U-MING — AGM Information 2019

Jun 27, 2019

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U-MING MARINE TRANSPORT CORP.

29[th] Fl., Taipei Metro Tower, No. 207, Tun Hwa S. Rd., Sec. 2, Taipei 106, Taiwan, R.O.C. TEL: (886) 2 2733 8000 FAX: (886) 2 2735 9900 Website: www.uming.com.tw

Meeting Notice for the 2019 Annual Meeting of Shareholders

(Summary Translation)

• I. Date: 9:00 a.m., June 13, 2019

II. Venue: Taipei Hero House’s Auditorium (No. 20, Sec. 1, Changsha St., Zhongzheng Dist., Taipei, Taiwan)

III. Meeting Agenda:

1. Matters to be reported:

2. (1) 2018 Business Report

3. (2) 2018 Financial Statements

4. (3) Supervisors’ Review Report on 2018 Business and Financial Statements

5. (4) Distribution of 2018 Remuneration to the Employees, Directors and Supervisors

6. (5) The amendments to “Ethical Corporate Management Best Practice Principles” and “Code of Ethical Conduct” of the Company

7. Matters to be ratified:

8. (1) The 20178Business Report and Financial Statements

9. (2) The Proposal for Earnings Distribution of 2018

10. Matters to be discussed and elected:

11. (1) The Amendment to the Company Corporate Charter (Articles of Incorporation)

12. (2) The Amendment to the “Regulations Governing the Election of Board Directors and Supervisors” of the Company

13. (3) The Amendment to the “Procedures Governing the Acquisition or Disposal of Assets” of the Company

14. (4) The Amendment to the “Procedures Governing Loans of Funds to Others” and the “Procedures Governing Endorsements/Guarantees” of the Company

15. (5) The Election of Directors (including Independent Directors) of the Company (*Please refer to the attachment for the candidate list.)

16. (6) The Approval of the Release of the Relevant Directors from the Non‐competition Restriction under Article 209 of the Company Act

17. Extempore Motion

IV. The proposal for distribution by cash from legal reserve which has been approved by the Board of Directors is outlined as follows:

1. Cash dividends to common shareholders: NT $1.8 per share

2. Stock dividends to common shareholders: Nil

3. The Chairman is authorized to fix the record date of ex‐cash dividend after the approval by the 2019 Shareholders’ Meeting.

V. Shareholders may exercise their voting rights through the STOCKVOTE platform of Taiwan Depository & Clearing Corporation at http://www.stockvote.com.tw during the period from May 14, 2019 to June 10, 2019.

VI. For any shareholder who does not receive the meeting notice, please go to Market Observation Post System (M.O.P.S) at http://mops.twse.com.tw/mops/web/index or company website at http://www.uming.com.tw to obtain the information of this notice.

*ATTACHMENT

List of The 18[th] Term Director (including Independent Director) Candidates

No	Type	Candidate	Education	Major Experiences	Current position	No. of shares held	Name of Institutional Shareholders
1	Director	Hsu, Shu-Tong	Master, University of Notre Dame, USA	Chairman, Far Eastern New Century Corp. Chairman, Far EasTone Telecommunications Co., Ltd. Chairman, Asia Cement Corp.	Chairman, Far Eastern Department Stores Ltd. Chairman, Oriental Union Chemical Corp.	992,133	N/A
2	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 Ltd.	Chairman, Island Navigation Corporation International Ltd.	0	N/A
3	Director	Hsu, Shu-Ping	Master in Operation Research, Stanford University, USA	Vice President, Ding & Ding Management Consults Co., Ltd.	Vice Chairman, Far Eastern New Century Corp. President, Ding & Ding Management Consults Co.,Ltd.	83,595	N/A
4	Director	Chang , Tsai- Hsiung	Mechanical Technology Section, National Central Industrial College	CEO, Asia Cement (China) Holdings Corp. President,Asia Cement	Occupational Executive Director, Asia Cement Corp.	331,701,152	Asia Cement Corp.

No	Type	Candidate	Education	Major Experiences	Current position	No. of shares held	Name of Institutional Shareholders
			(Chongqing)	Corp.
5	Director	Lee, Kun-Yen	Yi-Lan Sanxing Elementary School	 Director, Tamkang University  Supervisor, Far Eastern New Century Corp.  Chairman, Ya Tung Ready-Mixed Concrete Corp.	 Director, Asia Cement Corp.  President, Asia Cement Corp.	331,701,152	Asia Cement Corp.
6	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 Telecommunications Co., Ltd.  Executive Vice President, U-Ming Marine Transport Corp.	331,701,152	Asia Cement Corp.
7	Director	Ong Choo Kiat	Bachelor of Industrial and Business Management, Nanyang University, Republic of Singapore	 Supervisor, Far EasTone Telecommunications Co., Ltd.	 Director, Global Energy Marine Transport Corp.  Director, The Steamship Mutual Underwriting	93,000	Yue Ding Industry Co., Ltd.

No	Type	Candidate	Education	Major Experiences	Current position	No. of shares held	Name of Institutional Shareholders
					Association  President, U-Ming Marine Transport Corp.
8	Director	Lee, Kuan-Chun	Master in Business Administration, Texas A&I University, USA	 Supervisor, Far Eastern New Century Corp.	 Director, Far Eastern New Century Corp.  Director, Far EasTone Telecommunications Co., Ltd.  Director, Asia Cement Corp.	8,869,000	Yuan Ding Investment Corp.
9	Independent Director	Pan, Wen-Yen	Ph.D. in Chemical Engineering, University of Wyoming, USA	 Chairman, CPC Corp., Taiwan  Chairman, Gintech EnergyCorp.	 Chairman, CTCI Foundation	0	N/A
10	Independent Director	Chu, Shao-Hua	M.S., Chemical Engineering and Petroleum Refining, Colorado School of Mines, USA	 Chairman, CPC Corp., Taiwan  Chairman, Chinese Petroleum Institute (Taiwan)	 Chairman and President, Powertec Energy Corp.  Executive Director, Taiwan Institute of Chemical Engineers  Supervisor, Taiwan Green Productivity Foundation	0	N/A
11	Independent Director	Liu, Chorng-Jian	Ph.D. in Socio-economic Planning,Universityof	 Commissioner, National Communications	 Professor, Department of Economics,National	0	N/A

No	Type	Candidate	Education	Major Experiences	Current position	No. of shares held	Name of Institutional Shareholders
			Tsukuba, Japan	Commission  Secretary General, Taiwan Telecommunication Industry Development Association  Consultant, Industrial Economics and Knowledge Center, Industrial Technology Research Institute	Taipei University