TWM — AGM Information 2021

Sep 8, 2021

==> picture [26 x 28] intentionally omitted <==

Taiwan Mobile Co., Ltd.

2021 Annual General Shareholders’ Meeting

Meeting Minutes

(Translation)

August 20, 2021

Note to Readers:

If there is any discrepancy between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese version shall prevail.

1

2021 AGM Meeting Minutes

• Time: 9:00 a.m., Friday, August 20, 2021

• Place: 6F, No. 88, Yanchang Rd., Xinyi Dist., Taipei City

(Taipei New Horizon Building)

• Total outstanding shares of Taiwan Mobile (excluding the shares with no voting rights stipulated in Article 179 of the Company Act) : 2,813,669,860 shares

• Total shares represented by shareholders present (including 2,474,170,257 shares represented by shareholders executing voting rights through e-voting) : 2,474,332,780 shares

• Percentage of shares held by shareholders present: 87.93%

• Chairman: Daniel M. Tsai / Recorder: Judy Chen

• Directors present: Daniel M. Tsai, Chairman of the Board of Directors

Hsueh-Jen Sung*, Independent Director

Char-Dir Chung*, Independent Director

Hsi-Peng Lu*, Independent Director

Tong Hai Tan*, Independent Director

Drina Yue*, Independent Director

Jamie Lin, Director

(* Attended virtually)

• Attendees : Che-Hung Chen, Attorney, Chen and Lin Attorneys-at-Law

Casey Lai, CPA, Deloitte & Touche

The aggregate shareholding of the shareholders present constituted a quorum. The Chairman called the meeting to order.

• Chairman’s Address (omitted)

• Report Items

1. The 2020 Business Report

The 2020 Business Report is attached hereto as Attachment I.

2. The 2020 Audit Committee Report

The 2020 Audit Committee Report is attached hereto as Attachment II. The communication between the Audit Committee and Internal Audit Chief Officer is attached hereto as Attachment III.

3. The distribution of the 2020 employees’ and directors’ compensations

• (1) Article 30-1 of the Company’s Articles of Incorporation promulgate that if the Company has profits in a fiscal year, it shall set aside 1% to 3% of the profits as employee bonuses and not more than 0.3% of the profits as director compensation.

2

(2) The 2020 employees’ and directors’ compensations are NT$390,868,942 and NT$39,086,894 respectively, which was approved by the Board and the total amounts were distributed in cash.

4. The issuance of the unsecured corporate straight bond in 2020

(1) To repay bank borrowings and strengthen the Company’s financial structure, the board resolved to issue the sixth unsecured straight corporate bond of NT$20bn. The issuance of the aforementioned straight bond was approved by the Taipei Exchange on March 13, 2020 with the Authorization No. 10900016221. The straight bond has been listed on the Taipei Exchange since March 24, 2020.

(2) The terms and the use of proceed from the bond issuance are attached hereto as Attachment Ⅳ.

5. Revisions to the Ethical Corporate Management Best Practice Principles

• Please refer to Attachment V for articles and amendments.

6. ESG Steering Committee Report (former CSR Committee Report)

• CSR Committee was renamed as the ESG Steering Committee to follow the promotion of the corporate governance blueprint (third edition) issued by the Financial Supervisory Commission, to continue the integration of international ESG trends, and to enhance the corporate recognition toward ESG (Environment, Society, and Corporate Governance).

 Proposed Resolutions

1. To approve the 2020 Business Report and Financial Statements

Taiwan Mobile’s (The Company) financial statements were audited by certified public accountants, Pei-De Chen and Kwan-Chung Lai, of Deloitte & Touche. The 2020 Business Report, CPA’s audit report, and financial statements are attached hereto as Attachments I, VI, and VII.

RESOLVED, the above proposal was accepted as submitted.

Voting Results:

Number of shares represented at the time of voting	For		Against	Invalid	Abstained
	Shares	%
2,474,328,780	2,363,226,079	95.50	131,252	0	110,971,449

2. To approve the proposal for the distribution of the 2020 retained earnings

• (1) The Company’s 2020 net income was NT$11,286,553,218 (please see Attachment VIII for the 2020 Earnings Distribution Proposal).

• (2) The cash dividend from retained earnings proposed by the Board is NT$9,521,177,440. The Company received letters of agreement from TCC Investment Co., Ltd. (TCCI), TCCI Investment & Development Co., Ltd. (TID) and TFN Union Investment Co., Ltd. (TUI) forfeiting their share of dividends from the Company. Deducting 698,751,601 shares collectively owned by TCCI, TID and TUI from the total outstanding shares of 3,512,421,461, the share count entitled to receive dividends is 2,813,669,860, representing a cash dividend of NT$3.3839 per share. It is proposed that the Chairman be authorized to set a record date for distribution and

3

make relevant adjustments, if any, based on the total number of shares outstanding on the record date. Total amount of the cash dividend paid to each shareholder shall be rounded down to the nearest dollar and the remainder will be recognized in other revenue of the Company.

RESOLVED, the above proposal was accepted as submitted.

	Voting Results:
	Number of shares represented at the time of voting	For		Against	Invalid	Abstained
		Shares	%
	2,474,328,780	2,358,693,725	95.32	5,137,422	0	110,497,633

	Voting Results:
	Number of shares represented at the time of voting	For		Against	Invalid	Abstained
		Shares	%
	2,474,328,780	2,358,693,725	95.32	5,137,422	0	110,497,633

3. To approve the cash return out of capital surplus

Cash return from capital surplus proposed by the Board is NT$2,577,602,959. The Company received letters of agreement from TCC Investment Co., Ltd. (TCCI), TCCI Investment & Development Co., Ltd. (TID) and TFN Union Investment Co., Ltd. (TUI) forfeiting their share of cash return from the Company. Deducting 698,751,601 shares collectively owned by TCCI, TID and TUI from the total outstanding shares of 3,512,421,461, the share count entitled to receive dividends is 2,813,669,860, representing a cash distribution of NT$0.9161 per share. It is proposed that the Chairman be authorized to set a record date for distribution and make relevant adjustments, if any, based on the total number of shares outstanding on the record date. Total amount of the cash dividend paid to each shareholder shall be rounded down to the nearest dollar and the remainder will be recognized in other revenue of the Company.

RESOLVED, the above proposal was accepted as submitted.

Voting Results:

Voting Results:
Number of shares represented at the time of voting	For		Against	Invalid	Abstained
	Shares	%
2,474,328,780	2,341,346,344	94.62	3,324,441	0	129,657,995

4. To approve revisions to the Articles of Incorporation

To meet the needs of our operations, the Company proposed revisions to Article 2 of the Articles of Incorporation. Please refer to Attachment IX for articles and amendments.

RESOLVED, the above proposal was accepted as submitted.

Supplemental information provided on-site: In response to the postponement of the shareholders' meeting, the effective date of the amendment to the Articles of Incorporation was adjusted to August 20, 2021.

	Voting Results:
	Number of shares represented at the time of voting	For		Against	Invalid	Abstained
		Shares	%
	2,474,328,780	2,342,388,343	94.66	180,431	0	131,760,006

4

5. To approve the removal of the non-competition restrictions on the Board of Directors

• (1) According to Article 209 of the Company Act, a director, who acts for himself or on behalf of another person that is within the scope of the company's business, shall clarify the essential content of his act to the meeting of shareholders and secure AGM’s approval.

• (2) Vote on the removal of the non-competition restrictions on the Board of Directors that operate or invest in other businesses with the same or similar business scope as the Company until the end of their term of office.

Name	Currentposition(s) in other companies
Daniel M. Tsai	Supervisor, Tai Yu Industrial Corporation Limited
Chris Tsai	Director, Fubon Land Development Co., Ltd.

• (3) According to Article 178 of the Company Act, a shareholder, who has a conflict of interest with a proposed resolution, shall recuse himself from voting or from exercising the voting rights on behalf of other shareholders in the AGM.

RESOLVED, the above proposal was accepted as submitted.

Voting Results (Number of shares represented at the time of voting excluded the shares with no voting rights due to a conflict of interest stipulated in Article 178 of the Company Act):

Name	Number of shares represented at the time of voting	For		Against	Invalid	Abstained
		Shares	%
Daniel M. Tsai	2,373,417,302	1,793,876,863	75.58	508,617	0	579,031,822
Chris Tsai	2,465,449,590	1,885,903,400	76.49	512,189	0	579,034,001

Special Motion

None

Meeting Adjourned (Time: 09:28 a.m.)

In compliance with Article 183, Paragraph 4 of the Company Act, the meeting minutes hereby summarizes the main content and pertinent voting results of the Annual General Shareholders’ Meeting.

5

ATTACHMENTS

6

Attachment I

==> picture [21 x 22] intentionally omitted <==

Taiwan Mobile Co., Ltd.

Business Report

Taiwan Mobile (“TWM,” or “the Company”) officially launched its 5G commercial services on July 1, 2020. To meet this new challenge, the Company initiated rebranding with a new core value – “Open Possible” – as we endeavor to explore opportunities in 5G, AI and IoT using mobile technology to enable smarter living and open endless possibilities into the future. As always, the Company applies the highest standards to corporate governance, shareholder value and customer satisfaction, and regard sustainability as a corporate social responsibility.

New business roadmap and group resources integration

In 2020, aside from continuing to collaborate with Google on “Smarter Home” projects, TWM joined forces with Riot Games and NVIDIA to enter the gaming market, launching the cloud gaming platform “GeForce NOW powered by Taiwan Mobile,” on top of publishing a number of popular Riot Games titles. With our Double Play package, which bundles unlimited 5G mobile data and highspeed fixed broadband, customers are able to enjoy the new services and applications brought about by high-speed transmission indoors and outdoors. TWM’s solid presence in the mobile, fixed network, cable TV and e-commerce fields has deepened and broadened its relationship with customers, as well as enhanced business synergy. We also helped promote momo coins and momo apps, and plan to reinforce momo’s warehousing efficiency with our 5G mobile edge computing and pathway optimization capabilities .

Innovative applications and research results

TWM’s efforts in developing its 5G ecosystem and innovative services bore fruit in 2020, with successful use cases such as 5G-enabled commercial autonomous vehicles, an immersive 360-degree VR graduation ceremony powered by 5G technology, Taiwan’s first 5G-connected smart stadium, an over-the-air (OTA) service management platform, and an AI-driven taxi fleet management system. Furthermore, to contribute to public health, TWM introduced a smart IoT wireless radio system to bolster airport quarantine and pandemic-prevention efforts, and “myAngel,” an IoT system to track and care for the elderly. On the research-and-development front, deep learning-based resource allocation for 5G heterogeneous mobile networks, convolutional neural networks that identify and eliminate multiple sources of interference, virtual live streaming services on VR devices, and smart warehouse were just some of the products and services developed by our research team.

World-class corporate governance

Taiwan Mobile has striven to be a role model in corporate sustainability, with the Company once again receiving numerous commendations in the past year. In recognition of its efforts, TWM was included in the Carbon Disclosure Project’s (CDP) climate change “A” list for the second year in a row, the only telecom company to make it to the list. The Company was also selected by SAM, a leading international sustainability investment specialist, for inclusion in its “2020 Sustainability Yearbook,” receiving a Silver Class award for the third consecutive year. Additionally, the Company was included in the Dow Jones Sustainability Indices (DJSI) Emerging Markets Index for the ninth consecutive year and in the DJSI World Index for the fourth time, regaining the No. 1 spot in the

7

global telecommunications industry. TWM was also accorded Prime status in the Institutional Shareholder Services’ environmental, social and corporate governance (ISS ESG) corporate rating for the third consecutive year, and ranked 10th in the ISS Taiwan ESG 30 list, the best in the telecommunications industry.

Valuing shareholders' interests and customer satisfaction

Backed by its aggressive 5G infrastructure rollout and promotion of related applications, Taiwan Mobile ranked first in the number of 5G base stations and availability at the end of 2020. Following the launch of 5G services, the telecom industry’s landscape has become more rational, with the Big 3 operators setting their minimum monthly fee for 5G unlimited data plans at NT$1,399.

Taiwan Mobile has created solid returns for its shareholders through a calibrated investment strategy and prudent capital expenditure, while earning widespread recognition for its excellent customer service. In addition to receiving the Best Customer Service Center award at the Customer Service Excellence Awards for four years in a row, the Company’s myfone stores and customer service center also received SGS Qualicert certification for the ninth consecutive year.

Corporate social responsibility

As a national telecom industry leader, it is our duty not only to continue to pursue solid operational and financial performances, but also to take into account social inclusion, environmental awareness and sustainability. In 2020, TWM’s efforts were recognized by different organizations in Taiwan, with the Company receiving its 15th and 16th Corporate Social Responsibility Award from Global Views Monthly and its 13th Excellence in Corporate Social Responsibility Award from CommonWealth Magazine, where it ranked first in the telecom industry for the fifth consecutive year. The Company earned further distinction by receiving 10 awards at the 2020 Taiwan Corporate Sustainability Awards and was honored with the Most Prestigious Sustainability Award – Top 10 Domestic Corporations for the sixth time, the most among domestic telecom peers.

2020 operating and financial results

The Company posted consolidated revenue of NT$132.9 billion, EBITDA of NT$31.3 billion, net profit of NT$11.3 billion and earnings per share of NT$4.01. While the Company’s profitability dwindled YoY due to 5G spectrum amortization and rising depreciation, along with plummeting roaming revenue due to the COVID-19 pandemic, its net income still exceeded guidance.

Outlook

With the advent of the 5G era and an aging society, the setting for Industry 4.0, smart home and smart care is gradually maturing. As companies explore 5G applications and opportunities, competition in the telecom industry is moving into a new era filled with uncertainties and endless possibilities. Building on its spirit of innovation, TWM plans to introduce more IoT care systems and provide total solutions for enterprises, while integrating technology into everyday life to enhance profit contributions from its consumer, cable TV, enterprise and retail business groups.

Daniel M. Tsai

Chairman

8

Attachment II

Taiwan Mobile Co., Ltd.

==> picture [356 x 28] intentionally omitted <==

==> picture [454 x 651] intentionally omitted <==

9

Taiwan Mobile Co., Ltd.

==> picture [387 x 541] intentionally omitted <==

10

Attachment III

11

Attachment IV

Taiwan Mobile Co., Ltd.

The Issuance of the Sixth Unsecured Corporate Straight Bond

Issuance Terms:

Issuance Terms:	Issuance Terms:
Issuance		Sixth Unsecured Corporate Straight Bond
Issue date		March 24, 2020
Denomination		NT$10,000,000
Issuance and listing		Not applicable
Issueprice		100% ofpar value
Total amount		Total amount is NT$20 billion: NT$5 billion for the 5-year bond, NT$10 billion for the 7-year bond, and NT$5 billion for the 10-year bond
		Fixed rate at 0.640% per annum for the 5-year bond, 0.660% per annum for the 7-year bond, and 0.720%per annum for the 10-year bond
Coupon
Term		5 years, maturing on March 24, 2025 7 years, maturing on March 24, 2027 10years, maturingon March 24, 2030
Guarantor		None
Trustee		Bank of Taiwan
Underwriter		KGI Securities Co., Ltd.
Legal counsel		Chen Ji-Min, Attorney
		Li-Wen Kuo, CPA
Auditor		Kwan-Chung Lai, CPA
		Deloitte & Touche
Repayment		100% of the principal at maturity dates
Outstandingbalance		NT$20,000,000,000
Earlyrepayment clause		None
Covenants		None
Credit rating agency, rating date, company credit rating		None
	Amount converted/exchanged
	into common shares, ADRs or	Not applicable
	other securities
Ancillary
rights	Rules governing issuance or
	conversion( exchanged or	Not applicable
	subscribed)
Dilution and equity	other effects on shareholders’	Not applicable
Custodian		Not applicable

In accordance with the Company’s plan, the proceeds of the NT$20bn bond issuance were used to repay bank borrowings on March 24, 2020.

12

Attachment V

==> picture [22 x 23] intentionally omitted <==

Taiwan Mobile Co., Ltd.

Ethical Corporate Management Best Practice Principles - Before

and After Amendments for Comparison

Article		Amended	Original	Explanation
1		Subject to the operation principles of integrity, transparency, and responsibility, Taiwan Mobile Co., Ltd. (the “Company”) enacts and executes “The Ethical Corporate Management Best Practice Principles” ("Principles") to establish a corporate culture of ethical management and sound development, and offer a framework to establish good commercial practices, risk management mechanism, and to create a sustainable business environment The Principles shall apply to the Company's subsidiaries, any foundation constituted as a juristic person to which the Company's direct or indirect accumulated contribution of funds exceeds 50% of the total funds received,Employee Welfare Committee,and other institutions or juridical persons which are substantially controlled by the Company.	Subject to the operation principles of integrity, transparency, and responsibility, Taiwan Mobile Co., Ltd. (the “Company”) enacts and executes “The Ethical Corporate Management Best Practice Principles” ("Principles") to establish a corporate culture of ethical management and sound development, and offer a framework to establish good commercial practices, risk management mechanism, and to create a sustainable business environment The Principles shall apply to the Company's subsidiaries, any foundation constituted as a juristic person to which the Company's direct or indirect accumulated contribution of funds exceeds 50% of the total funds received, and other institutions or juridical persons which are substantially controlled by the Company.	According to Paragraph 2, Article 24 of Foundations Act, Taipei Foundation Regulation, and principle of Ethical Management Directions for the National Foundations of Employee Welfare Committee released by Ministry of Labor, Taiwan Mobile Employee Welfare Committee shall be included in the Ethical Corporate Management Best Practice Principles.
17		The Company shall establish regulations for preventing conflicts of interest, to distinguish, supervise, and manage the potential risks of Unethical Conduct resulting from conflict interests, and offer appropriate means for directors, managers, and any other stakeholders attendingorpresent at the	The Company shall establish regulations for preventing conflicts of interest, to distinguish, supervise, and manage the potential risks of Unethical Conduct resulting from conflict interests, and offer appropriate means for directors, managers, and any other stakeholders attendingorpresent at the	According to Paragraph 2, Article 11 of XXX Co., Ltd., Procedures for Ethical Management

13

Article		Amended	Original	Explanation
		board meeting to voluntarily explain whether their interests would potentially conflict with those of the Company. A director, manager, and any other stakeholder attending or present at the board meeting, or the juristic person represented thereby, has a stake in a proposal at the meeting, shall state the important aspects of the stake in the meeting. Such person shall be prohibited from discussing and participating in voting on any proposals if there is likelihood that the interests of this Company would be prejudiced, shall recuse himself or herself from any discussion and voting, and shall not exercise voting rights as proxy on behalf of another director. The directors shall exercise self-discipline and should not support one another in improper ways. Where the spouse, a blood relative within the second degree of kinship of a director, or any company which has a controlling or subordinate relation with a director has interests in the matters under discussion in the meeting of the preceding paragraph, such director shall be deemed to have a personal interest in the matter. The Company's directors, managers, employees, mandataries and Substantial Controllers shall not take advantage of their positions or influence in the Company to obtain improper Benefits for themselves, their spouses, parents, children or any other person.	board meeting to voluntarily explain whether their interests would potentially conflict with those of the Company. A director, manager, and any other stakeholder attending or present at the board meeting, or the juristic person represented thereby, has a stake in a proposal at the meeting, shall state the important aspects of the stake in the meeting. Such person shall be prohibited from discussing and participating in voting on any proposals if there is likelihood that the interests of this Company would be prejudiced, shall recuse himself or herself from any discussion and voting, and shall not exercise voting rights as proxy on behalf of another director. The directors shall exercise self-discipline and should not support one another in improper ways. The Company's directors, managers, employees, mandataries and Substantial Controllers shall not take advantage of their positions or influence in the Company to obtain improper Benefits for themselves, their spouses, parents, children or any other person.	and Guidelines for Conduct, released by Taiwan Stock Exchange Corporation and Paragraph 2, Article 15 of Taiwan Mobile’s Management of Operation of Board Meeting, the paragraph 3 is added in the article 17 of Taiwan Mobile’s Ethical Corporate Management Best Practice Principles. The original Paragraph 3, Article 17 of Taiwan Mobile’s Ethical Corporate Management Best Practice Principles is moved to Paragraph 4, Article 17.

14

==> picture [22 x 23] intentionally omitted <==

Taiwan Mobile Co., Ltd.

Ethical Corporate Management Best Practice Principles

Officially resolved by the board of directors on January 27, 2011 First amendment was approved by the board of directors on October 27, 2011 Second amendment was approved by the board of directors on April 30, 2015 Third amendment was approved by the board of directors on July 27, 2016 Fourth amendment was approved by the board of directors on February 1, 2018 Fifth amendment was approved by the board of directors on November 6, 2020

Article 1 (Purpose of Enactment and Applicable Scope)

Subject to the operation principles of integrity, transparency, and responsibility, Taiwan Mobile Co., Ltd. (the “Company”) enacts and executes “The Ethical Corporate Management Best Practice Principles” ("Principles") to establish a corporate culture of ethical management and sound development, and offer a framework to establish good commercial practices, risk management mechanism, and to create a sustainable business environment.

The Principles shall apply to the Company's subsidiaries, any foundation constituted as a juristic person to which the Company's direct or indirect accumulated contribution of funds exceeds 50% of the total funds received, Employee Welfare Committee , and other institutions or juridical persons which are substantially controlled by the Company.

Article 2 (Prohibition of Unethical Conduct)

When engaging in commercial activities, directors, managers, employees, mandataries of the Company or persons having substantial control over the Company ("Substantial Controllers") shall not directly or indirectly offer, promise to offer, request or accept any improper Benefits (see Article 3), nor commit unethical acts including breach of the principle of good faith, illegal acts, or breach of fiduciary duty (collectively "Unethical Conduct") for purposes of acquiring or maintaining Benefits (see Article 3).

The opposite parties of the Unethical Conduct referred to in the preceding paragraph include civil servants, political candidates, political parties or their members, state-run or private-owned businesses or institutions and their directors, supervisors, managers, employees or substantial controllers or other stakeholders.

Article 3 (The Types of Benefits)

The "Benefits" mentioned in the Principles means any items of value, including money, endowments,

15

commissions, positions, services, preferential treatment or rebates of any type or in any name. Benefits received or given occasionally in accordance with accepted social customs and that do not adversely affect specific rights and obligations shall be excluded.

Article 4 (Legal Compliance)

The Company shall comply with the Company Act, Securities and Exchange Act, Business Entity Accounting Act, Political Donations Act, Anti-Corruption Act, Government Procurement Act, Act on Recusal of Public Servants Due to Conflict of Interest, TWSE/GTSM-listing related rules, or other laws or regulations regarding commercial activities, as the underlying basic premise to facilitate ethical corporate management.

Article 5 (Prevention Program)

In order to exercise in business operation, the Company shall stipulate the “Operation Rules of Ethical Corporate Management Best Practice Principles” and comply with the relevant laws and regulations in the country where the Company, affiliates, group enterprises or organizations have business operations.

Article 6 (The Commitment and Execution)

The Company shall clearly specify ethical corporate management principles in their internal rules and external documents. The board of directors and management promises to rigorously and thoroughly enforce ethical management for internal management and external commercial activities.

Article 7 (Engaging in Commercial Activities under Ethical Corporate Management Policies)

The Company, based on the principle of ethical management, shall engage in commercial activities in a fair and transparent manner.

Prior to the conclusion of any commercial transaction, the Company shall take into consideration the legality of their agents, suppliers, clients or other trading counterparties, and whether they have conducted Unethical Conduct before, if any, and avoid having any dealings with persons who have or have been involved with any record of Unethical Conduct.

When entering into contracts with other parties, the Company shall include in such contracts provisions demanding ethical corporate management policy compliance and a provision that in the event the trading counterparties are suspected of engaging in or involved with Unethical Conduct, the Company may at any time terminate or cancel the contracts.

16

When engaging in business activities, the Company shall follow the relevant environmental laws, regulations and international standards to properly protect the environment and achieve the goal of a sustainable environment. The Company shall prevent from polluting water, air and land when engaging in business activities. Under consideration of cost effectiveness and technology feasibility, the Company shall make the best effort to reduce adverse effects on human health and environment, and take the best and practicable measures for pollution control.

The Company shall comply with the domestic labor laws and regulations, safety and health laws and regulations, and International Bill of Human rights, provide for employees with safe, healthy and clean work environment, protect employees’ lawful rights and interests, and shall not endanger basic rights of labors.

The Company shall not discriminate in any type (including races, genders, disabilities, religions etc.) against agents, suppliers, customers, other transaction partners, or employees

Article 8 (Prohibition of Offering and Accepting Bribes)

When conducting business, the Company and its directors, managers, employees, mandataries and Substantial Controllers shall not directly or indirectly offer, promise to offer, request or accept any improper Benefits in any form to or from clients, agents, contractors, suppliers, public servants, or other stakeholders.

Article 9 (Prohibition of Offering Illegal Political Donations)

When directly or indirectly offering a donation to political parties or organizations or individuals participating in political activities, the Company and its directors, managers, employees, mandataries and Substantial Controllers shall comply with the Political Donations Act and its own relevant internal operational procedures, and shall not make such donations in exchange for commercial gains or business advantages.

Article 10 (Prohibition of Improper Charitable Donations or Sponsorship)

When making or offering donations and sponsorship, the Company and its directors, managers, employees, mandataries and Substantial Controllers shall comply with relevant laws and regulations and internal operational procedures, and shall not surreptitiously engage in bribery.

Article 11 (Prohibition of Unjustifiable Presents, Hospitality or Other Improper Benefits)

17

The Company and its directors, managers, employees, mandataries and Substantial Controllers shall not directly or indirectly offer or accept any unjustifiable presents, hospitality or other improper Benefits to establish business relationship or influence commercial transactions.

Article 12 (Prohibition of Intellectual Property Infringement)

The Company and its directors, managers, employees, mandataries and Substantial Controllers shall comply with the laws, regulations, internal process procedures, and applicable contracts pertaining to intellectual property. The Company shall not use, disclose, dispose, destroy, or make any other infringement to intellectual property without prior written consent of the owners of the intellectual property rights.

Article 13 (Prohibition of Unfair Competition)

The Company shall follow the applicable competition laws and regulations when engaging in business activities, and shall not fix prices, make rigged bids, establish output restrictions or quotas, or share or divide markets by allocating customers, suppliers, territories, or lines of commerce.

Article 14 (Prohibition of Damages on Products or Services against Stakeholders)

The Company and its directors, managers, employees, mandataries and Substantial Controllers shall comply with the applicable laws and regulations and international standards governing its products and services to ensure the transparency of information about, and safety of, the products and services in the course of their research and development, procurement, manufacture, provision, or sale of the products and services. The Company shall adopt and announce a policy on the protection of the rights and interests of the consumers or other stakeholders to prevent its products and services from directly or indirectly damaging the rights and interests, health, and safety of the consumers or other stakeholders. Where there are sufficient facts to determine that the Company's products or services are likely to pose any hazard to the safety and health of the consumers or other stakeholders, the Company shall recall those products or suspend the services immediately.

Article 15 (Organization and Responsibility)

The directors, managers, employees, mandataries and Substantial Controllers of the Company shall exercise due care in urging the Company to prevent Unethical Conduct, and review, from time to time, the results of the preventive measures and continually make adjustments.

18

To achieve sound ethical corporate management, the internal legal office shall be in charge of the enactment of the ethical management policy, the prevention of the Unethical Conduct, the execution and supervision of the ethical management as follows, and report to the board of directors on a regular basis:

1. Stipulate the “Operation Rules of Ethical Corporate Management Best Practice Principles”.

2. Promoting and coordinating awareness and educational activities with respect to ethics policy.

3. Developing the whistleblowing mechanism and ensuring its operating effectiveness.

4. Assisting the board of directors and management team in auditing and assessing whether ethical management is effectively operating, and preparing reports on the regular assessment of compliance with ethical management in operating procedures.

Article 16 (Legal Compliance for Conducting Business)

The Company and its directors, managers, employees, mandataries and Substantial Controllers shall comply with the laws, regulations, the internal principles and obligation of confidentiality for confidential and business sensitive information when conducting business.

Article 17 (Avoiding Conflicts of Interest)

The Company shall establish regulations for preventing conflicts of interest, to distinguish, supervise, and manage the potential risks of Unethical Conduct resulting from conflict interests, and offer appropriate means for directors, managers, and any other stakeholders attending or present at the board meeting to voluntarily explain whether their interests would potentially conflict with those of the Company.

A director, manager, and any other stakeholder attending or present at the board meeting, or the juristic person represented thereby, has a stake in a proposal at the meeting, shall state the important aspects of the stake in the meeting. Such person shall be prohibited from discussing and participating in voting on any proposals if there is likelihood that the interests of this Company would be prejudiced, shall recuse himself or herself from any discussion and voting, and shall not exercise voting rights as proxy on behalf of another director. The directors shall exercise self-discipline and should not support one another in improper ways.

Where the spouse, a blood relative within the second degree of kinship of a director, or any company which has a controlling or subordinate relation with a director has interests in the matters under discussion in the meeting of the preceding paragraph, such director shall be deemed to have a personal interest in the matter.

The Company's directors, managers, employees, mandataries and Substantial Controllers shall not take

19

advantage of their positions or influence in the Company to obtain improper Benefits for themselves, their spouses, parents, children or any other person.

Article 18 (Accounting and Internal Control)

The Company shall establish effective accounting and internal control systems for business activities which may be at a higher risk of being involved in Unethical Conduct, and should not have under-thetable accounts or maintain secret accounts, and shall conduct reviews from time to time so as to ensure that the design and enforcement of the systems continue to be effective.

The internal audit department of the Company shall inspect the Company's compliance with the system mentioned in the preceding paragraph and prepare and submit audit reports to the board of directors on a regular basis. The Company may assign accountants to perform the inspection, and may request assistance from other professionals if required.

Article 19 (Operational Procedures and Guidelines)

The operational principles and rules established by the Company for the prevention of Unethical Conduct shall specifically regulate the rules of business conduct for the Company's directors, managers, employees, and Substantial Controllers.

Article 20 (Training and Reviews)

The chairman, general manager, or senior management shall communicate the importance of ethics to its directors, employees, and mandataries on a regular basis.

The Company shall periodically organize training or awareness programs for its directors, managers, employees, mandataries and Substantial Controllers. Each business department of the Company shall propagate the principles to the counterparties of any commercial transaction the Company engages in, and have such counterparties fully understand the Company's resolution to implement the Principles and the consequences of committing Unethical Conduct.

The Company shall combine the Principles with its employee performance evaluation system and human resource policies to establish a clear and effective reward and punishment system.

Article 21 (Whistleblowing, Punishment and Appeals Process)

In cases where the Company's directors, manager, employees, mandataries or Substantial Controller has

20

discovered a violation of the Principles, the directors, manager, employees or Substantial Controller shall report such violation to the Audit Committee, managers, internal audit officer or other appropriate channels of the Company. The Company shall keep confidential the identity of the person who reports such violation and the report’s content, and shall investigate and deal with such report actively. If any violation of the Principles is confirmed, a disciplinary action will be imposed depending upon the nature and degree of such violation.

Article 22 (Disclosure of Information)

The Company shall disclose the status of the enforcement of the Principles on its company website, annual report and public prospectus.

Article 23 (Review and Amendment to the Principles)

The Company shall monitor the development of relevant local and international regulations concerning ethical corporate management from time to time, and encourage its directors, managers and employees to make suggestions so as to review and improve the Principles and achieve better results from implementation.

Article 24 (Enforcement)

The Ethical Corporate Management Best Practice Principles of the Company shall be implemented after the Principles are reviewed by the Audit Committee and resolved by the board of directors, and then the Principles shall be submitted at the shareholders' meeting. The same procedure shall apply to any

21

Attachment VI

The 2020 Consolidated Financial Statements

22

==> picture [470 x 645] intentionally omitted <==

23

==> picture [4 x 26] intentionally omitted <==

==> picture [479 x 656] intentionally omitted <==

24

==> picture [440 x 470] intentionally omitted <==

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in Taiwan, the ROC and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the ROC.

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in Taiwan, the ROC. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail

25

==> picture [1093 x 59] intentionally omitted <==

==> picture [1093 x 629] intentionally omitted <==

26

==> picture [488 x 393] intentionally omitted <==

==> picture [497 x 301] intentionally omitted <==

27

==> picture [1064 x 62] intentionally omitted <==

==> picture [1064 x 603] intentionally omitted <==

28

==> picture [480 x 641] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

29

==> picture [451 x 634] intentionally omitted <==

30

==> picture [497 x 312] intentionally omitted <==

==> picture [9 x 5] intentionally omitted <==

31

Attachment VII

The 2020 Standalone Financial Statements

==> picture [486 x 626] intentionally omitted <==

32

==> picture [453 x 622] intentionally omitted <==

33

==> picture [459 x 492] intentionally omitted <==

34

==> picture [481 x 176] intentionally omitted <==

==> picture [492 x 173] intentionally omitted <==

==> picture [6 x 5] intentionally omitted <==

35

==> picture [1036 x 592] intentionally omitted <==

==> picture [10 x 5] intentionally omitted <==

36

==> picture [497 x 432] intentionally omitted <==

==> picture [497 x 201] intentionally omitted <==

37

==> picture [1064 x 67] intentionally omitted <==

==> picture [1064 x 558] intentionally omitted <==

38

==> picture [497 x 650] intentionally omitted <==

==> picture [22 x 275] intentionally omitted <==

39

==> picture [497 x 80] intentionally omitted <==

==> picture [497 x 608] intentionally omitted <==

==> picture [22 x 388] intentionally omitted <==

40

Attachment VIII

Taiwan Mobile Co., Ltd. 2020 Earnings Distribution Proposal

Unit: NT$

Item	Amount
Unappropriated retained earnings as of December 31, 2019 Actuarial losses of 2020 Adjustments due to investments accounted for using equity method Disposal of financial instruments at fair value through profit or loss Unappropriated retained earnings - Adjusted Net income of 2020 Legal reserve appropriation (10%) Set aside special reserve appropriation Retained earnings available for distribution Appropriation: Cash dividends (Note 1) Balance of unappropriated retained earnings	249,166 (38,068,733) 194,725 2,052,067,166
	2,014,442,324 11,286,553,218 (1,330,074,638) (2,449,739,065)
	9,521,181,839 (9,521,177,440)
	4,399

Note 1: Refer to the second proposed resolution regarding the distribution of the 2020 retained earnings.

41

Attachment IX

==> picture [22 x 23] intentionally omitted <==

Taiwan Mobile Co., Ltd.

Articles of Incorporation

Before and After Amendments for Comparison

Article	Amended	Original	Explanation
2	The scope of business of the Company shall be: 1. G903010 Telecommunications Enterprises 2. I301040 Third-Party Payment; 3. I301020 Data Processing Services; 4. J303010 Magazine and Periodical Publication; 5. J304010 Book Publishers; 6. J305010 Audio Tape and Record Publishers; 7. J399010 Software Publication; 8. J399990 Other Publishers Not Elsewhere Classified; 9. F108031 Wholesale of Drugs, Medical Goods; 10. F208031 Retail Sale of Medical Equipment; 11. E601010 Electric Appliance Construction; 12. E701010 Telecommunications Construction; 13. CC01080 Electronic Parts and Components Manufacturing; 14. E601020 Electric Appliance Installation; 15. E603090 Illumination Equipment Construction; 16. IG03010 Energy Technical Services; 17. H703100 Real Estate Rental and Leasing; 18. JE01010 Rental and Leasing Business; and	The scope of business of the Company shall be: 1. F401021 Regulated Telecom Radio Frequency Equipment and Materials Import; 2. G901011 Type I Telecommunications Enterprise; 3. G902011 Type II Telecommunications Enterprise; 4. I301040 Third-Party Payment; 5. I301020 Data Processing Services; 6. J303010 Magazine and Periodical Publication; 7. J304010 Book Publishers; 8. J305010 Audio Tape and Record Publishers; 9. J399010 Software Publication; 10. J399990 Other Publishers Not Elsewhere Classified; 11. F108031 Wholesale of Drugs, Medical Goods; 12. F208031 Retail Sale of Medical Equipment; 13. E601010 Electric Appliance Construction; 14. E701010 Telecommunications Construction; 15. CC01080 Electronic Parts and Components Manufacturing; 16. E601020 Electric Appliance Installation; 17. E602011 Frozen and Air- conditioning Engineering 18. E603090 Illumination Equipment Construction;	In accordance with the implementation of the Telecommunications Management Act, the first three items were replaced with a new item called “Telecommunications Enterprises”.

42

	19. J401010 Motion Picture Production 20. J402010 Motion Picture Distribution 21. J503020 Television Production 22. J503030 Broadcasting and Television Program Distribution 23. EZ05010 Apparatus Installation Construction 24. ZZ99999 Any other business (other than those approved by the relevant authorities) not prohibited or restricted by law.	19. J401010 Motion Picture Production 20. J402010 Motion Picture Distribution 21. J503020 Television Production 22. J503030 Broadcasting and Television Program Distribution 23. EZ05010 Apparatus Installation Construction 24. ZZ99999 Any other business (other than those approved by the relevant authorities) not prohibited or restricted by law.	19. IG03010 Energy Technical Services; 20. H703100 Real Estate Rental and Leasing; 21. JE01010 Rental and Leasing Business; and 22. J401010 Motion Picture Production 23. J402010 Motion Picture Distribution 24. J503020 Television Production 25. J503030 Broadcasting and Television Program Distribution 26. E501011 Water Pipe Construction 27. EZ05010 Apparatus Installation Construction 28. ZZ99999 Any other business (other than those approved by the relevant authorities) not prohibited or restricted by law.
34		These Articles of Incorporation were agreed to and signed on 30 January 1997. … The twenty- eighth amendment was made on 12 June 2019 The twenty- ninth amendment was made on 18 June 2020 The thirtieth amendment was made on 20 August 2021	These Articles of Incorporation were agreed to and signed on 30 January 1997. … The twenty- eighth amendment was made on 12 June 2019 The twenty- ninth amendment was made on 18 June 2020

43

==> picture [22 x 23] intentionally omitted <==

Taiwan Mobile Co., Ltd.

Articles of Incorporation

Chapter I General Provisions

Article l The Company shall be incorporated as a company limited by shares, under the Company Act of the Republic of China. The name of the Company shall be 台灣大哥大 股份有限公司 .

• Article 2 The scope of business of the Company shall be:

• G903010 Telecommunications Enterprises;

• I301040 Third-Party Payment;

• I301020 Data Processing Services;

• J303010 Magazine and Periodical Publication;

• J304010 Book Publishers;

• J305010 Audio Tape and Record Publishers;

• J399010 Software Publication;

• J399990 Other Publishers Not Elsewhere Classified;

• F108031 Wholesale of Drugs, Medical Goods;

• F208031 Retail Sale of Medical Equipment;

• E601010 Electric Appliance Construction;

• E701010 Telecommunications Construction;

• CC01080 Electronic Parts and Components Manufacturing;

• E601020 Electric Appliance Installation;

• E603090 Illumination Equipment Construction;

• IG03010 Energy Technical Services;

• H703100 Real Estate Rental and Leasing

• JE01010 Rental and Leasing Business;

• J401010 Motion Picture Production;

• J402010 Motion Picture Distribution;

• J503020 Television Production

• J503030 Broadcasting and Television Program Distribution

• EZ05010 Apparatus Installation Construction

• ZZ99999 Any other business (other than those approved by the relevant authorities) not prohibited or restricted by law.

• Article 3 The Company may act as a guarantor where necessary for the purpose of carrying out its business.

• Article 4 The Company shall have its registered head office in Taipei, Taiwan, Republic of China and shall, where necessary and with a resolution to do so by the Board of Directors (“Board”), set up branch offices either within or outside the territory of the Republic of China.

Article 5 (Deleted)

• Article 6 The Company’s aggregate investment may exceed forty percent of its paid-up capital. Chapter II Capital Stock

44

• Article 7 The total registered capital stock of the Company shall be Sixty Billion New Taiwan Dollars (NT$60,000,000,000), divided into Six Billion (6,000,000,000) shares with a par value of Ten New Taiwan Dollars (NT$10) per share. Any unissued shares shall be issued, where necessary, upon the approval of the Board.

Two hundred and fifty million shares of the above total capital stock of the Company with a par value of Ten New Taiwan Dollars (NT$10) per share shall be retained for the issuance of employee stock options, which may be issued from time to time upon the approval of the Board.

Article 7-1 (Deleted)

• Article 7-2 The Company may, upon the approval at a shareholders’ meeting which is attended by shareholders holding at least 50% of the issued capital stock, by more than two-thirds of the shareholders attending the meeting, transfer the treasury shares to its employees at a price lower than the average buyback price.

• Article 8 Share certificates of the Company shall be issued only if they bear the names of the shareholders, be appropriately serial numbered, be signed by or affixed with the personal seals of three or more Directors of the Company, and be duly signed and authenticated by the responsible authority or a share registry endorsed by the regulatory authority. The Company is exempted from issuing any physical share certificates for the shares issued. A physical share certificate may be issued for all the new shares issued at a particular point in time, provided that the share certificate shall be placed in custody or for registration with a centralized depositary.

• Article 9 Shareholders shall provide their names, addresses, and specimens of their personal seals to the Company for record. The same shall also be provided upon variation of any of the above details. Where any personal seals of the shareholders are lost, the specimens of the personal seals shall only be replaced with new specimens if the shareholders report the loss to the Company.

• Article 10 Upon transfer of shares, the transferor and transferee shall complete an application for registration of the transfer and affix their personal seals on the application. The application and the associated share certificates, affixed with the personal seals of the transferor and transferee on the back page, together with other documents evidencing the transfer, shall be submitted to the Company for the purpose of registration of the transfer. The transferee shall not have a right of action against the Company with respect to matters associated with or arising from the transfer if the name of the transferee is not recorded on the share certificates and the name and address of the transferee are not entered onto the register of shareholders of the Company.

• Article 11 Where a share certificate is lost, the shareholder shall immediately file an application to report the loss and submit the same to the Company for audit and record. The shareholder shall also apply to the competent court for a judgment declaring the original share certificate invalid, in accordance with the procedures for public announcement of invalidation of a certificate under the Code of Civil Procedures. After obtaining the judgment from the court, the shareholder shall apply to the Company for the share certificate to be reissued, with the original copy of the aforementioned court judgment. Where a share certificate is worn out or

45

defaced and the shareholder wishes to apply for a replacement of the share certificate, the shareholder shall apply to the Company for the replacement by submitting to the Company the original copy of the share certificate with a completed application for replacement of share certificate.

• Article 12 The Company shall charge for administrative fees and stamp duties for the reissue of share certificates due to loss of the original share certificates or for other reasons.

• Article 13 Registration of share transfers shall be suspended for a 60–day period immediately prior to a general meeting of the shareholders; for a 30–day period immediately prior to an extraordinary meeting of the shareholders; and for a 5–day period immediately prior to the record date for distribution of dividend, bonuses or other benefits.

• Article 14 Shareholders shall submit specimens of their personal seals to the Company for record. The same personal seals shall be used by the shareholders for the purposes of claiming their dividends and when exercising their rights as shareholders via written documents.

Chapter III Shareholders' Meetings

• Article 15 There are two types of shareholders’ meetings, the general meetings and the extraordinary meetings.

• (1) General Meetings – General meetings shall be held within 6 months of the end of each fiscal year, and shall be convened by the Board by no less than 30 days’ prior notice to the shareholders.

• (2) Extraordinary Meetings – Extraordinary meetings shall be convened in accordance with the relevant laws, by no less than 15 days’ prior notice to the shareholders.

• Article 16 A shareholder is entitled to appoint a proxy to attend and vote on behalf of the shareholder at a shareholders’ meeting by completing and submitting to the Company a form prescribed by the Company stating the scope of authorization.

• Article 17 The Chairman or, in his absence, the Vice Chairman, shall preside as the chairman of the shareholders’ meetings of the Company. If neither the Chairman nor the Vice Chairman shall be present at the meetings, or the Vice Chairman becomes vacant, the Chairman shall designate one of the Directors as the chairman, failing which, the Directors present at the meetings shall elect the chairman from amongst themselves.

• Article 18 Except under the circumstances set forth in Article 179 of the Company Act, shareholders of the Company shall be entitled to one vote for each share held at the shareholders’ meeting.

• Article 18-1 Shareholders may exercise their voting rights in written or electronic forms at the shareholders’ meetings.

• Article 19 Unless otherwise provided by the Company Act, all resolutions of a shareholders meeting of the Company shall be passed, at a meeting attended by shareholders holding at least 50% of the issued capital stock, by more than 50% of the shareholders attending the meeting.

46

• Article 20 Resolutions at a shareholders’ meeting shall be recorded in a meeting minute signed by or affixed with the personal seal of the chairman. The meeting minute shall be distributed to all the shareholders of the Company by public announcement within 20 days after the shareholders’ meeting. The meeting minute shall contain information such as the time and venue of the meeting, name of the chairman of the meeting, manner in which resolutions are passed, and a summary and outcome of all proceedings of the meeting.

Chapter IV Directors

• Article 21 There shall be 9 to 11 Directors of the Company. Directors shall be persons with legal capacity and shall be elected by the shareholders at the shareholders’ meeting. The tenure of the offices of the Directors shall be 3 years and the Directors shall be eligible for reelections. The election of Directors is adopted by candidate nomination system per Article 192-1 of the Company Act. Not more than half of the Directors of the Company shall have the following relationships among them:

• (1) A spousal relationship.

• (2) A familial relationship within the second degree of kinship.

The Chairman and the Vice Chairman shall be elected respectively from amongst the Directors by a simple majority of the Directors present at the Board meetings attended by at least two thirds of all the Directors.

The Company may purchase liability insurance for directors with respect to their liabilities resulting from exercising their duties during their terms of occupancy.

• Article 21-1 According to Article 14-2 of the Securities and Exchange Act, among the directors, there shall be no less than 3 independent directors. The independent directors shall together constitute the Audit Committee and replace the role of the supervisors.

• Article 22 If one third of the offices of the Directors become vacant, the Board shall convene an extraordinary meeting of the shareholders within 60 days to re-elect and re-appoint Directors to fill the vacancies. The tenure of offices so filled shall be the balance of the term of the relevant offices.

• Article 23 If any new Directors are not elected in time before the expiration of the tenure of the relevant existing offices of the Directors, the tenure of the existing offices shall be extended until such time when the new Directors duly elected to assume their offices.

• Article 24 The business policy and other imperative matters of the Company shall be determined by the Board. The Board shall be entitled to form different functional committees, and determine the duties and responsibilities of the committees. Except for the first meeting of each term of the Board which shall be convened by the Director who received a ballot representing the largest number of votes at the election of Directors, Board meetings shall be convened by the Chairman, who shall also be the chairman of the meetings. If the Chairman is unable to perform his duties for any reasons, the Vice Chairman shall act on his behalf. If the Vice Chairman is also absent from the meetings or becomes vacant, the Chairman shall designate one of the Directors to act on his behalf, failing which, the Directors present at the meetings shall elect a person from amongst themselves to act on behalf of the Chairman.

47

The notice of the Board meetings may be made and delivered by letter, email or facsimile.

• Article 25 Unless otherwise provided for in the Company Act, all resolutions of the Board shall be passed by a simple majority of the Directors present at the Board meetings attended by at least 50% of all the Directors. If a Director is unable to attend the meeting, he shall be entitled to authorize another Director to represent him at the meeting by executing a power of attorney stating therein the scope of authorization with respect to each matter proposed to be dealt with at the meeting, however, a Director attending the meeting shall not be authorized to represent more than one absent Directors at the meeting. If any Director attends the Board meeting by video conference, it is deemed that such Director has participated in person.

• Article 26 All proceedings at a Board meeting shall be recorded in a meeting minute signed by or affixed with the personal seal of the chairman of the meeting. The meeting minute shall be distributed to all Directors of the Company within 20 days after the Board meeting. The meeting minute shall contain information such as the time and venue of the meeting, name of the chairman of the meeting, manner in which resolutions are passed, and a summary and outcome of all proceedings of the meeting.

• Article 27 The Audit Committee shall exercise their powers and other relevant matters in accordance with the relevant laws, regulations or the Company’s Articles of Incorporation.

• Article 27-1 (Deleted)

• Article 27-2 (Deleted)

• Article 27-3 The Board is authorized to decide the compensation to directors (including independent directors), according to his/her contribution to the operation and involvement in the operation of the Company, comparable to peer’s levels, transportation and other allowance included.

Chapter V Managers and Officers

• Article 28 There shall be several Presidents and Vice Presidents of the Company. The President shall be nominated by the Chairman; and his/her appointment or removal shall be approved by more than 50% of the Directors. The Vice Presidents shall be nominated by the President; and their appointment or removal shall be approved by more than 50% of the Directors.

• Article 29 The Company may, by resolution of the Board, retain consultants or key officers.

• Article 29-1 The Company shall purchase liability insurance for key management based on their duties and terms.

Chapter VI Financial Reports

Article 30 The fiscal year of the Company shall begin on 1 January and end on 31 December of each

48

year. The Board shall prepare the following reports after the end of each fiscal year, and present to the shareholders at the general meeting of the shareholders for their ratifications in accordance with the legal procedure:

• (1) Business Report

• (2) Financial Statements

• (3) Proposal for distribution of earnings to shareholders or recovery of prior year losses.

• Article 30-1 If the Company has profits in a fiscal year, it shall set aside 1% to 3% of the profits as employee bonuses and not more than 0.3% of the profits as director compensation. However, if the Company has accumulated losses, it shall first reserve a certain amount for offsetting losses, then allocate for the employee bonuses and director compensation proportionally from the remaining amount.

Qualification requirements of employees entitled to receive shares or cash set for in the above paragraph shall be applied to the employees of subsidiaries who meet certain requirements.

• Article 31 In the event that the Company, according to the final settlement, earns profits in a fiscal year, such profits shall first be set aside to pay the applicable taxes, offset losses, set aside for legal reserve pursuant to laws and regulations, unless the legal reserve has reached the Company’s total paid-up capital. The remaining profits shall be set aside for special reserve in accordance with the laws, regulations, or the business requirements. Any further remaining profits plus unappropriated earnings shall be distributed in accordance with the proposal submitted by the Board, for approval at a shareholders’ meeting.

• Article 31-1 The Company adopts a dividend distribution policy whereby only surplus profits of the Company shall be distributed to shareholders. That is, only the surplus profits, after setting aside amounts for retained earnings based on the Company’s capital budget plan, shall be distributed as cash dividend. The value of stock dividend in a particular year shall not be more than 80% of the value of dividend distributed for that year. The amount of the distributable dividend, the forms in which dividend shall be distributed and the ratios thereto, shall depend on the actual profits and cash positions of the Company and shall be approved by resolutions of the Board, who shall, upon such approval, recommend the same to the shareholders for approval by resolution at the shareholders’ meetings.

• Article 32 The internal organization and the detailed procedures relevant to the business operation of the Company shall be separately determined by the Board.

• Article 33 Matters not specifically provided for in these Articles of Incorporation shall be governed by the Company Act and any other relevant laws.

• Article 34 The Articles of Incorporation were agreed to and signed on January 30, 1997. The first amendment was made on February 18, 1997. The second amendment was made on February 22, 1997. The third amendment was made on April 2, 1997. The fourth amendment was made on August 30, 1997. The fifth amendment was made on December 12, 1997. The sixth amendment was made on March 21, 1998. The seventh amendment was made on June 23, 1998. The eighth amendment was made on February 3, 1999.

49

The ninth amendment was made on June 22, 1999. The tenth amendment was made on March 6, 2000. The eleventh amendment was made on March 30, 2001. The twelfth amendment was made on March 30, 2001. The thirteenth amendment was made on April 26, 2002. The fourteenth amendment was made on June 25, 2003. The fifteenth amendment was made on June 15, 2004. The sixteenth amendment was made on June 14, 2005. The seventeenth amendment was made on June 15, 2006.

The eighteenth amendment was made on June 15, 2007, except for the Article 7-2, which shall be effective on January 1, 2008

The nineteenth amendment was made on June 13, 2008. The twentieth amendment was made on June 19, 2009.

The twenty-first amendment was made on June 15, 2011. The twenty-second amendment was made on June 22, 2012. The twenty-third amendment was made on June 21, 2013. The twenty-fourth amendment was made on 12, June 2014. The twenty-fifth amendment was made on 15, June 2016. The twenty-sixth amendment was made on 14, June 2017. The twenty-seventh amendment was made on 12 June 2018. The twenty- eighth amendment was made on 12 June 2019. The twenty- ninth amendment was made on 18 June 2020.

The thirtieth amendment was made on 20 August 2021

50