or the Business Entity Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crime. However, this provision does not apply if 3 years have already passed since completion of service of the sentence, since expiration of the period of a suspended sentence, or since a pardon was received.
B. May not be a related party or de facto related party of any party to the transaction.
C. If the company is required to obtain appraisal reports from two or more professional appraisers, the different professional appraisers or appraisal officers may not be

related parties or de facto related parties of each other.

When issuing an appraisal report or opinion, the personnel referred to in the preceding paragraph shall comply with the following:

2.

When issuing an appraisal report or opinion, the personnel referred to in the preceding paragraph shall comply with the following:

A. Prior to accepting a case, they shall prudently assess their own professional capabilities, practical experience, and independence.
B. When examining a case, they shall appropriately plan and execute adequate working procedures, in order to produce a conclusion and use the conclusion as the basis for issuing the report or opinion. The related working procedures, data collected, and conclusion shall be fully and accurately specified in the case working papers.
C. They shall undertake an item-by-item evaluation of the comprehensiveness, accuracy, and reasonableness of the sources of data used, the parameters, and the information, as the basis for issuance of the appraisal report or the opinion.
D. They shall issue a statement attesting to the professional competence and independence of the personnel who prepared the report or opinion, and that they have evaluated and found that the information used is reasonable and accurate, and that they have complied with applicable laws and regulations.

Article 6-1The resolution procedures of board of meeting

With respect to the Company's acquisition or disposal of assets that is subject to the approval of the board of directors under the company's procedures or other laws or regulations, the board of directors shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the board of directors meeting.
Any transaction involving major assets or derivatives shall be approved by one-half or more of all audit committee members and submitted to the board of directors for a resolution.

3.

4.

If approval of one-half or more of all audit committee members as required in the preceding paragraph is not obtained, the procedures may be implemented if approved by two-thirds or more of all directors, and the resolution of the audit committee shall be recorded in the minutes of the board of directors meeting.

The terms "all audit committee members" in paragraph 3 and "all directors" in the preceding paragraph shall be counted as the actual number of persons currently holding those positions.

Article 7 The procedures of acquisition or disposal of real property, equipment, and its right-of-use assets

Appraisal and operating procedures:

The procedures of acquisition or disposal of real property, equipment, and its right-of-use assets shall follow the Company’s fixed assets cycle of internal control system.

The decision procedures of transaction terms and authorized credit
A. The analysis report comprised of transaction conditions and prices determined for the acquisition or disposal of real estate or its right-of-use assets by referring to factors including, but not limited to, assessed present value, assessed valuation and real deal price of neighboring real estate shall be made and submitted to the President of the Company. Where its total deal price is less than NT$20 Million, it shall be presented to the President for approval and proposed for discussion in the next Board of Directors' Meeting. Otherwise, the proposal shall not be carried out until it is passed in the Meeting.
B. The acquisition or disposal of equipment or its right-of-use assets shall be fulfilled by one of the following ways: inquiry, price comparison, negotiation or tender, and where total amount is less than NT$10 Million (included), it shall be approved by levels as specified in the Authorization Regulations. Otherwise, it shall be presented to the President for approval and shall not be enacted until it is passed in the Board of Directors' Meeting.
Execution unit: The Company's acquisition or disposal of real estate, equipment or its right-of-use assets shall be executed by the department user and administration department upon review, determination pursuant to the preceding permission.
In acquiring or disposing of real property, equipment, or right-of-use assets thereof where the transaction amount reaches 20 percent of the company's paid-in capital or NT$300 million or more, the company, unless transacting with a domestic government agency, engaging others to build on its own land, engaging others to build on rented land, or acquiring or disposing of equipment or right-of-use assets thereof held for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions:
A. Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the board of directors; the same procedure shall also be followed whenever there is any subsequent change to the terms and conditions of the transaction.

B. Where the transaction amount is NT$1 billion or more, appraisals from two or more professional appraisers shall be obtained.
C. Where any one of the following circumstances applies with respect to the professional appraiser's appraisal results, unless all the appraisal results for the assets to be acquired are higher than the transaction amount, or all the appraisal results for the assets to be disposed of are lower than the transaction amount, a certified public accountant shall be engaged to perform the appraisal in accordance with the provisions of Statement of Auditing Standards No. 20 published by the ROC Accounting Research and Development Foundation (ARDF) and render a specific opinion regarding the reason for the discrepancy and the appropriateness of the transaction price:
I. The discrepancy between the appraisal result and the transaction amount is 20 percent or more of the transaction amount.
II.The discrepancy between the appraisal results of two or more professional appraisers is 10 percent or more of the transaction amount.
D. No more than 3 months may elapse between the date of the appraisal report issued by a professional appraiser and the contract execution date; provided, where the publicly announced current value for the same period is used and not more than 6 months have elapsed, an opinion may still be issued by the original professional appraiser.
E. Where the Company acquires or disposes of assets through court auction procedures, the evidentiary documentation issued by the court may be substituted for the appraisal report or CPA opinion.
F. The calculation of the transaction amounts as referred in the preceding paragraph shall be made in accordance with Article 14 of paragraph 1 of subparagraph 8 herein, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction, except for the appraisal report that has been presented by professional appraisers pursuant to this procedure or CPA opinion.

Article 8 The procedures of acquisition or disposal of securities

Appraisal and operating procedures:

The procedures of acquisition or disposal of long-term and short-term securities shall follow the Company’s investment cycle of internal control system.

The decision procedures of transaction terms and authorized credit:

The securities trades on centralized securities exchange market or places of business of securities firms shall be determined pursuant to market price by dutiful units, where total trading amount that is less than NT$30 Million (included) is subject to the Company's Level of Authority (LOA), while total trading amount that is more than NT$30 Million and less than NT$100 Million (included) is approved by the President and proposed for

discussion in the next Board of Directors' Meeting, while presenting analysis report on long-term/short-term securities unrealized profit or loss. The trade amounting to more than NT$100 Million is executed after approval by the Board of Directors.

The securities trades not on centralized securities exchange market or places of business of securities firms shall assess trading prices, including but not limited to, net value per share, profitability and future potential of development by referring to the latest CPA audited or reviewed financial statements ,prior to the date on which the situation arose, where total trading amount of more than NT$10 Million shall be subject to the Level of Authority, while total trading amount of more than NT$10 Million and less than NT$30 Million (included) is approved by the President and proposed for discussion in the next Board of Directors' Meeting, while presenting analysis report on long-term/short-term securities unrealized profit or loss. Trade amounting to more than NT$30 Million is executed after approval by the Board of Directors.
Execution unit:

The Company's acquisition or disposal of long-term/short-term securities shall be executed by the Finance & Accounting Department upon presentation for review by the preceding Level of Authority.

Seek for expertise opinions
I. The Company acquiring or disposing of securities shall, prior to the date of occurrence of the event, obtain financial statements of the issuing company for the most recent period, certified or reviewed by a certified public accountant, for reference in appraising the transaction price, and if the dollar amount of the transaction is 20 percent of the company's paid-in capital or NT$300 million or more, the company shall additionally engage a certified public accountant prior to the date of occurrence of the event to provide an opinion regarding the reasonableness of the transaction price. If the CPA needs to use the report of an expert as evidence, the CPA shall do so in accordance with the provisions of Statement of Auditing Standards No. 20 published by the ARDF. This requirement does not apply, however, to publicly quoted prices of securities that have an active market, or where otherwise provided by regulations of the Financial Supervisory Commission (FSC).
II. Where the Company acquires or disposes of assets through court auction procedures, the evidentiary documentation issued by the court may be substituted for the appraisal report or CPA opinion.
III. The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with Article 14 of paragraph 1 of subparagraph 8 herein, and "within

the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Except for the appraisal report that has been presented by professional appraisers pursuant to this procedure or CPA opinion.

Article 9The procedures of related party transactions

When the Company engages in any acquisition or disposal of assets from or to a related party, in addition to ensuring that the necessary resolutions are adopted and the reasonableness of the transaction terms is appraised, if the transaction amount reaches 10 percent or more of the company's total assets, the company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance with the provisions of the preceding Section and this Section. The calculation of the transaction amount referred to in the preceding paragraph shall be made in accordance with Article 14 of paragraph 1 of subparagraph8 herein. When judging whether a transaction counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered.
Appraisal and operating procedures:
A. When a public company intends to acquire or dispose of real property or right-of-use assets thereof from or to a related party, or when it intends to acquire or dispose of assets other than real property or right-of-use assets thereof from or to a related party and the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the company's total assets, or NT$300 million or more, except in trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises, the company may not proceed to enter into a transaction contract or make a payment until the following matters have been approved by the audit committee and board of directors:
- I. The purpose, necessity and anticipated benefit of the acquisition or disposal of assets.
- II. The reason for choosing the related party as a transaction counterparty.
- III. With respect to the acquisition of real property or right-of-use assets thereof from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with Article 3, paragraph 1 to 4, 6.
- IV. The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the company and the related party.
- V. Monthly cash flow forecasts for the year commencing from the anticipated month of signing of the contract, and evaluation of the necessity of the transaction, and reasonableness of the funds utilization.

  - VI. An appraisal report from a professional appraiser or a CPA's opinion obtained in compliance with the preceding article.

  - VII. Restrictive covenants and other important stipulations associated with the transaction.

B. The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with Article 14 of paragraph 1 of subparagraph 8 herein, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the board of directors and audit committee need not be counted toward the transaction amount.
C. With respect to the types of transactions listed below, when to be conducted between a public company and its parent or subsidiaries, or between its subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, the company's board of directors may delegate the board chairman to decide the transaction is within NT$ 50 million(NT$ 50 million included) that have the decisions subsequently submitted to and ratified by the next board of directors meeting:
- I. Acquisition or disposal of equipment or right-of-use assets thereof held for business use.
II. Acquisition or disposal of real property right-of-use assets held for business use.
1. Evaluation the reasonableness of the transaction costs:
A. The Company that acquires real property or right-of-use assets thereof from a related party shall evaluate the reasonableness of the transaction costs by the following means:
- I. Based upon the related party's transaction price plus necessary interest on funding and the costs to be duly borne by the buyer. "Necessary interest on funding" is imputed as the weighted average interest rate on borrowing in the year the company purchases the property; provided, it may not be higher than the maximum non-financial industry lending rate announced by the Ministry of Finance.
- II. Total loan value appraisal from a financial institution where the related party has previously created a mortgage on the property as security for a loan; provided, the actual cumulative amount loaned by the financial institution shall have been 70 percent or more of the financial institution's appraised loan value of the property and the period of the loan shall have been 1 year or more. However, this shall not apply where the financial institution is a related party of one of the transaction counterparties.
B. Where land and structures thereupon are combined as a single property purchased or leased in one transaction, the transaction costs for the land and the structures may be separately appraised in accordance with either of the means listed in the preceding paragraph.
C. The Company that acquires real property or right-of-use assets thereof from a related

party and appraises the cost of the real property or right-of-use assets thereof in accordance with the preceding two paragraphs shall also engage a CPA to check the appraisal and render a specific opinion.

D. When the results of the Company's appraisal conducted in accordance with paragraph 1 and paragraph 2 of the preceding Article are uniformly lower than the transaction price, the matter shall be handled in compliance with subparagraph 5. However, where the following circumstances exist, objective evidence has been submitted and specific opinions on reasonableness have been obtained from a professional real property appraiser and a CPA have been obtained, this restriction shall not apply:
I.Where the related party acquired undeveloped land or leased land for development, it may submit proof of compliance with one of the following conditions:
(1) Where undeveloped land is appraised in accordance with the means in the preceding paragraph 1 to 3, 6, and structures according to the related party's construction cost plus reasonable construction profit are valued in excess of the actual transaction price. The "Reasonable construction profit" shall be deemed the average gross operating profit margin of the related party's construction division over the most recent 3 years or the gross profit margin for the construction industry for the most recent period as announced by the Ministry of Finance, whichever is lower.
(2) Completed transactions by unrelated parties within the preceding year involving other floors of the same property or neighboring or closely valued parcels of land, where the land area and transaction terms are similar after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property market sale or leasing practices.
II. Where a public company acquiring real property, or obtaining real property right-of-use assets through leasing, from a related party provides evidence that the terms of the transaction are similar to the terms of completed transactions involving neighboring or closely valued parcels of land of a similar size by unrelated parties within the preceding year.
Completed transactions involving neighboring or closely valued parcels of land in the preceding paragraph in principle refers to parcels on the same or an adjacent block and within a distance of no more than 500 meters or parcels close in publicly announced current value; transactions involving similarly sized parcels in principle refers to transactions completed by unrelated parties for parcels with a land area of no less than 50 percent of the property in the planned transaction; within the preceding year refers to the year preceding the date of occurrence of the acquisition of the real property or obtainment of the right-of-use assets thereof.
E. Where a public company acquires real property or right-of-use assets thereof from a

related party and the results of appraisals conducted in accordance with the paragraph 1 to 4, 6 are uniformly lower than the transaction price, the following steps shall be taken. And the Company that has set aside a special reserve under the preceding paragraph may not utilize the special reserve until it has recognized a loss on decline in market value of the assets it purchased or leased at a premium, or they have been disposed of, or the leasing contract has been terminated, or adequate compensation has been made, or the status quo ante has been restored, or there is other evidence confirming that there was nothing unreasonable about the transaction, and the FSC has given its consent.

I. A special reserve shall be set aside in accordance with Article 41, paragraph 1 of the Act against the difference between the real property transaction price and the appraised cost, and may not be distributed or used for capital increase or issuance of bonus shares. Where a public company uses the equity method to account for its investment in another company, then the special reserve called for under Article 41, paragraph of the Act shall be set aside pro rata in a proportion consistent with the share of public company's equity stake in the other company.
II. The independent director members of the audit committee shall comply with Article 218 of the Company Act, and Article 14-4, paragraph 4 of the Securities and Exchange Act.
III. Actions taken pursuant to the preceding two subparagraphs shall be reported to a shareholders meeting, and the details of the transaction shall be disclosed in the annual report and any investment prospectus.
F. Where the Company acquires real property or right-of-use assets thereof from a related party and one of the following circumstances exists, the acquisition shall be conducted in accordance with the preceding article, and the preceding 1 to 3 paragraphs do not apply:
I. The related party acquired the real property or right-of-use assets thereof through inheritance or as a gift.
II. More than 5 years will have elapsed from the time the related party signed the contract to obtain the real property or right-of-use assets thereof to the signing date for the current transaction.
III. The real property is acquired through signing of a joint development contract with the related party, or through engaging a related party to build real property, either on the company's own land or on rented land.
IV. The real property right-of-use assets for business use are acquired by the Company with its parent or subsidiaries, or by its subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital.
G. In case of any non-arm's-length trades found in the Company's acquisition of real estate or its right-of-use assets from related parties with other evidences,

they are also subject to subparagraph 5 of this paragraph.

Article 10 The procedures of acquisition or disposal of memberships, intangible assets, and its right-of-use assets.

Appraisal and operating procedures:

The procedures of acquisition or disposal of memberships, intangible assets, and its right-of-use assets shall follow the Company’s asset management rule of internal control system.

The decision procedures of transaction terms and authorized credit:
A. The acquisition or disposal of membership permit shall be made into an analysis report and presented to the President after referring to fair market price, approved trade conditions and trading price, where trades with total amount less than NT$10 Million (included) are subject to the Company's Level of Authority (LOA), while trades with total amount more than NT$10 Million and less than NT$30 Million (included) is approved by the President and proposed for filing in the latest Board of Directors' Meeting thereafter; trades with total amount more than NT$30 Million shall be subject to pass with proposal to the Board of Directors.
B. The acquisition or disposal of intangible assets or its right-of-use assets shall be made into an analysis report and presented to the President after referring to fair market price, approved trade conditions and trading price, where trades with total amount less than NT$10 Million (included) are subject to the Company's Level of Authority (LOA), while trades with total amount more than NT$10 Million and less than NT$30 Million (included) is approved by the President and proposed for filing in the latest Board of Directors' Meeting thereafter; trades with total amount more than NT$30 Million shall be subject to pass with proposal to the Board of Directors.
Execution Unit:

The Company's acquisition or disposal of real estate, equipment or its right-of-use assets shall be executed by the department user and administration department upon review, determination pursuant to the preceding permission.

Memberships, intangible assets, and its right-of-use assets appraisal report.
Where the Company acquires or disposes of intangible assets or right-of-use assets thereof or memberships and the transaction amount reaches 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a domestic government agency, the company shall engage a certified public accountant prior to the date of

occurrence of the event to render an opinion on the reasonableness of the transaction price; the CPA shall comply with the provisions of Statement of Auditing Standards No. 20 published by the ARDF.

A. Where the Company acquires or disposes of assets through court auction procedures, the evidentiary documentation issued by the court may be substituted for the appraisal report or CPA opinion.
B. The calculation of the transaction amounts as referred in the preceding paragraph shall be made in accordance with Article 14 of paragraph 1 of subparagraph 8 herein, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction, except for the appraisal report that has been presented by professional appraisers pursuant to this procedure or CPA opinion.
Article 11 The procedures of acquisition or disposal of claims of financial institutions.

The Company's acquisition or disposal of a banking institute's credit right shall be approved by the President. However, each trading amount that reaches more than 20% of its paid-in capital shall be proposed to the Board of Directors for approval.

Article 12 The procedures of acquisition or disposal of derivatives.

Trading principles and strategies:
A. Trading kinds

Derivatives engaged by the Company means the value from specified interest rate, financial instrument price, commodity price, foreign exchange rate, price or rate index, credit rating or credit index, or other variables derived forward contract, option contract, futures contract, leveraged margin contract, exchange contract, combination of above contracts or portfolio contract embedding derivatives or structured notes etc.

I. Operation (Hedge) Strategy
The Company's engagement in trades of derivatives should be targeted for hedging, while commodities for trades should avoid any operating risks. The currency held for trades requires to be matched with the actual foreign currency needs for

imports/exports, taking square by the Company's internal

position (i.e. income and expense in foreign currency) as the principle to reduce overall foreign exchange risk and save operating costs. Other trades for specified purposes shall be assessed carefully, proposed to the Audit Committee and the Board of Directors for approval and implementation.

II. Accountability

(1)Finance department:

1. Trader

A. Trader is responsible for developing overall financial commodity trading strategy.
B. Trader should calculate positions, collect market information, judge trends and assess risks, and develop operating strategy bi-weekly for trading based upon the approval by the specified Level of Authorization.
C. Trader executes trades pursuant to LOA and the existing strategy.
D. Whenever material change occurs to the financial market and determined to not be applicable for the existing strategy by the trader, an assessment report shall be made at any time and strategy is re-developed for trading based upon the approval by the President.

2. Accountant:

A. Accountant confirms to trade.
B. Accountant verifies if the trade is activated by LOA and existing strategy.
C. Accountant executes monthly evaluation and presents evaluation report to the President for approval.
D. Accountant deals with accounting.
E. Accountant declares and announces it pursuant to the regulations stipulated by the Financial Supervisory Committee.
Deliverer: A deliverer undertakes the delivery mission.

Level of Authorization for Derivatives
A. Level of Authorization for Hedging Trades

A trade with a trading amount of less than NT$10 Million is subject to the specified Level of Authorization, more than NT$10 Million and less than NT$150 Million is approved by the President and proposed for discussion in the next Board of Directors' Meeting, more than NT$150 Million requires approval of the Board of Directors for implementation. B. Trades for other specified purposes require approval by the Audit Committee and the Board of Directors for implementation.

(2) Internal audit department:

The Company's internal audit personnel shall periodically make a determination of the suitability of internal controls on derivatives and conduct a monthly audit of how faithfully derivatives trading by the trading department adheres to the procedures for engaging in derivatives trading, and prepare an audit report. If any material violation is discovered, that shall notify in writing to the audit committee.

(3) Performance assessment:

1. Hedging trade

A. Performance is assessed on the basis of gains/loss generated between the Company's book cost of foreign exchange and directives trade.
B. The Company assesses gains/loss with evaluation of monthly statement method to master and express risks evaluating trades adequately.
C. The Finance Department should provide foreign exchange position evaluation, foreign exchange market trend and market analysis to the President as the reference and direction for management.
Trades for specific purposes

Performance is assessed on the basis of actual gains/loss and accounting staff needs to prepare regular positions report as the reference for Top Management.

(4) Total Contracted Price and Upper Limit of Loss
Total contracted price
- A. Hedging Trade

Finance Department should master overall positions to avoid trading risks and total hedging trading amount is limited to 2/3 of all, otherwise for approval by the President.

B. Trades for specific purposes

The total contracted net accumulated price for trades with specific purposes is limited to USD5 Million.

Upper limit of loss
A. Hedging Trade

The upper limits for a single contract or all contracts are all 10% of total contracted trading price; trades causing a loss of more than 10% of such price shall be reported to the President instantly, and further reported to the Board of Directors for necessary countermeasures.

B. Trades for specific purposes

Risk Management methods:
A. Credit risk management

Considering the effect of changes with diversified factors on the market, causing risky operation of derivatives easily, please refer to the principles of market risk management as follows:

Counterparty: Subject to famous banking institutes domestically

and internationally.

Trading commodity: Subject to commodities provided by domestic and international famous banking institutes.

B. Market risk management

The target focuses on open foreign exchange trading market provided by banks ignoring futures market.

C. Liquidity risk management

High-liquidity financial products (i.e. square on market at any time) are the main options to assure market liquidity and banks for consignment trades shall have sufficient information and be capable of trading in any markets at any time.

D. Cash flow risk management

We only allow our own funds to trade derivatives with consideration of funds required for cash income/expense in the upcoming three months to assure stable working capital turnover.

E. Operation risk management
I. Follow organizational level of authority (LOA), operational process and inclusion for internal audit to avoid operating risks.
II. Traders for derivatives may not take the position of operational staffs in charge of confirmation and delivery, and vice versa.
III. Risk measurement, supervision and control staffs shall be in different departments from staffs specified above and shall report to the Board of Directors or senior supervisors who do not have a trading position or decision-making responsibility.
IV. The position held for trading derivatives shall be assessed at least once per week; however, hedging trades requiring further business process shall be at least twice per month and evaluation reports shall be sent to senior supervisors authorized by the Board of Directors.
V. Product risk management
- Internal traders shall be equipped with full and correct professional knowledge of financial commodity and banks are requested to take risks of sufficient disclosure to avoid risky misuse.
VI. Legal risk management

Foreign exchange specialists and legal advisers shall review any instruments signed with banks for official signing process to avoid legal risks.

Internal audit regulation

Regular Assessment Mode
A. The Board of Directors shall authorize senior supervisors to regularly monitor and evaluate if derivatives are traded pursuant to the trading procedures prescribed by the Company and if risks are within allowance; the Board of Directors shall receive instant reports on any abnormal market price (in the case of holding positions caused beyond-limited loss) for countermeasures.
B. Derivatives trading positions held shall be evaluated at least once per week; however, positions for hedge trades required by business shall be evaluated at least twice per month. Evaluation reports shall be submitted to senior management personnel authorized by the board of directors.
C. Staffs shall acquire statements of securities firms regularly for cross-checking with accounts; in case of difference, staffs shall check it and analyze reason immediately.
Where the Company engaging in derivatives trading, its board of directors shall faithfully supervise and manage such trading in accordance with the following principles:
A. Senior management personnel authorized by the board of directors shall manage derivatives trading in accordance with the following principles:
I. Periodically evaluate the risk management measures currently employed are appropriate and are faithfully conducted in accordance with these Regulations and the procedures for engaging in derivatives trading formulated by the company.

  - II.When irregular circumstances are found in the course of supervising trading and profit-loss circumstances, appropriate measures shall be adopted and a report immediately made to the board of directors; where a company has independent directors, an independent director shall be present at the meeting and express an opinion.

B. Periodically evaluate whether derivatives trading performance is consistent with established operational strategy and whether the risk undertaken is within the company's permitted scope of tolerance.
C. A company shall report to the soonest meeting of the board of directors after it authorizes the relevant personnel to handle derivates trading in accordance with its Procedures for Engaging in Derivatives Trading.
The Company engaging in derivatives trading shall establish a log book in which details of the types and amounts of derivatives trading engaged in, board of directors approval dates, and the matters required to be carefully evaluated under paragraph 4 of subparagraph 2, paragraph 5 of subparagraph 1 of item 1, and paragraph 2 shall be recorded in detail in the log book.

Article 13 The procedures of mergers and consolidations, splits, acquisitions, and assignment of shares.

Appraisal and operating procedures:
A. The Company that conducts a merger, demerger, acquisition, or transfer of shares, prior to convening the board of directors to resolve on the matter, shall engage a CPA, attorney, or securities underwriter to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit it to the board of directors for deliberation and passage. However, the requirement of obtaining an aforesaid opinion on reasonableness issued by an expert may be exempted in the case of a merger by a public company of a subsidiary in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, and in the case of a merger between subsidiaries in which the public company directly or indirectly holds 100 percent of the respective subsidiaries' issued shares or authorized capital.
B. The Company participating in a merger, demerger, acquisition, or transfer of shares shall prepare a public report to shareholders detailing important

contractual content and matters relevant to the merger, demerger, or acquisition prior to the shareholders meeting and include it along with the expert opinion referred to in paragraph 1 of the preceding Article when sending shareholders notification of the shareholders meeting for reference in deciding whether to approve the merger, demerger, or acquisition. Provided, where a provision of another act exempts a company from convening a Shareholders' Meeting to approve the merger, demerger, or acquisition, this restriction shall not apply. Where the shareholders meeting of any one of the companies participating in a merger, demerger, or acquisition fails to convene or pass a resolution due to lack of a quorum, insufficient votes, or other legal restriction, or the proposal is rejected by the shareholders meeting, the companies participating in the merger, demerger or acquisition shall immediately publicly explain the reason, the follow-up measures, and the preliminary date of the next shareholders meeting.

Other noticed matters
A. Board meeting date: A company participating in a merger, demerger, or acquisition shall convene a board of directors meeting and shareholders meeting on the day of the transaction to resolve matters relevant to the merger, demerger, or acquisition, unless another act provides otherwise or the FSC is notified in advance of extraordinary circumstances and grants consent. A company participating in a transfer of shares shall call a board of directors meeting on the day of the transaction, unless another act provides otherwise or the FSC is notified in advance of extraordinary circumstances and grants consent.
B. Pre-privacy commitments: Every person participating in or privy to the plan for merger, demerger, acquisition, or transfer of shares shall issue a written undertaking of confidentiality and may not disclose the content of the plan prior to public disclosure of the information and may not trade, in their own name or under the name of another person, in any stock or other equity security of any company related to the plan for merger, demerger, acquisition, or transfer of shares.
C. The principle of deciding and adjusting for altering the share exchange ration or acquisition price: participating in a merger, demerger, acquisition, or transfer of shares may not arbitrarily alter the share

exchange ratio or acquisition price unless under the below-listed circumstances, and shall stipulate the circumstances permitting alteration in the contract for the merger, demerger, acquisition, or transfer of shares:

I. Cash capital increase, issuance of convertible corporate bonds, or the issuance of bonus shares, issuance of corporate bonds with warrants, preferred shares with warrants, stock warrants, or other equity based securities.
II. An action, such as a disposal of major assets, that affects the company's financial operations.
III. An adjustment where any of the companies participating in the merger, demerger, acquisition, or transfer of shares from another company, buys back treasury stock.
IV. An increase or decrease in the number of entities or companies participating in the merger, demerger, acquisition, or transfer of shares.
V. Other terms/conditions that the contract stipulates may be altered and that have been publicly disclosed.
D. The contents of contract: The contract for participation by a public company in a merger, demerger, acquisition, or of shares shall record the rights and obligations of the companies participating in the merger, demerger, acquisition, or transfer of shares, and shall also record the following:
I. Handling of breach of contract.
II. Principles for the handling of equity-type securities previously issued or treasury stock previously bought back by any company that is extinguished in a merger or that is demerged.
III. The amount of treasury stock participating companies are permitted under law to buy back after the record date of calculation of the share exchange ratio, and the principles for handling thereof.
IV. The manner of handling changes in the number of participating entities or companies.
V. Preliminary progress schedule for plan execution, and anticipated completion date.
VI. Scheduled date for convening the legally mandated shareholders

meeting if the plan exceeds the deadline without completion, and relevant procedures.

E. The variation of participating companies in the merger demerger, acquisition, or share transfer: After public disclosure of the information, if any company participating in the merger, demerger, acquisition, or share transfer intends further to carry out a merger, demerger, acquisition, or share transfer with another company, all of the participating companies shall carry out anew the procedures or legal actions that had originally been completed toward the merger, demerger, acquisition, or share transfer; except that where the number of participating companies is decreased and a participating company's shareholders meeting has adopted a resolution authorizing the board of directors to alter the limits of authority, such participating company may be exempted from calling another shareholders meeting to resolve on the matter anew.
F. Where any of the companies participating in a merger, demerger, acquisition, or transfer of shares is not a public company, the public company(s) shall sign an agreement with the non-public company whereby the latter is required to abide by the provisions of subparagraph 1, 2, 5, 7 to 9.
G. When participating in a merger, demerger, acquisition, or transfer of another company's shares, a company that is listed on an exchange or has its shares traded on an OTC market shall prepare a full written record of the following information and retain it for 5 years for reference:
I. Basic identification data for personnel: Including the occupational titles, names, and national ID numbers (or passport numbers in the case of foreign nationals) of all persons involved in the planning or implementation of any merger, demerger, acquisition, or transfer of another company's shares prior to disclosure of the information.
II. Dates of material events: Including the signing of any letter of intent or memorandum of understanding, the hiring of a financial or legal advisor, the execution of a contract, and the convening of a board of directors meeting.
III. Important documents and minutes: Including merger, demerger, acquisition, and share transfer plans, any letter of intent or

memorandum of understanding, material contracts, and minutes of board of directors meetings.

H. When participating in a merger, demerger, acquisition, or transfer of another company's shares, a company that is listed on an exchange or has its shares traded on an OTC market shall, within 2 days counting inclusively from the date of passage of a resolution by the board of directors, report (in the prescribed format and via the Internet-based information system) the information set out in subparagraphs 1 and 2 of the preceding paragraph to the FSC for recordation.
I. Where any of the companies participating in a merger, demerger, acquisition, or transfer of another company's shares is neither listed on an exchange nor has its shares traded on an OTC market, the company(s) so listed or traded shall sign an agreement with such company whereby the latter is required to abide by the provisions of the preceding two paragraphs.

Article 14 The procedures of information publicly

The Company shall announce items and criteria for declaration upon public listing.
A. Acquisition or disposal of real property or right-of-use assets thereof from or to a related party, or acquisition or disposal of assets other than real property or right-of-use assets thereof from or to a related party where the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the company's total assets, or NT$300 million or more; provided, this shall not apply to trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.
B. Merger, demerger, acquisition, or transfer of shares.
C. Losses from derivatives trading reaching the limits on aggregate losses or losses on individual contracts set out in the procedures adopted by the company.
D. Where equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria:

I. For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more.
II.For a public company whose paid-in capital is NT$10 billion or more, the transaction amount reaches NT$1 billion or more.
E. Acquisition or disposal by a public company in the construction business of real property or right-of-use assets thereof for construction use, and furthermore the transaction counterparty is not a related party, and the transaction amount reaches NT$500 million; among such cases, if the public company has paid-in capital of NT$10 billion or more, and it is disposing of real property from a completed construction project that it constructed itself, and furthermore the transaction counterparty is not a related party, then the threshold shall be a transaction amount reaching NT$1 billion or more.
F. Where land is acquired under an arrangement on engaging others to build on the company's own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and furthermore the transaction counterparty is not a related party, and the amount the company expects to invest in the transaction reaches NT$500 million.
G. Where an asset transaction other than any of those referred to in the preceding six subparagraphs, a disposal of receivables by a financial institution, or an investment in the mainland China area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances:
I. Trading of domestic government bonds.
II. Where done by professional investors-securities trading on securities exchanges or OTC markets, or subscription of ordinary corporate bonds or general bank debentures without equity characteristics (excluding subordinated debt) that are offered and issued in the primary market, or subscription or redemption of securities investment trust funds or futures trust funds, or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.
III.Trading of bonds under repurchase and resale agreements, or subscription

or redemption of money market funds issued by domestic securities investment trust enterprises.

H. The amount of transactions above shall be calculated as follows, and "Within the preceding year" as used in the preceding paragraph refers to the year preceding the date of occurrence of the current transaction. Items duly announced in accordance with these Regulations need not be counted toward the transaction amount.
I. The amount of any individual transaction.
II. The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year.
III. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets thereof within the same development project within the preceding year.
IV. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year.
Due date/time for announcement and declaration

The Company's acquisition or disposal assets listing any announcement items as specified in Paragraph 1 and trading amount reaching the declaration criteria shall be declared and announced in 2 days of the occurrence.

The procedures of announcement publicly
A. The Company shall publicly announce and report relevant information to the information reporting website designated by the FSC.
B. The Company shall compile monthly reports on the status of derivatives trading engaged in up to the end of the preceding month by the company and any subsidiaries that are not domestic public companies and enter the information in the prescribed format into the information reporting website designated by the FSC by the 10th day of each month.
C. When the Company at the time of public announcement makes an error or omission in an item required by regulations to be publicly announced and so is required to correct it, all the items shall be again publicly announced and reported in their entirety within two days counting inclusively from

the date of knowing of such error or omission.

D. The Company acquiring or disposing of assets shall keep all relevant contracts, meeting minutes, log books, appraisal reports and CPA, attorney, and securities underwriter opinions at the company, where they shall be retained for 5 years except where another act provides otherwise.
E. Where any of the following circumstances occurs with respect to a transaction that the Company has already publicly announced and reported in accordance with the preceding article, a public report of relevant information shall be made on the information reporting website designated by the FSC within 2 days counting inclusively from the date of occurrence of the event:
I. Change, termination, or rescission of a contract signed in regard to the original transaction.
II. The merger, demerger, acquisition, or transfer of shares is not completed by the scheduled date set forth in the contract.
III. Change to the originally publicly announced and reported information.

Article 15 Subsidiary shall observe the following regulations:

Subsidiary shall prescribe "Asset Acquisition or Disposition Process" pursuant to "Public Listed Company's Acquisition or Disposal Asset Guidelines" and upon approval by the Subsidiary's Board of Directors, sending it to every supervisor and proposing it in the Shareholders' Meeting for approval, then, Parent Company's Board of Directors executes it in the resolution, same as with the amendment process.
Subsidiary's acquisition or disposal asset shall be subject to this procedure.
For subsidiary which is not classified as a domestic public issuer and owns its acquisition or disposal asset reaching announcement and declaration criteria specified in Article 14, the Parent Company shall proceed with the announcement and declaration on behalf of the Subsidiary.
Subsidiary shall announce and declare the Company's paid-in capital or

total assets pursuant to the regulation governing paid-in capital or total asset meeting announcement and declaration criteria set forth in Article 14.

Article 16 Penalty

The Company's staff who violates this procedure while proceeding with the acquisition and disposal asset shall be punished severely upon being reported for appraisal pursuant to the Company's Human Resource Regulations.

Article 17 Execution and modification

These Procedures shall take effect after having been submitted to and approved by a board of meeting, audit committee and shareholders meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 18 Supplementary provisions

For the calculation of 10 percent of total assets under these Regulations, the total assets stated in the most recent parent company only financial report or individual financial report prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers shall be used.
In the case of a company whose shares have no par value or a par value other than NT$10-for the calculation of transaction amounts of 20 percent of paid-in capital under these Regulations, 10 percent of equity attributable to owners of the parent shall be substituted; for calculations under the provisions of these Regulations regarding transaction amounts relative to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be substituted.
Any subject matters not covered in the Procedure herein are subject to related laws and regulations.

Article 19 The Procedures mandated on June 30, 2005. The first modification was on March 2, 2007. The second modification was June 20, 2007. The third modification was on June 16, 2009. The forth modification was on June 6, 2012. The fifth modification was on August 23, 2012. The sixth modification was on June 4, 2014.

The seventh modification was on June 19, 2017. The eighth modification was on June 26, 2018. The ninth modification was on June 21, 2019.

Appendix 5: Shareholdings of Directors

T3EX Global Holdings Corp

Shareholdings of Directors

As of 03/27/2021, all directors minimum shareholding number and actually registered holding shares.

	Title	Title	Title	Minimum number of shares to be held	Minimum number of shares to be held	Minimum number of shares to be held	Shares actually held in share register	Shares actually held in share register
	Directors			8,000,000			14,064,609
	2. As of 03/27/2021, table of shares held byall directors
Position		Name	Date elected		Term (year)	Shareholding while elected	Current shareholding		Remarks
						Shares	Shares	Shareholding ratio
President		David Yen	2020.06.21		3	796,490	848,780	0.67%
Director		Hope Ocean International Ltd Representative: TonyLin	2020.06.21		3	3,339,143	3,339,143	2.62%
Director		YI-WEI INVESTMENT Representative: Ji-Zhi Hsieh	2020.06.21		3	2,000,774	2,000,774	1.57%
Director		Dynamic Ocean Group Limited Representative: Carl Wei	2020.06.21		3	3,912,398	3,912,398	3.07%
Director		Jack Lai	2020.06.21		3	1,917,552	2,066,441	1.62%
Director		CHANG-JIE International Representative: Benison Hsu	2020.06.21		3	1,908,969	1,897,073	1.49%
Independent Director		Li-Chiu Chang	2020.06.21		3	－	－	－
Independent Director		Ming-Hsu Tsai	2020.06.21		3	－	－	－
Independent Director		Jeff Lin	2020.06.21		3	61,000	－	－
Total						13,936,326	14,064,609	11.05%	－

Appendix 6: Directors’ Compensation and Employees’ Profit Sharing

Item	Approved in Board of Directors Meeting（A）	2020 Income Statement （B）	Resolution
Employee Bonus – in Stock	0	0	None
Employee Bonus – in Cash	2,795,640	2,795,640	None
Directors' and Supervisors' Remuneration	11,080,000	11,080,000

Appendix 7: The Impact of Stock Dividend Issuance on Business Performance, EPS, and Shareholder Return Rate:

Pursuant to Regulations Governing the Publication of Financial Forecasts of Public

Companies, the Company don’t disclose financial forecast. It does not apply.

AI assistant

T3EX — AGM Information 2021

52176_rns_2021-08-18_5d7a758f-610c-4711-88b7-a89bc822fb42.pdf

T3EX Global Holdings Corp. 2021 Annual Meeting of Shareholders

Table of Contents

T3EX Global Holdings Corp.

1. Call the Meeting to Order

2. Chairman’s Address

3. Report Items

4. Proposed Resolutions

5. Discussion Items

6. Election Items

7. Other Discussion Items

8. Meeting Adjourned

II. Agenda of Annual Meeting of Shareholders:

1. Report Items

2. Proposed Resolutions

3. Discussion Items

1. Report Items

 Report No.1

Explanation:

 Report No.2

Explanation:

 Report No.3

Explanation:

 Report No.4

Explanation:

 Report No.5

 Explanation:

 Report No.6

 Explanation:

 Report No.7

 Explanation:

 Report No.8

Explanation:

2. Proposed Resolutions

(1) Proposal: (Proposed by the Board) Adoption of the 2020 business report and financial statements. Explanation:

T3EX Global Holdings Corp. Profit Distribution Table Year 2020

3. Discussion Items

Explanation:

Explanation:

Explanation:

4. Election Items

Explanation:

Voting Results

5. Other Discussion Items

Proposal: (Proposed by the Board)

Explanation:

6. Meeting Adjourned

Attachment 1: 2020 Business Report

2020 Performance Review: From Deep Downturn to Big Rebound, T3EX’s Performance Breakthroughs a Record High.

2021 Outlook: Riding the Winds and Waves to Embrace a Bright Future.

Future Strategy Plan: Raising Sufficient Capital to Expand Market Share in the Post-Covid-19 Era to Create a New Milestone.

 Taipei Headquarter (Non-China Market):

 Shanghai Headquarter(China Market):

T3EX Global Holdings Corp. Audit Committee’s Review Report

Attachment 3: 8th Regulations of Company's Shares Buyback and Transfer to Employees

Attachment 4: Financial Statement

Independent Auditors’ Audit Report

Opinion

Basis for Opinion

Key Audit Matters

1. Revenue recognition

Description of key audit matter:

2. Goodwill and other intangible assets impairment assessment

3. Accounts receivable evaluation

Other Matter

KPMG

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES

Equity attributable to owners of parent company

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

Consolidated Statements of Cash Flows

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

Independent Auditors’ Audit Report

T3EX AGM Information 2021

`T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES`

`Consolidated Statements of Comprehensive Income`

`For the years ended December 31, 2020 and 2019` (Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

`T3EX GLOBAL HOLDINGS CORP. AND SUBSIDIARIES`

`Consolidated Statements of Cash Flows`

`For the years ended December 31, 2020 and 2019` (Expressed in Thousands of New Taiwan Dollars)

`December 31, 2020 and 2019`

`T3EX GLOBAL HOLDINGS CORP.`

`Statements of Comprehensive Income`

`For the years ended December 31, 2020 and 2019`

(English Translation of Financial Statements Originally Issued in Chinese) `T3EX GLOBAL HOLDINGS CORP.`

`Statements of Changes in Equity`

`T3EX GLOBAL HOLDINGS CORP.`

`Statements of Cash Flows`

`For the years ended December 31, 2020 and 2019` (Expressed in Thousands of New Taiwan Dollars)