Stock Code :2606

Handbook for 2016 Shareholders' Meeting

Date : June 8, 2016

The English version is the translation of the Chinese version and if there is any conflict between the meaning of terms in the Chinese version and English translation, the meaning of the Chinese version shall prevail.

Place : Taipei Hero House, 20 Changsha Street, Sec. 1, Taipei, Taiwan

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U-MING MARINE TRANSPORT CORP.

2016 Annual Meeting of Shareholders

Table of Contents
I. Meeting Procedure………………………………………………………	P1
II. Matters to Be Discussed
1. To approve the revisions of the Articles of Incorporation………………………	P2
III. Matters to Be Reported
1. 2015 Business Report …………………………………………………………..	P4
2. 2015 Financial Statements ………………………….…………………………..	P7
3. Supervisor’s Review Report on the 2015 Financial Statements ……………….	P25
4. Remuneration of Employees, Directors and Supervisors in 2015……………	P27
5. To approve the amendment to the company bylaws on “Ethical Corporate
Management Best Practice Principles” and “Code ofEthicalConduct”………	P28
6. Implementation ofthe 4threpurchaseof the Company'sshares………..………	P34
IV. Matters to Be Ratified
1. The 2015 Business Report and Financial Statements ………………….……….	P35
2. Theproposal fordistribution of 2015profits andretainedearnings (cash
dividend NT$1.0 per share)……………………………………………………..	P36
V. Matters to Be Discussed and Election
1. To elect new Directors and Supervisors of the Company (the newly elected
Directors including two Independent Directors)……………..………………	P37
2. Release from the non–competition restriction on directors in accordance with
Article 209 of the CompanyAct…………………………………….….......	P41
VI. Extempore Motions……………………………………………..….	P42
VII. Rules and Bylaws
1. Articles of Incorporation …………………………………………….…………	P43
2. Rules of Procedure for Shareholders’ Meeting ...…..…………………………..	P49
3. Regulations Governing the Election of Board Directors and Supervisors…….	P52
VIII. Appendix
1. Current Shareholding of Directors and Supervisors …………………………...	P54
2. The Impact of StockDividend Issuance on Business Performance, EPS, and
Shareholder Return Rate …………………………………………………….....	P55

U-MING MARINE TRANSPORT CORP. Procedure for the 2016 Annual Meeting of Shareholders

Call the Meeting to Order

Chairman Takes Chair

Chairman Remarks (Management Presentation)

To Discuss

To Report

To Ratify

To Discuss and Elect

Extempore Motions

Meeting Adjourned

Matters to Be Discussed

1. To approve the revisions of the Articles of Incorporation

Explanation:

(1) According to Article 235 and 235-1 of the Company Act , official letter No. 10402413890 from Ministry of Economic Affairs and official letter No.10402427800, it is proposed to amend the Articles 21, 26, 27 and 29 to the Company’s “Articles of Incorporation”:

Amendments Table of “Articles of Incorporation”

No.	After amendment	Before amendment
Article 21	The remuneration of Chairman and Vice Chairman shall be decided by the Board of Directors with consideration of industry and listing companies’ remuneration level.	The remuneration of Directors and Supervisors shall be decided by a stockholders'meeting. And the remuneration of Chairman and Vice Chairman shall be decided by the Board of Directors with consideration of industry and listing companies’ remuneration level.
Article 26	If the Corporation has a profit at the end of a fiscal year, the Corporation shall allocate one percent as the remuneration of employees, and less than one percent as the remuneration of Directors and Supervisors. Butif the Corporation still have losses of previous years, should remain to make up the losses first. The Corporation may, by a resolution adopted by a majority vote at a meeting of board of directors attended by two-thirds of the total number of directors, have the profit distributable as employees'compensation distributed in the form of shares or in cash; and in addition thereto a report of such distribution shall be submitted to the shareholders'meeting. Remuneration for Directors, the manner in which it is to be distributed shall be decided by the Board of Directors.	Dividends distributed to stockholdersshall be paid pursuant to the allocation percentage
		stipulated in the articles of incorporation of the Corporation andconsideration shall be given to the business perspective of the corporation, the life cycle of various products or service provided, capital requirement in the future and the effect of possible changes of tax laws respectively and under the objective of maintaining a stable dividend policy. For issue of dividend, the cash dividend shall not be lower than 10% oftotal dividend and stockholders bonusof that year.
Article 27	If the Corporation has a profit at the end of a fiscal year, the Corporation shall make up losses of previous years after paying business income taxes based on Law and, if there is any remaining profit, a legal reserve of 10% of the balance shall be appropriated as legal reserve. In addition, after appropriation of special reserve based on provision in law, together with the accumulated undistributed earnings of the	If the Corporation has a profit at the end of a fiscal year, the Corporation shall make up losses of previous years after paying business income taxes based on Law and, if there is any remaining profit, a legal reserve of 10% of the balance shall be appropriated as legal reserve. In addition, after appropriation of special reserve based on provision in law, together with the accumulated undistributed earnings of the

	previous year, the total shall be the profit that is available for allocation. However, depending on the condition of the business, part of the profit shall be retained,to be allocated in proportion to all shares. In case of an increase in the capital of the Corporation, the stockholders bonus for the new shares for the same year shall be decided by the stockholders'meeting. Dividends distributed to stockholders consideration shall be given to the business perspective of the corporation, the life cycle of various products or service provided, capital requirement in the future and the effect of possible changes of tax laws respectively. Anddistributedunder the objective of maintaining a stable dividend policy. For issue of dividend, except save for the purposes of improving the financial structure, reinvestments, production expansion or other capital expenditures in which capital is required,the cash dividend shall not be lower than 10% of stockholders bonusof that year.	previous year, the total shall be the profit that is available for allocation. However, depending on the condition of the business, part of the profit shall be retainedand the balance shall be allocated based on the following percentage: (1) Sixty percent of the balance as dividends: To be allocated in proportion to all shares. In case of an increase in the capital of the Corporation, unless otherwise provided in the law, the dividend for the new shares for the same year shall be decided by the stockholders'meeting. (2) Thirty-eight percent as bonus to stockholders to be allocated in proportion to all shares. In case of an increase in the capital of the Corporation, the bonus for the new shares for the same year shall be decided by the stockholders’meeting. (3) One percent as remuneration for Directors and Supervisors. (4) One percent as bonus to employees. When allocating employee bonus in the form of shares certificate, it shall be handled based on the method stipulated by the Board of Directors.
Article 29	The Articles of Incorporation of the Corporation are stipulated on the 22nd day of June 1968 and after resolution was obtained in the stockholders’ regular meeting, it was submitted to the competent authority for approval and became effective on the same day. Subsequent amendment to these Articles of Incorporation shall become effective after being passed at the stockholders’ meeting. Omitted. The forty-fifth revision was in June 10th 2015. The forty-sixth revision was in June 8th 2016.	The Articles of Incorporation of the Corporation are stipulated on the 22nd day of June 1968 and after resolution was obtained in the stockholders’ regular meeting, it was submitted to the competent authority for approval and became effective on the same day. Subsequent amendment to these Articles of Incorporation shall become effective after being passed at the stockholders’ meeting. Omitted. The forty-fifth revision was in June 10th 2015.

(2) The proposal is hereby presented for referendum.

Resolution:

Matters to Be Reported:

1. 2015 Business Report

I. Introduction

The downturn of the bulk shipping market in the past few years can be best described as “oversupply” ie. over capacity of vessels versus slack demand for commodities.

According to a recent report released by the International Monetary Fund (IMF), the global economic growth in 2015 has dipped to 3.1% from the previous year due to the slowing down in the developing countries, among which China bore the brunt of the economic slowdown. The country’s economic growth in 2015 was merely 6.9%, the first time below the 7% mark. However, IMF has forecasted that the global growth in 2016 will recover by 3.4%. India, the Asian country that is at the heels of China, is expected to maintain its growing pace at 7.3% as in 2015, while China may further revise its growth rate down to 6.3% in 2016.

The commodity slump in 2014 has continued into 2015 as prices of various dry bulk cargoes plunged into historical lows. The price of China’s iron ore import (62% fe) dived by 77% from US$160 per ton in February 2013 to US$37 per ton in December 2015. Driven by U.S.’s breakthrough in the shale oil drilling technology and its high output, the crude oil price fell below US$40 per barrel in mid December 2015 and sank further below US$30 in January 2016, down by nearly 74% from its peak in June 2014. Although the global demand for iron ore is declining, China’s import of iron ore in 2016 is expected to hit another record high of 950m tons in 2016, up by 2.2%. The country will also see an 8.8% increase in crude oil import this year. According to the Chinese General Administration of Customs, as China’s economy moves into a new norm, the domestic economy has been challenged by tremendous downward pressure as import of major commodities is growing at a slower pace.

One of China’s key initiatives to ‘stabilize growth’ is to pursue its railway investments which is expected to reach RMB800 billion (or NT$4 trillion) in 2016. This initiative also involves the on-going efforts in advancing the ‘global’ strategic goals in its railway sector eg. the highly anticipated Jakarta-Bandung High-Speed Rail Project between China and Indonesia of which construction will commence in early 2016. With the China’s “Thirteenth Five-year Planning” and the “One Belt, One Road” initiatives, the expected increase in construction projects in the developing countries will also spur the global demand for steel and energy.

In comparison with iron ore and crude oil, the prospect for coal is less optimistic. The coal sector has been undergoing major restructuring due to the increased environmental awareness advocated by the international climate bodies, which continues to diminish both usage and demand for coal. Many countries have been seeking alternate energies to replace traditional coal-fired plants and also cutting excessive coal capacity to mitigate pollution. China, being the largest coal importer in the world, has imported 240m tons of coal in 2015, nearly 30% less than the previous year; this has severely impacted the international coal market. In contrast, India is sticking to its five-year economic plan and steps up investment in power and infrastructure construction, in bid to tackle the challenge of its domestic power shortage. Despite facing pressure from international environmental stipulations, the projected coal import into India is expected to reach 200m tons per year by 2020. The International Energy Agency (IEA) has forecasted that the annual coal demand from India and ASEAN countries will grow by 4.1% and 7.8% respectively in the next five years, enough to make up the dwindling demand from the U.S. and Europe but falls short of replacing China to drive the international coal market.

In the dry bulk shipping market, freight rates remained sluggish due to the oversupply of ships. According to Clarksons, the number and gross tonnage of ships in 2015 was at a record high. And the Baltic Dry Index (BDI)’s average was at 718 points, the lowest since 1986. However, the overall tonnage supply growth which peaked in 2010 has been diminishing on a yearly basis since then. The new orders’ gross tonnage as a percentage of existing ships has also dropped from 65% five

years ago to the present 16%, indicating an on-going reduction of new orders in recent years which signals that the market is gradually reaching a balance. The number of ships scrapped in 2015 is up by 77% as compared to the previous year; however, this only accounted for 3.8% of the total shipping capacity thus far from offsetting the growth.

Despite facing with the many challenges in the shipping market environment, U-Ming has been adopting various reform initiatives like eco-friendly fleet renewals to improve fuel efficiency and to protect the environment; systems’ upgrading to grasp market trends effectively and ships’ connectivity to improve operational efficiency. As early as 2010, the company has pioneered into ordering eight eco-ships from Shanghai Waigaoqiao Shipbuilding Co., Ltd. (SWS), exhibiting its commitment to environment protection and fuel efficiency. The sixth ship of such series was commissioned at the end of 2015 and the remaining two units will be delivered in 2016. Following the U.N. Paris Climate Change Conference held in end 2015, it is inevitable that harsher CO2 emission regulations will be imposed onto the shipping industry. U-Ming, through its early implementation of its “young and eco-fleet portfolio” strategy, has been in the fore front in building the company’s competiveness which was highly appreciated and favoured by its clients. This affirms the company’s philosophy in building U-Ming into a sustainable enterprise that favours all of its shareholders, clients and stakeholders.

II. Business Performance

In 2015, U-Ming reported a consolidated revenue of NT$7.924 billion, net income of NT$824.397 million and after-tax earnings per share (EPS) of NT$0.96.

U-Ming will continue its fleet renewal and expansion plan. There were 2 Capesize and 3 Panamax bulk carriers delivered in 2015; and 1 Capesize bulk carrier was disposed off in the same year. As at end 2015, U-Ming owned a total of 37 vessels. For the new building orders, 2 Capesize and 4 Ultramax bulk carriers will be delivered between 2016 and 2017. The company will carry on its ‘smart and eco-friendly’ fleet policy at appropriate timings. The joint venture company “Global Energy Maritime Co., Ltd.”, which U-Ming has set up with CPC Taiwan, is another avenue for the company to strengthen its fleet portfolio and to leverage on other market sectors’ opportunity. Under the prudent management team and with the comprehensive information platforms, U-Ming is able to continuously track down the industry’s development and investment opportunities; as well as to save operating costs effectively and to mitigate operational risks through sound risk management and optimal vessel planning & scheduling. Being environmentally responsible at sea and ashore has long been U-Ming’s corporate mission. The company has committed to building new green ships with environment-friendly designs and adopted sound ashore and on-board energy-efficient and carbon-reduction initiatives such as Ship Energy Efficiency Management Plan (SEEMP) and Environment Management System (EMS).

III. Business Strategy

Facing with a rapidly changing market environment, U-Ming has to be adaptive and prudent in its operations. The company’s comprehensive “Customer Relations Management (CRM)” system provides updated information and development of its customers and industries. This robust e-platform is able to collect real-time market information and enables the company to understand the clients’ needs and grasp the market trend in order to promptly adjust its business strategy and to improve operational efficiency. Furthermore, the newly enhanced information platform also allows more effective connectivity between ships and shore personnel with information being transmitted timely thus able to monitor the vessels’ operations more closely and effectively to achieve higher efficiency and lowering the overall operating costs.

Maintaining a healthy financial system is an important foundation for sustainable operations. U-Ming takes full advantage of its diversified financing channels to keep its cost of capital under tight control and constantly monitor the foreign currency exchange rate and interest rate trends in order to manage these risks effectively.

U-Ming treasures its employees as an highly important asset of the company. Human resource trainings and upgrading for onshore and sea personnel are scheduled periodically. U-Ming Marine (Xiamen) International Ship Management Co., Ltd. was established to expand the scope of operations in China that includes crew recruitment and deployment, as well as ship management functions. The company also abides by its operating philosophy to carry out regular vessels’ maintenance and to provide proper working environment onboard to ensure crew safety; and to set up effective safety management systems to comply with the international maritime regulations and port state control inspections.

U-Ming spares no effort in protecting the marine ecological environment. It has developed a “Green Vision” for both ashore and onboard personnel, implementing various environmental protection policies such as innovative green-vessel designs and opting slow steaming for vessels to reduce harmful gas emissions etc thus cultivating the green mindset throughout the organization to achieve a sustainable growth.

Depending on the development of the freight market, the company will appropriately increase the proportion of long-term contracts to secure stable revenue thus reducing operating risks. The company will also carefully select reputable and financially-sound customers as our business partners and take advantage of favourable new building prices for our continuous fleet renewal program to ensure a young fleet portfolio in order to maintain our competitiveness and maximizing our shareholders’ value.

U-Ming’s short-term goals are:

Continue with the fleet renewal plan.
Introduction of e-platform to enhance ship deployment plan and cost control.
Secure long-term Contract of Affreightment (COA) with reputable clients with good credit ratings and assets to reduce operating risk.
Enhance Port State Control’s (PSC) inspection records and achieve a zero detention rate.
Increase environmental awareness both on-board and ashore to demonstrate corporate social responsibility for preserving the marine ecological environment.

U-Ming’s long-term goals are:

Continue to plan and expand fuel-efficient and high performance fleet and achieve a sustainable growth.
Diversify regional risks and seek for reputable business partners.
Diversify into various shipping segments and portfolio of vessels.
Merge and acquire suitable companies with good synergy and asset standing.
Commit to corporate social responsibility and be a good corporate citizen.

IV. Conclusion

The dry bulk shipping market will continue to face many challenges in 2016. Facing with constantly changing market environment, U-Ming will continue to practise its philosophy for business development ie. “Sincerity, Diligence, Thrift, Prudence and Innovation”. Despite the market uncertainty, the company will maintain a high degree of dedication and adaptability in order to maximize profits and shareholders’ value. Under the prudent leadership of our management and a healthy financial position, we are confident that U-Ming will live up to the expectations of shareholders and stakeholders and continue to grow and prosper in 2016; striving towards the vision of “Based on our shipping core competency”, “To be the World-class Logistics and Transportation Company” and “To be the First Choice for Customers, Employees and Investors”. We shall continue to be a good corporate citizen to fulfil our corporate social responsibility and to be a role model for operational excellence.

2. 2015 Financial Statements

Consolidated Balance Sheets in Y2015

Consolidated Statements of Comprehensive Income in Y2015

Consolidated Statements of Changes Equity in Y2015

Consolidated Statements of Cash Flows in Y2015

Individual Balance Sheets in Y2015

Individual Statements of Comprehensive Income in Y2015

Individual Statements of Changes in Equity in Y2015

Individual Statements of Cash Flows in Y2015

Please see the attachments for Independent Auditors’ Report of Deloitte & Touche. For complete financial reports, please download from M.O.P.S. (http://mops.twse.com.tw)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 4 and 7) Financial assets at fair value through profit or loss - current (Notes 4 and 8) Available-for-sale financial assets - current (Notes 4, 9, 27 and 28) Held-to-maturity financial assets - current (Note 4) Trade receivables from unrelated parties (Note 11) Trade receivables from related parties (Notes 11 and 27) Other receivables (Note 11) Fuel inventory (Note 4) Other current assets (Note 27) Total current assets NON-CURRENT ASSETS Available-for-sale financial assets - non-current (Notes 4 and 9) Financial assets measured at cost - non-current (Notes 4 and 10) Investments accounted for using equity method (Notes 4, 13 and 27) Property, plant and equipment (Notes 4, 14, 28 and 29) Deferred tax assets (Notes 4 and 22) Prepayment for equipment (Note 14) Refundable deposits (Notes 27 and 28) Long-term receivable - related parties (Note 27) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 15 and 28) Short-term bills payable (Notes 15 and 28) Financial liabilities at fair value through profit or loss - current (Notes 4 and 8) Trade payables Other payables (Note 18) Current tax liabilities (Notes 4 and 22) Current portion of long-term borrowings and bonds payable (Notes 15 and 28) Obligation under capital leases - current (Notes 4 and 17) Other current liabilities (Notes 4 and 27) Total current liabilities NON-CURRENT LIABILITIES Bonds payable (Note 16) Bank loans (Notes 15 and 28) Deferred tax liabilities (Notes 4 and 22) Obligation under capital leases - non-current (Notes 4 and 17) Deferred revenue - non-current (Note 4) Net defined benefit liabilities - non-current (Notes 4 and 19) Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 20 and 22) Common share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity TOTAL		December 31, 2015 Amount % $ 16,375,872 26 1,014,670 2 8,692,432 14 - - 350,000 - 81,852 - 120,869 - 350,969 1 249,425 - 27,236,089 43 125 - 892,943 1 1,977,723 3 30,968,544 49 107,525 - 1,543,005 3 107,154 - 884,448 1 36,481,467 57 $ 63,717,556 100 $ 7,130,000 11 2,395,020 4 161,665 - 94,806 - 786,544 1 181,542 1 4,581,707 7 - - 286,797 1 15,618,081 25 992,420 2 18,447,976 29 470,727 1 - - 262,107 - 339,391 - - - 20,512,621 32 36,130,702 57 8,580,167 13 225,410 - 6,978,008 11 337,186 1 9,573,288 15 16,888,482 27 2,370,488 4 (477,693) (1) 27,586,854 43 $ 63,717,556 100	December 31, 2014 (Restated and Audited) Amount % $ 19,054,142 30 1,329,188 2 9,412,565 15 - - 531,602 1 69,206 - 192,034 - 422,995 1 255,353 - 31,267,085 49 135 - 892,943 2 1,173,015 2 25,972,794 41 139,796 - 3,132,014 5 122,557 - 793,603 1 32,226,857 51 $ 63,493,942 100 $ 6,180,000 10 2,332,000 4 24,196 - 116,155 - 861,563 1 509,123 1 3,241,208 5 888,959 1 284,187 1 14,437,391 23 1,992,136 3 16,053,632 25 553,640 1 968,896 1 824,361 1 377,396 1 143 - 20,770,204 32 35,207,595 55 8,580,167 14 225,368 - 6,769,696 10 1,195,583 2 9,981,770 16 17,947,049 28 1,533,763 3 - - 28,286,347 45 $ 63,493,942 100	January 1, 2014 (Restated and Audited)	January 1, 2014 (Restated and Audited)
					Amount % $ 13,001,660 25 776,430 2 9,901,316 19 1,811,039 4 457,740 1 193,382 - 110,757 - 381,440 1 184,922 - 26,818,686 52 121 - 892,943 2 596,029 1 16,806,347 33 51,763 - 5,443,954 11 116,375 - 695,182 1 24,602,714 48 $ 51,421,400 100 $ 5,440,000 11 2,331,348 4 35,622 - 89,667 - 852,254 2 208,384 - 742,480 1 109,819 - 282,899 1 10,092,473 19 1,991,852 4 12,427,608 24 513,423 1 150,245 - 286,238 1 467,987 1 118 - 15,837,471 31 25,929,944 50 8,580,167 17 225,384 1 6,613,006 13 3,553,170 7 7,378,126 14 17,544,302 34 (858,397) (2) - - 25,491,456 50 $ 51,421,400 100

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

(With Deloitte & Touche audit report dated March 11, 2016)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands of U.S. Dollars, Note 6)

ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 4 and 7) Financial assets at fair value through profit or loss - current (Notes 4 and 8) Available-for-sale financial assets - current (Notes 4, 9, 27 and 28) Held-to-maturity financial assets - current (Note 4) Trade receivables from unrelated parties (Note 11) Trade receivables from related parties (Notes 11 and 27) Other receivables (Note 11) Fuel inventory (Note 4) Other current assets (Note 27) Total current assets NON-CURRENT ASSETS Available-for-sale financial assets - non-current (Notes 4 and 9) Financial assets measured at cost - non-current (Notes 4 and 10) Investments accounted for using equity method (Notes 4, 13 and 27) Property, plant and equipment (Notes 4, 14, 28 and 29) Deferred tax assets (Notes 4 and 22) Prepayment for equipment (Note 14) Refundable deposits (Notes 27 and 28) Long-term receivable - related parties (Note 27) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 15 and 28) Short-term bills payable (Notes 15 and 28) Financial liabilities at fair value through profit or loss - current (Notes 4 and 8) Trade payables Other payables (Note 18) Current tax liabilities (Notes 4 and 22) Current portion of long-term borrowings and bonds payable (Notes 15 and 28) Obligation under capital leases - current (Notes 4 and 17) Other current liabilities (Notes 4 and 27) Total current liabilities NON-CURRENT LIABILITIES Bonds payable (Note 16) Bank loans (Notes 15 and 28) Deferred tax liabilities (Notes 4 and 22) Obligation under capital leases - non-current (Notes 4 and 17) Deferred revenue - non-current (Note 4) Net defined benefit liabilities - non-current (Notes 4 and 19) Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 20 and 22) Common share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity TOTAL		December 31, 2015 Amount % $ 498,884 26 30,911 2 264,811 14 - - 10,663 - 2,494 - 3,682 - 10,692 1 7,599 - 829,736 43 4 - 27,203 1 60,251 3 943,444 49 3,276 - 47,007 3 3,264 - 26,944 1 1,111,393 57 $ 1,941,129 100 $ 217,212 11 72,963 4 4,925 - 2,888 - 23,962 1 5,531 1 139,580 7 - - 8,737 1 475,798 25 30,234 2 562,010 29 14,341 1 - - 7,985 - 10,339 - - - 624,909 32 1,100,707 57 261,391 13 6,867 - 212,582 11 10,272 1 291,646 15 514,500 27 72,216 4 (14,552) (1) 840,422 43 $ 1,941,129 100	December 31, 2014 (Restated and Audited) Amount % $ 602,027 30 41,996 2 297,395 15 - - 16,796 1 2,187 - 6,067 - 13,365 1 8,069 - 987,902 49 4 - 28,213 2 37,062 2 820,625 41 4,417 - 98,958 5 3,872 - 25,074 1 1,018,225 51 $ 2,006,127 100 $ 195,261 10 73,681 4 764 - 3,670 - 27,222 1 16,086 1 102,408 5 28,087 1 8,979 1 456,158 23 62,943 3 507,224 25 17,493 1 30,613 1 26,045 1 11,924 1 4 - 656,246 32 1,112,404 55 271,095 14 7,121 - 213,892 10 37,775 2 315,380 16 567,047 28 48,460 3 - - 893,723 45 $ 2,006,127 100	January 1, 2014 (Restated and Audited)	January 1, 2014 (Restated and Audited)
					Amount % $ 436,224 25 26,050 2 332,203 19 60,763 4 15,358 1 6,488 - 3,717 - 12,798 1 6,205 - 899,806 52 4 - 29,960 2 19,998 1 563,877 33 1,737 - 182,652 11 3,905 - 23,324 1 825,457 48 $ 1,725,263 100 $ 182,520 11 78,220 4 1,195 - 3,008 - 28,594 2 6,992 - 24,911 1 3,685 - 9,492 1 338,617 19 66,829 4 416,964 24 17,226 1 5,041 - 9,604 1 15,702 1 4 - 531,370 31 869,987 50 287,877 17 7,562 1 221,876 13 119,214 7 247,547 14 588,637 34 (28,800) (2) - - 855,276 50 $ 1,725,263 100

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

(With Deloitte & Touche audit report dated March 11, 2016)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 4, 27 and 29) Freight revenue Other operating revenue (Note 21) Total operating revenue OPERATING COSTS Freight cost (Notes 21 and 27) GROSS PROFIT OPERATING EXPENSES (Notes 21 and 27) PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Financial costs (Note 21) Interest income (Note 4) Dividend income (Note 4) Other income Gain on disposal of property, plant and equipment, net (Note 4) Gain on sale of investments, net (Notes 4 and 27) Net loss on foreign currency exchange (Notes 4, 21 and 30) Valuation gain on financial instruments, net (Note 4) Other losses Valuation loss on financial instruments, net (Note 4) Impairment loss (Notes 4, 9 and 14) Share of the profit or loss of associates and joint ventures (Notes 4 and 13) Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE (Notes 4 and 22) NET PROFIT FOR THE YEAR		For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2015 Amount % $ 7,733,341 98 190,747 2 7,924,088 100 7,544,723 95 379,365 5 314,266 4 65,099 1 (461,525) (6) 294,851 4 296,684 4 107,932 1 192,882 3 967,332 12 (453,926) (6) - - (5,185) - (318,693) (4) (62,386) (1) 102,246 1 660,212 8 725,311 9 (99,086) (1) 824,397 10	2014 (Restated and Audited)
				Amount % $ 8,965,430 98 175,521 2 9,140,951 100 7,328,780 80 1,812,171 20 333,228 4 1,478,943 16 (376,477) (4) 334,255 4 338,248 4 71,226 1 514,813 6 419,414 4 (951,790) (11) 625,889 7 (13,128) - - - (94,925) (1) 31,990 - 899,515 10 2,378,458 26 290,206 3 2,088,252 23 (Continued)

10 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
2015 Amount % $ 4,672 - 1,873,370 24 (975,537) (12) (61,108) (1) 841,397 11 $ 1,665,794 21 $ 824,397 10 $ 1,665,794 21 $ 0.96 $ 0.96	2014 (Restated and Audited)
		Amount % $ 41,764 - 2,980,188 33 (590,345) (7) 2,317 - 2,433,924 26 $ 4,522,176 49 $ 2,088,252 23 $ 4,522,176 49 $ 2.43 $ 2.43

$		$
$		$
$		$

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

(With Deloitte & Touche audit report dated March 11, 2016)

(Concluded)

11 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of U.S. Dollars, Except Earnings Per Share, Note 6)

OPERATING REVENUE (Notes 4, 27 and 29) Freight revenue Other operating revenue (Note 21) Total operating revenue OPERATING COSTS Freight cost (Notes 21 and 27) GROSS PROFIT OPERATING EXPENSES (Notes 21 and 27) PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Financial costs (Note 21) Interest income (Note 4) Dividend income (Note 4) Other income Gain on disposal of property, plant and equipment, net (Note 4) Gain on sale of investments, net (Notes 4 and 27) Net loss on foreign currency exchange (Notes 4, 21 and 30) Valuation gain on financial instruments, net (Note 4) Other losses Valuation loss on financial instruments, net (Note 4) Impairment loss (Notes 4, 9 and 14) Share of the profit or loss of associates and joint ventures (Notes 4 and 13) Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE (Notes 4 and 22) NET PROFIT FOR THE YEAR		For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2015 Amount % $ 235,593 98 5,811 2 241,404 100 229,847 95 11,557 5 9,574 4 1,983 1 (14,060) (6) 8,983 4 9,038 4 3,288 1 5,876 3 29,469 12 (13,829) (6) - - (157) - (9,709) (4) (1,901) (1) 3,115 1 20,113 8 22,096 9 (3,019) (1) 25,115 10	2014 (Restated and Audited)
				Amount % $ 283,268 98 5,546 2 288,814 100 231,557 80 57,257 20 10,529 4 46,728 16 (11,895) (4) 10,561 4 10,687 4 2,250 1 16,266 6 13,252 4 (30,073) (11) 19,775 7 (415) - - - (2,999) (1) 1,011 - 28,420 10 75,148 26 9,169 3 65,979 23 (Continued)

12 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of U.S. Dollars, Except Earnings Per Share, Note 6)

For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
2015 Amount % $ 142 - 57,072 24 (29,719) (12) (1,862) (1) 25,633 11 $ 50,748 21 $ 25,115 10 $ 50,748 21 $ 0.03 $ 0.03	2014 (Restated and Audited)
		Amount % $ 1,320 - 94,161 33 (18,653) (7) 73 - 76,901 26 $ 142,880 49 $ 65,979 23 $ 142,880 49 $ 0.08 $ 0.08

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

(With Deloitte & Touche audit report dated March 11, 2016)

(Concluded)

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

Common Share Capital Capital Surplus BALANCE AT JANUARY 1, 2014 $ 8,580,167 $ 225,384 Effect of retrospective application and retrospective restatement - - BALANCE AT JANUARY 1, 2014 AS RESTATED 8,580,167 225,384 Appropriation of 2013 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Change from investments in associates and joint ventures accounted for using equity method - - Net profit for the year ended December 31, 2014 - - Other comprehensive income for the year ended December 31, 2014, net of income tax - - Total comprehensive income for the year ended December 31, 2014 - - Dividends claimed after over five years by stockholders - (16) BALANCE AT DECEMBER 31, 2014 8,580,167 225,368 Appropriation of 2014 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Change from investments in associates and joint ventures accounted for using equity method - 44 Net profit for the year ended December 31, 2015 - - Other comprehensive income for the year ended December 31, 2015, net of income tax - - Total comprehensive income for the year ended December 31, 2015 - - Buy-back of ordinary shares - - Dividends claimed after over five years by stockholders - (2) BALANCE AT DECEMBER 31, 2015 $ 8,580,167 $ 225,410		Retained Earnings Unappropriated Legal Reserve Special Reserve Earnings $ 6,613,006 $ 3,553,170 $ 7,388,568 - - (10,442) 6,613,006 3,553,170 7,378,126 156,690 - (156,690 ) - (2,357,587 ) 2,357,587 - - (1,716,033 ) - - (11,236 ) - - 2,088,252 - - 41,764 - - 2,130,016 - - - 6,769,696 1,195,583 9,981,770 208,312 - (208,312 ) - (858,397 ) 858,397 - - (1,887,636 ) - - - - - 824,397 - - 4,672 - - 829,069 - - - - - - $ 6,978,008 $ 337,186 $ 9,573,288			Other Equity		Total Treasury Shares $ (858,397 ) $ - - - (858,397 ) - - - - - - - - - - - 2,392,160 - 2,392,160 - - - 1,533,763 - - - - - - - - - - - 836,725 - 836,725 - - (477,693 ) - - $ 2,370,488 $ (477,693)	Total Equity $ 25,501,898 (10,442) 25,491,456 - - (1,716,033 ) (11,236 ) 2,088,252 2,433,924 4,522,176 (16) 28,286,347 - - (1,887,636 ) 44 824,397 841,397 1,665,794 (477,693 ) (2) $ 27,586,854
				Exchange Unrealized Gain Differences on (Loss) on Translating Available-for- Foreign sale Financial Operations Assets $ (2,949,772 ) $ 2,035,523 - - (2,949,772 ) 2,035,523 - - - - - - - - - - 2,981,330 (589,170) 2,981,330 (589,170) - - 31,558 1,446,353 - - - - - - - - - - 1,873,493 (981,319) 1,873,493 (981,319) - - - - $ 1,905,051 $ 465,034	Revaluation Increment $ 55,852 - 55,852 - - - - - - - - 55,852 - - - - - (55,399) (55,399) - - $ 453	Cash Flow Hedges $ - - - - - - - - - - - - - - - - - (50) (50) - - $ (50)

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

(With Deloitte & Touche audit report dated March 11, 2016)

14 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of U.S. Dollars, Note 6)

Common Share Capital Capital Surplus BALANCE AT JANUARY 1, 2014 $ 287,877 $ 7,562 Effect of retrospective application and retrospective restatement - - BALANCE AT JANUARY 1, 2014 AS RESTATED 287,877 7,562 Appropriation of 2013 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Change from investments in associates and joint ventures accounted for using equity method - - Net profit for the year ended December 31, 2014 - - Other comprehensive income for the year ended December 31, 2014, net of income tax - - Total comprehensive income for the year ended December 31, 2014 - - Dividends claimed after over five years by stockholders - (1 ) Changes in translation adjustments (16,782) (440) BALANCE AT DECEMBER 31, 2014 271,095 7,121 Appropriation of 2014 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Change from investments in associates and joint ventures accounted for using equity method - 1 Net profit for the year ended December 31, 2015 - - Other comprehensive income for the year ended December 31, 2015, net of income tax - - Total comprehensive income for the year ended December 31, 2015 - - Buy-back of ordinary shares - - Dividends claimed after over five years by stockholders - - Changes in translation adjustments (9,704) (255) BALANCE AT DECEMBER 31, 2015 $ 261,391 $ 6,867	Retained Earnings Unappropriated Legal Reserve Special Reserve Earnings $ 221,876 $ 119,214 $ 247,897 - - (350) 221,876 119,214 247,547 4,951 - (4,951 ) - (74,489 ) 74,489 - - (54,219 ) - - (355 ) - - 65,979 - - 1,320 - - 67,299 - - - (12,935) (6,950) (14,430) 213,892 37,775 315,380 6,346 - (6,346 ) - (26,151 ) 26,151 - - (57,506 ) - - - - - 25,115 - - 142 - - 25,257 - - - - - - (7,656) (1,352) (11,290) $ 212,582 $ 10,272 $ 291,646	Other Equity		Total Treasury Shares Total Equity $ (28,800 ) $ - $ 855,626 - - (350) (28,800 ) - 855,276 - - - - - - - - (54,219 ) - - (355 ) - - 65,979 75,581 - 76,901 75,581 - 142,880 - - (1 ) 1,679 - (49,858) 48,460 - 893,723 - - - - - - - - (57,506 ) - - 1 - - 25,115 25,491 - 25,633 25,491 - 50,748 - (14,552 ) (14,552 ) - - - (1,735) - (31,992) $ 72,216 $ (14,552) $ 840,422
		Exchange Unrealized Gain Differences on (Loss) on Translating Available-for- Foreign sale Financial Revaluation Operations Assets Increment $ (98,969 ) $ 68,295 $ 1,874 - - - (98,969 ) 68,295 1,874 - - - - - - - - - - - - - - - 94,196 (18,615) - 94,196 (18,615) - - - - 5,770 (3,982) (109) 997 45,698 1,765 - - - - - - - - - - - - - - - 57,076 (29,895) (1,688) 57,076 (29,895) (1,688) - - - - - - (36) (1,636) (63) $ 58,037 $ 14,167 $ 14	Cash Flow Hedges $ - - - - - - - - - - - - - - - - - - (2) (2) - - - $ (2)

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

(With Deloitte & Touche audit report dated March 11, 2016)

15 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Unrealized loss on foreign currency exchange Dividend income Finance costs Net gain on financial assets and liabilities at fair value through profit or loss Interest income Gain on disposal of investment, net Gain on disposal of property, plant and equipment, net Other non-cash items Share of the profit of associates and joint ventures Impairment loss recognized on available-for-sale financial assets Impairment loss recognized on transportation equipment Recognition (reversal) of provision for doubtful accounts Changes in operating assets and liabilities Financial assets held for trading Trade receivables Other receivables Fuel inventory Other current assets Financial liabilities held for trading Trade payables Other payables Other current liabilities Net defined benefit liabilities Cash generated from operations Interest received Dividends received Interest paid Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Increase in prepayment for equipment Proceeds on sale of available-for-sale financial assets Purchase of available-for-sale financial assets Purchase of property, plant and equipment		For the Years Ended December 31	For the Years Ended December 31
		2015 $ 725,311 2,278,587 509,935 (498,757) 461,525 (381,334) (294,851) (267,305) (192,882) (122,282) (102,246) 46,042 16,343 9,383 695,852 157,146 (15,198) 51,468 (6,035) 137,469 (41,213) (83,807) 154,988 (33,333) 3,204,806 381,218 498,757 (440,581) (279,051) 3,365,149 (4,719,574) 3,074,266 (2,942,876) (1,683,251)	2014 (Restated and Audited) $ 2,378,458 1,838,069 931,543 (509,371) 376,477 (914,717) (334,255) (130,586) (514,813) (24,528) (31,990) - 94,925 (1,637) 361,959 51,951 (2,595) (41,555) (82,302) (11,426) 26,488 8,489 (144,619) (48,827) 3,275,138 255,609 509,371 (363,503) (37,319) 3,639,296 (6,459,399) 1,472,113 (1,212,239) (390,869) (Continued)

16 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

Acquisition of associates Proceeds from disposal of property, plant and equipment Increase in financing provided - related parties Decrease (increase) in refundable deposits Proceeds on maturity of held-to-maturity financial assets Dividend received from associates Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term borrowings Repayments of long-term borrowings Dividends paid to owners of the Company (Decrease) increase in obligation under capital lease Payments for buy-back ordinary shares (Repayments) proceeds from short-term borrowings Proceeds from short-term bills payable Net cash generated from financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR		For the Years Ended December 31	For the Years Ended December 31
		2015 $ (760,000) 314,708 (59,352) 15,696 - - (6,760,383) 8,708,213 (4,980,736) (1,887,638) (753,610) (477,693) (450,000) 63,020 221,556 495,408 (2,678,270) 19,054,142 $ 16,375,872	2014 (Restated and Audited) $ (553,400) 791,587 (53,036) (5,721) 1,814,670 6,667 (4,589,627) 9,104,383 (3,338,091) (1,716,049) 1,515,742 - 460,000 652 6,026,637 976,176 6,052,482 13,001,660 $ 19,054,142

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

(With Deloitte & Touche audit report dated March 11, 2016) (Concluded)

17 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of U.S. Dollars, Note 6)

CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Unrealized loss on foreign currency exchange Dividend income Finance costs Net gain on financial assets and liabilities at fair value through profit or loss Interest income Gain on disposal of investment, net Gain on disposal of property, plant and equipment, net Other non-cash items Share of the profit of associates and joint ventures Impairment loss recognized on available-for-sale financial assets Impairment loss recognized on transportation equipment Recognition (reversal) of provision for doubtful accounts Changes in operating assets and liabilities Financial assets held for trading Trade receivables Other receivables Fuel inventory Other current assets Financial liabilities held for trading Trade payables Other payables Other current liabilities Net defined benefit liabilities Cash generated from operations Interest received Dividends received Interest paid Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Increase in prepayment for equipment Proceeds on sale of available-for-sale financial assets Purchase of available-for-sale financial assets Purchase of property, plant and equipment		For the Years Ended December 31
		2015 2014 (Restated and Audited) $ 22,096 $ 75,148 69,417 58,075 15,535 29,432 (15,194) (16,094) 14,060 11,895 (11,617) (28,901) (8,983) (10,561) (8,143) (4,126) (5,876) (16,266) (3,725) (775) (3,115) (1,011) 1,403 - 498 2,999 286 (52) 21,199 11,436 4,787 1,641 (463) (82) 1,568 (1,313) (184) (2,600) 4,188 (361) (1,256) 837 (2,553) 268 4,722 (4,569) (1,015) (1,542) 97,635 103,478 11,614 8,076 15,194 16,094 (13,422) (11,485) (8,501) (1,179) 102,520 114,984 (143,780) (204,088) 93,656 46,512 (89,653) (38,301) (51,280) (12,349) (Continued)

18 -

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of U.S. Dollars, Note 6)

Acquisition of associates Proceeds from disposal of property, plant and equipment Increase in financing provided - related parties Decrease (increase) in refundable deposits Proceeds on maturity of held-to-maturity financial assets Dividend received from associates Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term borrowings Repayments of long-term borrowings Dividends paid to owners of the Company Decrease (increase) in obligation under capital lease Payments for buy-back ordinary shares (Repayments) proceeds from short-term borrowings Proceeds from short-term bills payable Net cash generated from financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR		For the Years Ended December 31
		2015 2014 (Restated and Audited) $ (23,153) $ (17,485) 9,587 25,011 (1,808) (1,676) 478 (181) - 57,336 - 211 (205,953) (145,010) 265,292 287,658 (151,736) (105,469) (57,506) (54,220) (22,958) 47,891 (14,552) - (13,709) 14,534 1,920 21 6,751 190,415 (6,461) 5,414 (103,143) 165,803 602,027 436,224 $ 498,884 $ 602,027

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

(With Deloitte & Touche audit report dated March 11, 2016)

(Concluded)

19 -

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL BALANCE SHEETS (In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash Financial assets at fair value through profit or loss - current Available-for-sale financial assets - current Trade receivables from unrelated parties Trade receivables from related parties Other receivables Fuel inventory Other current assets Total current assets NON-CURRENT ASSETS Financial assets measured at cost - non-current Investments accounted for using equity method Property, plant and equipment Deferred tax assets Refundable deposits Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings Short-term bills payable Financial liabilities at fair value through profit or loss - current Trade payables Other payables Other payables from related parties Current tax liabilities Current portion of long-term borrowings and bonds payable Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Bonds payable Bank loans Deferred tax liabilities Deferred revenue - non-current Net defined benefit liabilities - non-current Total non-current liabilities Total liabilities EQUITY Common share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity TOTAL		December 31, 2015 Amount % $ 12,683 - 601,310 1 1,577,977 3 14,822 - 82,158 - 54,246 - 30,890 - 85,255 - 2,459,341 4 344,296 1 57,170,150 93 1,219,423 2 107,525 - 24,933 - 58,866,327 96 $ 61,325,668 100 $ 7,130,000 12 2,248,617 4 - - 36,349 - 370,844 1 14,122,893 23 181,406 - 2,574,736 4 24,201 - 26,689,046 44 992,420 1 5,359,587 9 470,727 1 520 - 226,514 - 7,049,768 11 33,738,814 55 8,580,167 14 225,410 - 6,978,008 11 337,186 1 9,573,288 16 16,888,482 28 2,370,488 4 477,693) ( 1) 27,586,854 45 $ 61,325,668 100	December 31, 2014 (Restated and Audited) Amount % $ 18,154 - 729,131 1 1,770,751 3 17,019 - 97,961 - 29,579 - 50,815 - 74,101 - 2,787,511 4 344,296 1 57,403,773 93 1,334,087 2 139,796 - 33,684 - 59,255,636 96 $ 62,043,147 100 $ 6,180,000 10 2,139,086 3 - - 38,325 - 436,933 1 14,564,258 23 508,922 1 1,000,000 2 18,689 - 24,886,213 40 1,992,136 3 6,074,288 10 553,640 1 877 - 249,646 - 8,870,587 14 33,756,800 54 8,580,167 14 225,368 - 6,769,696 11 1,195,583 2 9,981,770 16 17,947,049 29 1,533,763 3 - - 28,286,347 46 $ 62,043,147 100	January 1, 2014 (Restated and Audited)	January 1, 2014 (Restated and Audited)
	(			(	Amount % $ 105,775 - 50,612 - 1,933,975 4 23,286 - 152,209 - 32,384 - 37,726 - 48,280 - 2,384,247 4 344,296 1 53,119,939 94 425,986 1 51,763 - 32,683 - 53,974,667 96 $ 56,358,914 100 $ 5,440,000 10 2,138,569 4 23,136 - 24,531 - 365,471 1 13,715,331 24 202,187 - - - 101,830 - 22,011,055 39 1,991,852 4 6,059,714 11 513,423 1 1,235 - 290,179 - 8,856,403 16 30,867,458 55 8,580,167 15 225,384 - 6,613,006 12 3,553,170 6 7,378,126 13 17,544,302 31 858,397) ( 1) - - 25,491,456 45 $ 56,358,914 100

20 -

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

FREIGHT REVENUE FREIGHT COST GROSS PROFIT OPERATING EXPENSES LOSS FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Financial costs Share of the profit or loss of subsidiaries, associates and joint ventures Interest income Dividend income Other income Gain on disposal of property, plant and equipment, net Gain on sale of investments, net Net loss on foreign currency exchange Valuation gain on financial instruments, net Other losses Valuation loss on financial instruments, net Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE NET PROFIT FOR THE YEAR		For the Years Ended December 31	For the Years Ended December 31
		2015	2014 (Restated and Audited)
			Amount % $ 1,251,285 100 1,133,000 90 118,285 10 233,748 19 ( 115,463) ( 9) ( 275,214 ) ( 22 ) 2,228,556 178 499 - 315,922 25 33,994 3 35,149 3 305,236 24 ( 877,893 ) ( 70 ) 701,655 56 ( 5,274 ) - - - 2,462,630 197 $ 2,347,167 188 258,915 21 2,088,252 167 (Continued)

21 -

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Share of the other comprehensive income of subsidiaries and associates using the equity method Items that may be reclassified subsequently to profit or loss: Exchange differences on translating foreign operations Unrealized gain (loss) on available-for-sale financial assets Share of the other comprehensive income of subsidiaries and associates using the equity method Other comprehensive income for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR EARNINGS PER SHARE Basic Diluted	For the Years Ended December 31	For the Years Ended December 31
	2015 Amount % ( 5,814 ) - 10,486 1 1,873,370 135 ( 192,775 ) ( 14 ) ( 843,870) ( 61) 841,397 61 $ 1,665,794 120 $ 0.96 $ 0.96	2014 (Restated and Audited)
		Amount % ( 2,940 ) - 44,704 3 2,981,330 238 ( 163,224 ) ( 13 ) ( 425,946) ( 34) 2,433,924 194 $ 4,522,176 361 $ 2.43 $ 2.43

(Concluded)

22 -

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars)

Common Share Capital Capital Surplus BALANCE AT JANUARY 1, 2014 $ 8,580,167 $ 225,384 Effect of retrospective application and retrospective restatement - - BALANCE AT JANUARY 1, 2014 AS RESTATED 8,580,167 225,384 Appropriation of 2013 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Change from investments in associates and joint ventures accounted for using equity method - - Net profit for the year ended December 31, 2014 - - Other comprehensive income for the year ended December 31, 2014, net of income tax - - Total comprehensive income for the year ended December 31, 2014 - - Dividends claimed after over five years by stockholders - (16) BALANCE AT DECEMBER 31, 2014 8,580,167 225,368 Appropriation of 2014 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Change from investments in associates and joint ventures accounted for using equity method - 44 Net profit for the year ended December 31, 2015 - - Other comprehensive income for the year ended December 31, 2015, net of income tax - - Total comprehensive income for the year ended December 31, 2015 - - Buy-back of ordinary shares - - Dividends claimed after over five years by stockholders - (2) BALANCE AT DECEMBER 31, 2015 $ 8,580,167 $ 225,410		Retained Earnings Unappropriated Legal Reserve Special Reserve Earnings $ 6,613,006 $ 3,553,170 $ 7,388,568 - - (10,442) 6,613,006 3,553,170 7,378,126 156,690 - (156,690 ) - (2,357,587 ) 2,357,587 - - (1,716,033 ) - - (11,236 ) - - 2,088,252 - - 41,764 - - 2,130,016 - - - 6,769,696 1,195,583 9,981,770 208,312 - (208,312 ) - (858,397 ) 858,397 - - (1,887,636 ) - - - - - 824,397 - - 4,672 - - 829,069 - - - - - - $ 6,978,008 $ 337,186 $ 9,573,288			Other Equity		Total Treasury Shares $ (858,397 ) $ - - - (858,397 ) - - - - - - - - - - - 2,392,160 - 2,392,160 - - - 1,533,763 - - - - - - - - - - - 836,725 - 836,725 - - (477,693 ) - - $ 2,370,488 $ (477,693)	Total Equity $ 25,501,898 (10,442) 25,491,456 - - (1,716,033 ) (11,236 ) 2,088,252 2,433,924 4,522,176 (16) 28,286,347 - - (1,887,636 ) 44 824,397 841,397 1,665,794 (477,693 ) (2) $ 27,586,854
				Exchange Unrealized Gain Differences on (Loss) on Translating Available-for- Foreign sale Financial Operations Assets $ (2,949,772 ) $ 2,035,523 - - (2,949,772 ) 2,035,523 - - - - - - - - - - 2,981,330 (589,170) 2,981,330 (589,170) - - 31,558 1,446,353 - - - - - - - - - - 1,873,493 (981,319) 1,873,493 (981,319) - - - - $ 1,905,051 $ 465,034	Revaluation Increment $ 55,852 - 55,852 - - - - - - - - 55,852 - - - - - (55,399) (55,399) - - $ 453	Cash Flow Hedges $ - - - - - - - - - - - - - - - - - (50) (50) - - $ (50)

23 -

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Share of the profit or loss of subsidiaries, associates and joint ventures Net gain on financial assets and liabilities at fair value through profit or loss Unrealized loss on foreign currency exchange Finance costs Dividend income Depreciation expenses Gain on disposal of property, plant and equipment, net Interest income Changes in operating assets and liabilities Financial assets held for trading Trade receivables Other receivables Fuel inventory Other current assets Financial liabilities held for trading Trade payables Other payables Other current liabilities Net defined benefit liabilities Cash generated from operations Interest received Dividends received Interest paid Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Dividend received from subsidiaries Acquisition of associates Purchase of property, plant and equipment Decrease (increase) in refundable deposits Increase in prepayment for equipment		For the Years Ended December 31
	( ( ( ( ( ( ( ( ( ( ( ( ( (	2015 2014 (Restated and Audited) $ 700,353 $ 2,347,167 639,243 ) ( 2,228,556 ) 622,187 ) ( 1,006,891 ) 540,354 846,959 315,932 275,214 284,165 ) ( 315,922 ) 215,609 141,024 357 ) ( 35,149 ) 300 ) ( 499 ) 750,008 328,372 18,000 60,515 24,951 ) 2,627 19,925 ( 13,089 ) 22,451 ) ( 37,339 ) - ( 23,136 ) 1,976 ) 13,794 74,109 ) 70,993 5,512 ( 83,141 ) 28,946) ( 43,473) 867,008 299,470 584 677 284,165 315,922 293,533 ) ( 262,681 ) 254,028) ( 31) 604,196 353,357 $ 2,672,896 $ 1,086,975 760,000 ) ( 553,400 ) 100,945 ) ( 134,517 ) 8,751 ( 1,001 ) - ( 1,042,441 ) (Continued)

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U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

Proceeds from disposal of property, plant and equipmen Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term borrowings Repayments of long-term borrowings Dividends paid Decrease inother payables from related parties Payments for buy-back ordinary shares (Repayments) proceeds from short-term borrowings Proceeds from short-term bills payable Net cash generated from financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR		For the Years Ended December 31
	( ( ( ( ( ( (	2015 2014 (Restated and Audited) - 162,624 1,820,702 ( 481,760) 4,880,000 3,629,574 3,619,965 ) ( 2,335,000 ) 1,887,638 ) ( 1,716,050 ) 984,750 ) - 477,693 ) - 450,000 ) 460,000 109,531 517 2,430,515) 39,041 146 1,741 5,471 ) ( 87,621 ) 18,154 105,775 $ 12,683 $ 18,154

(Concluded)

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3. Supervisor’s Review Report on the 2015 Financial Statements

The Board of Directors have prepared and submitted to us the Company's 2015 Business Reports, the Financial Statements, and the Proposal for Profit Distribution with approval and the Financial Statements have also been audited by the CPAs, Mr. Shih, Ching-Pin and Mr. Lee, Cheng-Ming of Deloitte and Touche Co. The above reports, financial statements, and proposal have been further examined as conforming the Company Act and related law by the undersigned Supervisors of U-Ming Marine Transport Corp.

According to Article 219 of the Company Act, we hereby submit this report.

To

2016 Shareholders’ Meeting of U-Ming Marine Transport Corp.

Supervisors﹕

CHIANG SHAO, RUEY-HUEY CHANG, TZU PONG PETER HSU

==> picture [50 x 49] intentionally omitted <==

==> picture [46 x 47] intentionally omitted <==

==> picture [47 x 47] intentionally omitted <==

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4. Remuneration of Employees, Directors and Supervisors in 2015

Explanation:

(1) Process according to the revised “Articles of Incorporation”, Article 26.
(2) According to Statements of Comprehensive Income in Y2015, Profit before income tax is 714,645 in thousands of New Taiwan Dollars. Propose allocate one percent, which is 7,146 in thousands of New Taiwan Dollars, as the remuneration of employees. And one percent, which is 7,146 in thousands of New Taiwan Dollars, as the remuneration of Directors and Supervisors.
(3) This proposal has been approved by the 15th meeting of the sixteenth-term Board of Directors on March 11, 2016 for submitting to the 2015 Annual Shareholders Meeting for approval.
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5. To approve the amendment to the company bylaws on “Ethical Corporate Management Best Practice Principles” and “Code of Ethical Conduct” Explanation:

(1) For improving corporate governance, according to official letter No. 1040001716 from Taiwan Stock Exchange Corporation - “Guidelines for the Adoption of Codes of Ethical Conduct for TWSE/GTSM Listed Companies”, “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”, and for amend the Articles 25-1 to the Company’s “Corporate Governance Principles”, it is proposed to amend to the company bylaws on “Ethical Corporate Management Best Practice Principles” and “Code of Ethical Conduct”:

Amendments Table of “Ethical Corporate Management Best Practice Principles”

No.	After amendment	Before amendment
Article 1 (Purpose of establishment and scope of application)	This set of principles was instituted in accordance with the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM-Listed Companies” announced by Taiwan Stock Exchange Corporation and serves as a guideline to nurture a corporate culture of business integrity and sustainable development for the Company. The Principles shall be abided by directors, managers, employees, mandataries, and other entities with actual ability to control the Company (hereinafter referred to as the“Actual Controllers”). The aforementioned individuals and entities hereinafter are referred collectively to as the“Company Professionals”.	This set of principles was instituted in accordance with the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM-Listed Companies” announced by Taiwan Stock Exchange Corporation and serves as a guideline to nurture a corporate culture of business integrity and sustainable development for the Company. This set of principles is applicable to the Company, subsidiaries of the Company, non-profit organizations to which the Company directly or indirectly donates more than 50% of funding or any other institutions or corporate bodies it controls.

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	This set of principles is applicable to the Company, subsidiaries of the Company, non-profit organizations to which the Company directly or indirectly donates more than 50% of funding or any other institutions or corporate bodies it controls.
Article 2 (Prohibition of unethical practices)	Company Professionals shall not directly or indirectly offer, promise, request or accept illicit benefits in any form in the course of business engagements, or, act in breach of trust, illegally, or the obligation under trust for seeking or keeping benefit (hereinafter referred to as “unethical practices”). The aforementioned targets shall include civil servants, candidates in political elections, political parties or political party apparatus, and any other enterprises or institutions in the public and private sectors and their directors, supervisors, managers, employees, parties under dominant control, or any other Related Parties.	Directors, managers, employees, mandataries, and other entities with actual ability to control the Company (hereinafter referred to as the“Company Professionals”) shall not directly or indirectly offer, promise, request or accept illicit benefits in any form in the course of business engagements, or, act in breach of trust, illegally, or the obligation under trust for seeking or keeping benefit (hereinafter referred to as “unethical practices”). The aforementioned targets shall include civil servants, candidates in political elections, political parties or political party apparatus, and any other enterprises or institutions in the public and private sectors and their directors, supervisors, managers, employees, parties under dominant control, or any other Related Parties.
Article 14 (Prohibition against infringing intellectual property rights)	Company Professionals shall comply with applicable laws and regulations, the Company's internal operational procedures, and contractual provisions concerning intellectual property, and may not use, disclose, dispose, or damage intellectual property or otherwise infringe intellectual property rights, such as management secrets,	`-`

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	trademarks, patents, or publications, without the prior consent of the intellectual property rights holder.
Article 15 (Confidentiality agreement)	Company Professionals shall comply with the Securities and Exchange Act, may not use undisclosed information to engage insider trading or disclose the information to others to engage insider trading. Any institution or personnel take part in the Company’s merger, segmentation, share purchasing or transferring, important memorandum, strategic alliance, cooperation plan or important contract, shall sign a confidentiality agreement with the Company, promise not to disclose the Company’s business secrets or other important information, and may not use the information without	`-`
	the prior consent of the Company.
Article 16 (Organization and responsibilities)	The Board of the Company shall pay close attention to related matters under due diligence, and supervise the Company to ensure there are no unethical practices. The Board shall also review enforcement and make continued improvements to ensure the proper pursuit of the business integrity policy. Human Resources Department of the Company is dedicatedto administer the pursuit of the business integrity policy and the establishment of related preventive measures to make ethical corporate management viable, supervise the enforcement of such measures and makereports to the Board if there is any	The Board of the Company shall pay close attention to related matters under due diligence, and supervise the Company to ensure there are no unethical practices. The Board shall also review enforcement and make continued improvements to ensure the proper pursuit of the business integrity policy. The Company appoints a designated bodyto administer the pursuit of the business integrity policy and the establishment of related preventive measures to make ethical corporate management viable, supervise the enforcement of such measures and make regular reports to the Board.

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	material misconduct.
Article 17 (Compliance with applicable business performance laws)	In performing business operation, Company personnel shall duly observe relevant legal rules and the Company’s preventive measures. Company Professionals shall abide by all	In performing business operation, Company personnel shall duly observe relevant legal rules and the Company’s preventive measures.
	articles, rules, bylaws, operation procedures of the Company, and follow the orders from authorized superior management.

Amendments Table of “Code of Ethical Conduct”

No.	After amendment	Before amendment
Article4 (Avoidance of the conflict of interest)	All employees shall handle official business objectively and efficiently. There shall be no undue benefit to the personnel themselves, their spouses, parents, children or relatives within the seconddegree of kinship from obtaining inappropriate benefit as a result of one’s position and authority in the Company. If the Company has a financial relationship or guaranty, major asset trade, purchase, transportation services, or other business transactions with enterprises where the aforementioned personnel work, All related employees shall voluntarily explain their position and the potential conflict of interest, proceeding in accordance with the code of conduct to avoid any conflict of interest.	All employees shall handle official business objectively and efficiently. There shall be no undue benefit to the personnel themselves, their spouses, parents, children or relatives within the thirddegree of kinship from obtaining inappropriate benefit as a result of one’s position and authority in the Company. If the Company has a financial relationship or guaranty, major asset trade, purchase, transportation services, or other business transactions with enterprises where the aforementioned personnel work, All related employees shall voluntarily explain their position and the potential conflict of interest, proceeding in accordance with the code of conduct to avoid any conflict of interest.

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Article 10 (Encouragement to report any unlawful or unethical practices)	The Company shall organize educational program to promote and reinforce the Guidelines regularly. All employees who discover any violation or appearance of violation of the Guidelines, laws, and regulations shall proactively report to managers, head of internal audit department, or other properly authorized management according to The whistle-blowing and disciplinary method of violating ethical conduct and ethical management, meanwhile provide sufficient information or evidences to make subsequent investigation and rectification possible. All reports on the aforementioned practices will be kept in strict confidence and verified by independent channels to protect the informer.	All employees who discover any violation or appearance of violation of the Guidelines, laws, and regulations shall proactively report to managers, head of internal audit department, or other properly authorized management, meanwhile provide sufficient information or evidences to make subsequent investigation and rectification possible. All reports on the aforementioned practices will be kept in strict confidence and verified by independent channels to protect the informer.
Article 11 (Punishment and remedy)	In the event of violation of any part of this code by All employees, the Company shall take appropriate action under the law or in accordance with the internal code of the Company. The Company insists on the principle of no corruption in business operations. In the event All employees use their position in an attempt to seek illicit private benefit or illicit benefits for a third party, to the extent that damage is inflicted on the Company, said individual will be dismissed. In addition, the person concerned shall be unconditionally responsible for all the damages thereof.	In the event of violation of any part of this code by All employees, the Company shall take appropriate action under the law or in accordance with the internal code of the Company. The Company insists on the principle of no corruption in business operations. In the event All employees use their position in an attempt to seek illicit private benefit or illicit benefits for a third party, to the extent that damage is inflicted on the Company, said individual will be dismissed. In addition, the person concerned shall be unconditionally responsible for all the damages thereof.

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	The whistle-blowing and disciplinary method of violating ethical conduct and ethical management is established in the Company. Any of All employees being accused to violate the Guidelinesmay appeal for remedy.	The Company has instituted a complaint system for offenders of this codemay appeal for remedy.

(2) This proposal was resolved in the 13th board meeting of the 16th term on November 6, 2015.
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6. Implementation of the 4[th] repurchase of the Company’s shares Explanation:

(1) To maintain company’s credibility and shareholder’s equity, according to the Article 28-2 of “Securities and Exchange Act “ and “Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies” issued by Financial Supervisory Commission, the 12th board meeting of the sixteenth-term resolved that the 4th repurchase of the Company’s shares, the implementation is as following :

Company’s shares, the	implementation is as following :
Purpose of the repurchase	To maintain company’s credibility and shareholder’s equity
Original scheduled period for the repurchase	From September 9 , 2015 to November 8, 2015
Originally determined number of shares to be repurchased	15,000,000 common shares
Originally determined repurchase price range	NTD 24 to 42
Date of expiry of the repurchase period	From September 9 , 2015 to November 8, 2015
Number of shares repurchased	12,961,000 common shares
Total monetary amount of shares repurchased	NTD 477,693,500
Average repurchase price per share	NTD 36.86
Cumulative number of own shares held	12,961,000 common shares
Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares	1.51%
Reason for non-completion of the share repurchase at expiry of the repurchase period	To maintain shareholder’s equity, the Company repurchased the shares in batches depends on the price and trading volume of the shares. So the repurchases have not been completed.

(2) This proposal was resolved in the 14th board meeting of the sixteenth-term on January 21, 2016.

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Matters to Be Ratified:

1. The 2015 Business Report and Financial Statements

Explanation:

(1) The supervisor’s review report is hereby issued after reviewing the 2015 financial statements (including the business report and the independent auditor’s report issued by CPA Shih,Ching-Pin and CPA Lee,Cheng-Ming of Deloitte & Touche; please refer to Page 4~25) without any nonconformity identified.
(2) Please approve.

Resolution:

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2. The Proposal for Distribution of 2015 Profits and Retained Earnings

Explanation:

Please refer to the 2015 Profit Distribution proposed in accordance with Article 27 of the Company’s Articles of Incorporation as follows:

Unappropriated retained earnings of previous year	8,749,422,930
Less: adjustment of application of 2013
Taiwan-IFRSs version	5,203,745
Add: remeasurement of defined benefit plans	4,672,209
Adjusted unappropriated retained earnings	8,748,891,394
Add:2015 net income	824,397,062
Less: 10% legal reserve appropriated	82,439,706
Earnings available for distribution	9,490,848,750
Less: 2015 earning distribution (cash dividend
NT$1.0 per share)	845,055,712
Unappropriated retained earnings	8,645,793,038

When computing the shareholder tax credit in accordance with Article 66-6 of the Income Tax Act, the earnings of 1998 and thereafter is to be distributed with top priority. When computing the unappropriated earnings with additional 10% business income tax levied in accordance with Article 66-9 of the Income Tax Act, the earnings of the most recent year should be distributed with top priority according to the itemized identification method.
The distribution of earnings is calculated to the dollar (round up to the dollar). The total amount of the odd shares will be booked as the other income of the Company. It is proposed that the Board authorized the Chairman to fix the record date of ex-cash dividend after the approved by the year 2015 annual shareholders’ meeting.
This proposal was resolved in the 15[th] board meeting of the 16[th] term on March 11, 2016.
Please approve.

Resolution:

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Matters to Be Discussed and Election

1. To elect new Directors and Supervisors of the Company (the newly elected Directors including two Independent Directors)

Explanation:

(1) The sixteenth-term Directors and Supervisors serving a term of three years and the tenure will expire. The Directors and Supervisors shall be elected at this Annual Shareholders’ Meeting.
(2) According to Article 16 of the “Articles of Incorporation”, nine Directors (including two Independent Directors) and three Supervisors shall be elected, and each Director and Supervisor will serve a three year term beginning from June 8, 2016.
(3) Director, Independent Director and Supervisor candidates shall be nominated by the candidate nomination system. Shareholders shall elect from the candidate list. The Board has resolved all the candidates met requirements and qualifications of Directors, Independent Directors and Supervisors in the 16th Board meeting of the sixteenth-term dated April 27, 2016. Please refer to the following table for the candidate list.

List of Director (including Independent Director) and Supervisor Candidates

Type	Name	Education	Major Experiences	Current Position	No. of shares held	Name of Institutional Shareholders
Director	Douglas Tong Hsu	Master in Economics, Columbia University, USA	President, Far Eastern New Century Corp.	Chairman, Far Eastern New Century Corp. Chairman, Far- EasTone Tele- Communications Chairman, Asia Cement Corp. Chairman, Oriental Union Chemical Corp. Chairman, Far Eastern Department Stores Ltd.	992,133	-

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Type	Name	Education	Major Experiences	Current Position	No. of shares held	Name of Institutional Shareholders
Director	Chee-Chen Tung	Master in Mechanical Engineering, Massachusetts Institute of Technology, USA	President, The Hong Kong General Chamber of Commerce	President, Orient Overseas Container Line Limited	0	-
Director	Tsai-Hsiung Chang	Mechanical Technology Section, National Central Industrial College (Chongqing)	President, Asia Cement Corp. Vice Chairman, Asia Cement (China) Holdings Corp.	Executive Director, Asia Cement (China) Holdings Corp.	331,701,152	Asia Cement Corp.
Director	Kun-Yen Lee	Yi-Lan Elementary School	Supervisor, Far Eastern New Century Corp. Chairman, Ya Tung Ready-Mixed Concrete Corp.	President, Asia Cement Corp. Director, Asia Cement Corp.	331,701,152	Asia Cement Corp.
Director	Douglas Jefferson Hsu	MBA, University of Notre Dame, USA	In the US, had been employed by new funded high technology company, Nestle, DENSO, KIA Motors and Target, under the position of strategy and design consultant. Served at United States Marine Corps, Ranked Captain	CIO, Far Eastern Group Director, Far- EasTone Tele- communications Senior Vice President, U-Ming Marine Transport Corp.	331,701,152	Asia Cement Corp.
Director	Champion Lee	Master in Business Administration, Texas A&I University, USA,	Senior Executive Vice President, Far Eastern New Century Corp. Supervisor, Far Eastern New Century Corp.	Director, Far Eastern New Century Corp. Director,Far Eastern New Century Corp.	6,348,103	Ya Li Transportati on Co., Ltd.

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Type	Name	Education	Major Experiences	Current Position	No. of shares held	Name of Institutional Shareholders
Director	Choo Kiat Ong	Bachelor of Industrial and Business Management, Nanyang University, Republic of Singapore	Supervisor, Far- EasTone Tele- Communications	President, U-Ming Marine Transport Corp. Director, CR Classification Society Director, Global Energy Marine Transport Corp.	93,000	Yue Ding Industry Co., Ltd.
Independent Director	Shao-Hua Chu	M.S., Chemical Engineering and Petroleum Refining, Colorado School of Mines, USA	Chairman, CPC Corp., Taiwan President, CPC Corp., Taiwan	Chairman, Chinese Petroleum Institute(Taiwan) Vice Chairman, Powertec Energy Corp.	0	-
Independent Director	Chorng-Jian Liu	Ph.D. in Socio-economic Planning, University of Tsukuba	Consultant, Industrial Economics and Knowledge Center, Industrial Technology Research Institute Consultant, Taiwan Institute of Economic Research Dean of Student Affairs, National Chung-Hsing University	Professor, Department of Economics, National Taipei University	0	-
Supervisor	Peter Hsu	Master in Operation Research, Stanford University, USA	Vice President, Ding &Ding Management Consults Co., Ltd.	Vice Chairman, Far Eastern New Century Corp.	83,595	-
Supervisor	ChiangShao, Ruey-Huey	Bachelor degree in Accounting, Soochow University	Executive Vice President, Asia Cement Corp. Executive Director & Chief Financial Officer, Asia Cement (China) Holdings Corp.	Chairman, Far Eastern industries (Shanghai) Ltd.	8,749,000	Yuan Ding Investment Co., Ltd.

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Type	Name	Education	Major Experiences	Current Position	No. of shares held	Name of Institutional Shareholders
Supervisor	Tzu-Pong , Chang	Bachelor degree in Electrical Engineering, National Taiwan University	Vice General Engineer and Vice General Manager of the Hualien Plant, Asia Cement Corp. General Manager of the Hualien Plant, Asia Cement Corp.	General Plant Manager, Asia Cement Corp.	1,589,790	Far Eastern Construction Co., Ltd.

(4) Please elect.

Resolution:

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2. Release from the non–competition restriction on directors in accordance with Article 209 of the Company Act.

Explanation:

(1) It is to be handled in accordance with Article 209 Paragraph 1 of the Company Act “Directors act on behalf of themselves or others within the business scope of the Company shall explain the material contents of their behavior in the shareholders’ meeting for approval.”
(2) The new Directors of the company are investing in or managing other companies and also acting as directors or manager of such companies which are in the same or similar business, the proposal is to be presented in the shareholders’ meeting to have the non-compete clause lifted in accordance with Article 209 of the Company Act .

Title	Name	Service as other companies in the industry
Director	Douglas Tong Hsu	Director, Global Energy Marine Transport Corp.
Director	Chee-Chen Tung	President, Orient Overseas Container Line Limited
Director	Tsai-Hsiung Chang (Representative of Asia Cement Corp.)	Chairman, Wuhan Asia Marine Transport Corp. Ltd.
Director	Douglas Jefferson Hsu (Representative of Asia Cement Corp.)	Director, Global Energy Marine Transport Corp.
Director	Choo Kiat Ong (Representative of Yue Ding Industry Co., Ltd.)	Director, Global Energy Marine Transport Corp.

(3) The proposal is hereby presented for referendum.

Resolution:

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Extempore Motions:

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U-MING MARINE TRANSPORT CORPORATION

ARTICLES OF INCORPORATION

June 14, 2012

Section I - General Provisions

Article l: The Corporation shall be incorporated as a company limited by shares under the Company Law of the Republic of China, and its name shall be U-Ming Marine Transport Corporation.
Article 2: The scope of business of the Corporation shall be as follows:
(1) Ship transportation;
(2) Sale and purchase of ship;
(3) G401011 Shipping agency;
(4) ZZ99999 To carry on the businesses which are not prohibited or restricted by law except for the services licensed under approval.
Article 3: The Corporation may provide external guarantee in accordance to the regulations set out in the “Procedure for Corporate Guarantees.”
Article 4: When the Corporation intends to become a limited liability stockholder due to reinvestment in other company, it is not subjected to the restriction stipulated in Article 13 of the Company Law of the Republic of China that the total amount of its reinvestment in other companies shall not exceed forty percent of the amount of its paid-up capital. However, the Corporation's practice in relation to the reinvestment shall be made according to a resolution adopted at the meeting of the Board of Directors.
Article 5: The Corporation shall have its head office in Taipei, and may set up branch offices at various locations inside and outside of the Republic of China, depending upon the Corporation's business necessity.

Section II - Capital Stock

Article 6: The total capital stock of the Corporation shall be in the amount of NT$10,500,000,000 divided into 1,05,000,000 shares, with par value of NT$10 per share. For the un-issued shares, the Board of Directors is authorized to issue these shares in installments.
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Article 7: Shares issued by the Corporation shall be exempted from printing of share certificates. However, the Corporation shall register with the Securities Consolidated Custody Business Organization.

The corporation can issue share certificate for special shares.

When the Corporation merges with other company, on matters related to the merging, it is not necessary to obtain resolution from an extraordinary stockholders’ meeting.

Article 8: Shares affair matters of the Corporation shall be handled based on the provisions in 「Public Issue Shares Company Shares Affairs Handling Standard」and other relevant laws and regulations.
Article 9: No transfer of shares shall be made within sixty days prior to each annual stockholders' regular meeting or within thirty days before an extraordinary meeting or within five days fixed by the Corporation for distributing dividend, bonus or other benefits.

Section III- Stockholders' Meetings

Article 10: Stockholders' meetings of the Corporation are of two kinds:

(l) Regular meetings which shall be convened by the Board of Directors within six months after the close of the fiscal year.
(2) Extraordinary meetings which shall be convened by the Board of Directors whenever deemed necessary by the Board of Directors or upon the written request of stockholders holding three percent or more of the total outstanding capital stock continuously for more than one year.

When the Board of Directors is not going to convene or cannot convene the stockholders’ meeting, Supervisor(s) can convene the stockholders’ meeting if deemed necessary for the benefit of the Corporation.

Article 11: Convention of stockholders’ regular meeting shall be notified to various stockholders in writing thirty days in advance. Convention of stockholders shall be notified to various stockholders in writing fifteen days in advance. That written notice shall state clearly the date and place and the reasons for convening the meeting and shall also be publicly announced based on Law.
Article 12: Unless otherwise provided in the Company Law of the Republic of China, a stockholders' meeting may proceed with its conference if attended by stockholders representing more than one half of the total outstanding shares of the Corporation. Resolutions shall be made by a majority vote of the stockholders present at the meeting.
Article 13: Stockholder shall present power of attorney to assign representative to attend the stockholders’ meeting. Apart from shares affairs representative organization approved by trust business or securities management institution, if more than two powers of attorney are in favor of one person (proxy) the voting right of such proxy shall not exceed three percent of the total outstanding shares of the Corporation, and the
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exceeding portion shall not be counted.

In regard to method of appointing for attendance by stockholder, unless otherwise provided in the Company Law, it shall be processed based on the “Rules Of Utilization of Power of Attorney To Attend Stockholders’ Meeting Of Public Issue Company.”

Article 14: During stockholders’ meeting, unless otherwise provided in the Company Law or this Articles of Incorporation, the meeting shall be processed based on the Rules Of Proceedings For Stockholders’ Meeting of the Corporation.
Article 15: The resolutions of the stockholders' meeting shall be recorded in the minutes, which shall specify the date, place of meeting, number of stockholders who attended such meeting, number of holding shares or representing shares, number or voting rights, name of the chairman, resolutions and method thereof, and such minutes shall be signed or sealed by the Chairman of the meeting. Such minutes, together with the stockholders’ attendance book (card) and proxies, shall be kept in the Corporation based on Law.

Section IV - Directors, Supervisors and Managers

Article 16: The Corporation shall have nine Directors and three Supervisors that shall be elected from among capable persons in the stockholders’ meeting. The total registered shares held by all directors and supervisors shall be stipulated based on the standard in the provision of “Director & Supervisor Share Percentage & Audit Implementation Rules For Public Issue Company.”
Article 17: The term of office for Directors shall be three years and term of office for Supervisors shall be three years and they shall be re-appointed if being re-elected.
Article 18: The Board of Directors shall be organized by Directors to exercise the job authorities of directors. The Directors shall elect from among themselves a Chairman who will represent the company and one Vice Chairman. When the Chairman is absent or cannot exercise his job authorities for any reason whatsoever, the Vice Chairman shall be designated by the Chairman as his agent. When the Vice Chairman is absent or cannot exercise his job authorities, one director will be assigned by the Chairman to be the agent. In case of no such assignment, the Directors shall elect one from among themselves.
Article 19: Meetings of the Board of Directors shall be held regularly. Meetings of the Board of Directors shall be convened by the Chairman of the Board of Directors. Unless otherwise provided for in the Company Law, meetings of the Board of Directors shall be attended by a majority of Directors. Resolutions of the Board of Directors shall be adopted by a majority of the Directors at a meeting attended by majority of the Directors. For urgent matters, the Chairman can convene extraordinary meetings at any time.

If a Director cannot attend a meeting of the Board of Directors, he should submit a power of attorney appointing another Director to act on his behalf in accordance with the Law.

The Notice of Meeting provided in preceding paragraph could be served by way of writing, email or fax.

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Article 20: The Supervisors, in addition to performing their supervising duties in accordance with Applicable laws, shall attend meetings of the Board of Directors and voice opinions, but shall not be entitled to participate in Voting.
Article 21: The remuneration of Directors and Supervisors shall be decided by a stockholders' meeting. And the remuneration of Chairman and Vice Chairman shall be decided by the Board of Directors with consideration of industry and listing companies’ remuneration level.
Article 22: The Corporation shall have one President and various certain number of Vice Presidents, Assistant Vice Presidents and managers and their appointment and dismissal shall be adopted by a majority of the Directors at a meeting attended by a majority of the Directors.
Article 23: The Chairman, deputy chairman and general manager shall perform daily duties of the corporation according to the resolutions made at the meeting of the Board of Directors.

Section V - Financial Reports

Article 24: The fiscal year for the Corporation shall be from January 1 of each year to December 31 of the same year. After the close of each fiscal year, the Corporation shall prepare financial reports.
Article 25: The Board of Directors shall prepare various financial reports pursuant to relevant laws and regulations. Such reports shall, after being reviewed and approved by the Supervisors of the Corporation, be submitted by the Board of Directors thirty days prior to the regular stockholders' meeting for acceptance.

The appointment, dismissal and remuneration of the auditors of the preceding financial reports shall be made with the consent of a majority of the Directors.

Article 26: Dividends distributed to stockholders shall be paid pursuant to the allocation percentage stipulated in the articles of incorporation of the Corporation and consideration shall be given to the business perspective of the corporation, the life cycle of various products or service provided, capital requirement in the future and the effect of possible changes of tax laws respectively and under the objective of maintaining a stable dividend policy. For issue of dividend, the cash dividend shall not be lower than ten percent of total dividend and stockholder bonus of that year.
Article 27: If the Corporation has a profit at the end of a fiscal year, the Corporation shall make up losses of previous years after paying business income taxes based on Law and, if there is any remaining profit, a legal reserve of ten percent of the balance shall be appropriated as legal reserve. In addition, after appropriation of special reserve based on provision in law, together with the accumulated undistributed earnings of the previous year, the total shall be the profit that is available for allocation. However, depending on the condition of the business, part of the profit shall be retained and the balance shall be allocated based on the following percentage:
(1) Sixty percent of the balance as dividends: To be allocated in proportion to all shares. In case of an increase in the capital of the Corporation, unless otherwise provided in
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the law, the dividend for the new shares for the same year shall be decided by the stockholders' meeting.

(2) Thirty-eight percent as bonus to stockholders to be allocated in proportion to all shares. In case of an increase in the capital of the Corporation, the bonus for the new shares for the same year shall be decided by the stockholders’ meeting.
(3) One percent as remuneration for Directors and Supervisors.
(4) One percent as bonus to employees.

When allocating employee bonus in the form of shares certificate, it shall be handled based on the method stipulated by the Board of Directors.

Section VI - Supplementary Provisions

Article 28: Should there be any incomplete matter in the articles of incorporation of the Corporation, it shall be handled based on the provisions in the Company Law and other relevant laws and regulations.
Article 29: The Articles of Incorporation of the Corporation are stipulated on the 22nd day of June 1968 and after resolution was obtained in the stockholders’ regular meeting, it was submitted to the competent authority for approval and became effective on the same day. Subsequent amendment to these Articles of Incorporation shall become effective after being passed at the stockholders’ meeting.

The first revision was in August 16[th] 1968. The second revision was in March 21[st] 1969. The third revision was in May 30[th] 1969. The fourth revision was in October 20[th] 1970. The fifth revision was in April 26[th] 1971. The sixth revision was in August 4[th] 1971. The seventh revision was in February 20[th] 1974. The eighth revision was in April 29[th] 1974. The ninth revision was in May 30[th] 1975. The tenth revision was in April 30[th] 1976. The eleventh revision was in April 29[th] 1977. The twelfth revision was in May 15[th] 1978. The thirteenth revision was in December 22[nd] 1978. The fourteenth revision was in May 29[th] 1980. The fifteenth revision was in April 25[th] 1981. The sixteenth revision was in May 27[th] 1981. The seventeenth revision was in May 27[th] 1983. The eighteenth revision was in May 18[th] 1984. The nineteenth revision was in September 17[th] 1984. The twentieth revision was in January 16[th] 1985. The twenty-first revision was in March 27[th] 1987. The twenty-second revision was in June 15[th] 1987. The twenty-third revision was in December 21[st] 1987. The twenty-fourth revision was in February 26[th] 1988.

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The twenty-fifth revision was in August 19[th] 1988. The twenty-sixth revision was in May 12[th] 1989. The twenty-seventh revision was in April 18[th] 1990. The twenty-eighth revision was in May 15[th] 1991. The twenty-ninth revision was in May 15[th] 1992. The thirtieth revision was in May 29[th] 1993. The thirty-first revision was in August 14[th] 1993. The thirty-second revision was in May 18[th] 1994. The thirty-third revision was in May 25[th] 1995. The thirty-fourth revision was in May 15[th] 1996. The thirty-fifth revision was in May 15[th] 1998. The thirty-sixth revision was in May 17[th] 1999. The thirty-seventh revision was in May 5[th] 2000. The thirty-eighth revision was in April 27[th] 2001. The thirty-ninth revision was in May 30[th] 2002. The fortieth revision was in June 8[th] 2005. The forty-first revision was in May 23[rd] 2006. The forty-second revision was in June 3[rd] 2010. The forty-third revision was in June 8th 2011. The forty-forth revision was in June 14th 2012. The forty-fifth revision was in June 10th 2015.

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U-Ming Marine Transport Corporation Rules of Procedure for Shareholders’ Meeting

Approved by Annual Shareholder’s Meeting on 2014/6/9

Article 1 The stockholders’ meeting of the Company shall be held according to the rules herein.
Article 2 The location for stockholders’ meeting shall be the Company’s place of business or a place convenient for attendance by stockholders (or by proxies) that is suitable to holding of this meeting. The meeting shall be held between 9:00AM and 3:00PM. The stockholders (or proxies) when attending the meeting shall wear admission badge and hand in signed attendance form to be used to calculate the number of attending shares.
The Company may appoint lawyers, accountants or related personnel to attend the stockholders’ meeting.
The personnel in charge of handling the affairs of the meeting shall wear identification badge or armband.
For a stockholders’ meeting convened by the board of directors, the chairman of the board of directors shall preside at the meeting. If the chairman of the board of directors is on leave or unable to exert the rights, the vice-chairman of the board of directors shall preside instead. If the position of vice-chairman is vacant or the vice-chairman is on leave or unable to exert the rights, the chairman of the board of directors shall designate a director to preside at the meeting. If no director is so designated, the chairman of the meeting shall be elected by the board of directors from among themselves. For a stockholders’ meeting convened by any other person having the convening right, he/she shall act as the chairman of that meeting; if there are two or more persons having the convening right, the chairman of the meeting shall be elected from among themselves.
The complete processes of the meeting shall be recorded by voice or video recorders and all the records shall be kept by the Company for a minimum period of at least one year.
Article 3 The chairperson shall announce starting of the meeting when the attending stockholders (or proxies) represent more than half of the total shares issued in public. The chairperson may announce postponement of meeting if the legal quorum is not present after the designated meeting time. Such postponement is limited to two times and the aggregated postponed time shall not exceed one hour. If quorum is still not present after two postponements but the attending stockholders (or proxies) represent more than one third of the total shares issued in public, tentative resolution/s may be passed with respect to ordinary resolution/s by a majority of those present. After proceeding with the aforesaid tentative resolutions, the chairperson may put the tentative resolutions for re-voting over the meeting if and when the shares represented by the attending stockholders (or proxies) reached the legal quorum.
Article 4 If the stockholders’ meeting is convened by the board of directors, the agenda shall be
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designated by the board of directors. The meeting shall proceed in accordance with the designated agenda and shall not be amended without resolutions.

If the meeting is convened by person, other than the board of directors, having the convening right, the provision set out in the preceding paragraph shall apply mutatis mutandis.

Except with stockholders’ resolution, the chairperson shall not declare adjournment of the meeting before the first two matters set out in the agendas (including extemporary motions) are concluded. During the meeting, if the chairperson declares adjournment of the meeting in violation of the preceding rule, a new chairperson may be elected by a resolution passed by majority of the attending stockholders to continue the meeting.

When the meeting is adjourned by resolution, the stockholders shall not elect another chairperson to continue the meeting at the same location or another venue.

Article 5 The stockholders (or proxies) shall complete statement slip setting out the number of his/her attendance card, name and statement brief before speaking, and the chairperson will designate the order in which each person is to speak during the session.
No statement will be considered to have been made if the stockholder (or proxies) merely completes the statement slip without speaking at the meeting. If there are any discrepancies between the content of the statement slip and the speech made, the statement to be adopted shall be the statement confirmed.
Article 6 Any proposal for the agendas shall be submitted in written form. Except for the proposals set out in the agenda, any proposal by the stockholders (or proxies) to amend, substitute or to initiate extemporary motions with respect to the original proposal shall be seconded by other stockholders (or proxies). The same rule shall apply to any proposal to amend the agenda and motion to adjourn the meeting. The shares represented by the proponents and the seconders shall reach 100,000.
Article 7 The explanation of proposal shall be limited to 5 minutes. The statement of inquiry and reply shall be limited to 3 minutes per person. The time may be extended for 3 minutes with the chairperson’s permission.
The chairperson may restrain stockholders (or proxies) from speaking if that stockholders (or proxies) speak overtime, speak beyond the allowed frequency or content of the speech is beyond the scope of the proposal. When a stockholder (or proxy) is speaking, other stockholder (or proxy) shall not interrupt without consent of the chairperson and the speaking stockholder (or proxy). Any disobedient of the preceding rule shall be prohibited by the chairperson. Article 15 of this meeting rule shall apply if the disobedient do not follow the chairperson’s instructions.
Article 8 For the same proposal, each person shall not speak more than 2 times. When a juristic person is a stockholder, only one representative shall be appointed to attend the meeting.
If more than two representatives were appointed to attend the meeting, only one
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representative is allowed to speak.

Article 9 After speaking by the attending stockholder (or proxy), the chairperson may reply in person or assign relevant officer to reply.
Over the proposal discussion, the chairperson may conclude the discussion in a timely manner and where necessary announce discussion is closed.
Article 10 For proposal in which discussion has been concluded or closed, the chairperson shall submit it for voting.

No discussion or voting shall proceed for matters unrelated to the proposal.

The personnel responsible for overseeing and counting of the votes for resolutions shall be appointed by the chairperson with the consent of the stockholders (or proxies). The person responsible for vote overseeing shall be of the stockholder status.
Article 11 In regards to the resolution of proposals, unless otherwise provided for in the relevant law and regulation or Company’s articles of incorporation, resolution shall be passed by a majority of the voting rights represented by the stockholders (or proxies) attending the meeting. The proposal for a resolution shall be deemed approved if the chairperson inquires and receives no objection. The validity of such approval has the same effect as if the resolution has been put to vote.
If there are amendments or substitute proposals for the same proposal, the sequence of which to be put to vote shall be decided by the chairperson. If one of the two proposals has been approved, the other shall be deemed rejected without requirement to put it to vote. The results of voting shall be reported on the spot and kept for records.
Article 12 During the meeting, the chairperson may at his/her discretion declare time for break.
Article 13 The meeting shall be adjourned if encountering an air-raid alarm during the meeting. The meeting shall resume one hour after the alarm is lifted.
Article 14 The chairperson may maintain the meeting order by instructing the security guards. The security guards shall wear the armband for identification when helping maintaining the venue order.
Article 15 The stockholders (or proxies) shall obey the instructions of the chairperson and security guards in terms of maintaining the order. The chairperson or security guards may exclude the persons disturbing the stockholders’ meeting from the meeting.
Article 16 For matters not governed by the rules specified herein, shall be governed according to Company Law, Stock Exchange Law and the other related laws and regulations.
Article 17 The rules herein take effect after approval at the stockholders’ meeting, the same apply for any amendments.
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U-Ming Marine Transport Corporation

Regulations Governing the Election of Board Directors and Supervisors

Amended and approved by the Shareholders’ Meeting on June 10, 2015

Elections of board directors and supervisors of this Corporation shall be handled in accordance with these regulations.
A cumulative voting method shall be adopted for elections of board directors and supervisors. Attendance ID numbers of electors printed on the ballots may be used in place of the names of voters.
Ballots shall be prepared by the board of directors numbered according to attendance ID numbers. The number of voting rights shall be indicated on the ballots.
The Company’s directors and supervisors are elected as independent directors, non-independent directors, and supervisors in that order in accordance with the number of chairs designated in the Articles of Incorporation and the electoral votes from top down. If there are two or more candidates received the same votes of suffrage resulting more candidates elected than the chairs designated, the candidates who received the same votes of suffrage are to take a draw for a solution; also, the Chairman is to take a draw on behalf of the absentees.

The Company’s directors and supervisors are elected in accordance with Article 192-1 of the Company Act. The qualifications, independence conditions, and other matters of the independent directors must comply with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies and other relevant regulations.

At the start of the election process, the chair shall designate monitoring and vote counting personnel (two persons each) who shall perform relevant tasks and duties. Monitoring personnel shall possess shareholder status.
The tasks and duties of monitoring personnel are as follows:
(1) Public checking and sealing of ballot boxes before voting commences
(2) Maintenance of order and monitoring and detection of oversights or violations during the voting process
(3) Unsealing and retrieval of ballots from ballot boxes and counting of ballots upon conclusion of the voting process
(4) Detection of invalid ballots and handing over of valid ballots to the vote counting personnel
(5) Monitoring of the recording of votes for each candidate by the vote counting personnel
Candidates shall be natural persons and possess shareholder status. Voters shall enter the candidate’s account name and shareholder account number on the ballot. If candidates are non-shareholders, voters shall enter their names and identification document number. If candidates are government or corporate shareholders, voters shall enter their account number and the name of the government agency or corporation or both the name of the government agency or corporation and the name of its representative. If there are multiple representatives, the name of each representative shall be specified.
Ballots are invalid of one of the following conditions exists:
(1) Failure to use ballots specified in these regulations
(2) Two or more candidate names are entered on the same ballot
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(3) Blank ballots not filled out by voters
(4) Failure to fill out ballots in accordance with the regulations set forth in Article 6 or addition of other written characters
(5) Illegible writing which cannot be deciphered
(6) Entered candidate information is proven to be inaccurate
One ballot box each shall be prepared for board director and supervisor ballots and votes shall be counted separately.
After all ballots have been inserted into the boxes, the monitoring and vote counting personnel shall unseal and open the ballot boxes.
Monitoring personnel shall observe the vote counting process
If doubts exist regarding certain ballots, monitoring personnel shall determine whether they are invalid. Invalid ballots shall be placed separately. After the verification of vote numbers and voting rights, they shall be marked as invalid by the monitoring personnel and signatures and seals shall be affixed.
After conclusion of the vote counting process, the monitoring personnel shall verify the total number of valid and invalid ballots. The number of valid ballots/voting rights and invalid ballots/voting rights shall be registered separately on a form. Elected candidates shall then be announced by the chair.
Elected board directors and supervisors shall receive an official notification from the board of directors.
These regulations and all amendments hereof shall be implemented upon approval by the board of directors.
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Appendix

1. Current Shareholding of Directors and Supervisors

		Book closure date: 10April 2016	Book closure date: 10April 2016	Book closure date: 10April 2016
Position	Name of persons or companies	Representatives appointed	Number of shares held	Percentage of shares held
Chairman	Douglas Tong Hsu	---	992,133	0.12%
Director	Chee-Chen Tung	---	---	---
	Yun-Peng Chu	---	---	---
	Wenent P. Pan	---	---	---
	Asia Cement Corp.	Tsai-Hsiung Chang	331,701,152	39.25%
		Kun-Yen Lee	331,701,152	39.25%
		Douglas Jefferson Hsu	331,701,152	39.25%
	Ya Li Transportation Co., LTD.	Champion Lee	6,348,103	0.75%
	Yue Ding Industry Co., LTD.	C.K. Ong	93,000	0.01%
Shareholding	of all directors		339,134,388	40.13%
The minimum required combined shareholding of all directors by law			33,802,228	4.00%
Supervisor	Peter Hsu	---	83,595	0.01%
	Yuan Ding Investment Corp.	Chiang Shao, Ruey- Huey	8,749,000	1.04%
	Far Eastern Construction CO., LTD.	Tzu-PongChang	1,589,790	0.19%
Shareholding	of all supervisors		10,422,385	1.23%
The minimum required combined shareholding of all supervisors by law			3,380,223	0.40%

Note:

The total issued and outstanding shares on the book closure date: 845,055,712shares.
According to Article 26, Paragraph 2 of Securities and Exchange Act and Article 2, Paragraph 5 of the Regulations Governing Ratios and Auditing of Director and Supervisor Share Ownership at Public Companies, the minimum required combined shareholding of all directors and all supervisors are qualified.
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2. Effects on business performance and EPS resulting from stock dividend distribution proposed by 2015 annual shareholders' meeting.

Unit: NT$

			Unit: NT$
Year Item			2016
Paid-in Capital (beginning of the year)			8,580,167,120
Stock & Cash Dividend Distribution	Cash Dividend (NT$/per share)		1.00
	Stock Dividend from Retained Earnings (per share)		0.00
	Stock Dividend from Capital Surplus		0.00
Variance in Business Performance	Operating Income		Not Applicable
	% Change in Operating Income
	Net Income
	% Change in Net Income
	Earnings Per Share
	% Change in EPS
	Average Return on Investment (%)(Reciprocal of Average P/E Ratio)
Pro Forma EPS & P/E Ratio	If Retained Earnings Distributed in Cash Dividend	Pro Forma Earnings Per Share
		Pro Forma Average Yearly Return on Investment
	If Capital Surplus not Distributed in Stock Dividend	Pro Forma Earnings Per Share
		Pro Forma Average Yearly Return on Investment
	If Retained Earnings &	Pro Forma Earnings Per Share
	Capital Surplus Distributed in Cash Dividend rather than Stock Dividend	Pro Forma Average Yearly Return on Investment

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AI assistant

U-MING — AGM Information 2016

52160_rns_2016-06-22_7e7a0f75-d0a0-448f-9398-8805ba2d0c52.pdf

Handbook for 2016 Shareholders' Meeting

U-MING MARINE TRANSPORT CORP.

2016 Annual Meeting of Shareholders

Table of Contents

Matters to Be Discussed

1. To approve the revisions of the Articles of Incorporation

Amendments Table of “Articles of Incorporation”

Matters to Be Reported:

1. 2015 Business Report

I. Introduction

II. Business Performance

III. Business Strategy

IV. Conclusion

2. 2015 Financial Statements

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of U.S. Dollars, Except Earnings Per Share, Note 6)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of U.S. Dollars, Except Earnings Per Share, Note 6)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of U.S. Dollars, Note 6)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

U-MING MARINE TRANSPORT CORPORATION

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION

INDIVIDUAL STATEMENTS OF CASH FLOWS

3. Supervisor’s Review Report on the 2015 Financial Statements

To

Supervisors﹕

4. Remuneration of Employees, Directors and Supervisors in 2015

5. To approve the amendment to the company bylaws on “Ethical Corporate Management Best Practice Principles” and “Code of Ethical Conduct” Explanation:

Amendments Table of “Ethical Corporate Management Best Practice Principles”

Amendments Table of “Code of Ethical Conduct”

6. Implementation of the 4[th] repurchase of the Company’s shares Explanation:

Matters to Be Ratified:

1. The 2015 Business Report and Financial Statements

2. The Proposal for Distribution of 2015 Profits and Retained Earnings

Matters to Be Discussed and Election

1. To elect new Directors and Supervisors of the Company (the newly elected Directors including two Independent Directors)

List of Director (including Independent Director) and Supervisor Candidates

(4) Please elect.

2. Release from the non–competition restriction on directors in accordance with Article 209 of the Company Act.

Extempore Motions:

U-MING MARINE TRANSPORT CORPORATION

ARTICLES OF INCORPORATION

June 14, 2012

U-MING AGM Information 2016