Stock Code: 2606

U-MING MARINE TRANSPORT CORP. Handbook for the 2021 Annual Meeting of Shareholders

MEETING TIME: June 10, 2021

PLACE: Taipei Hero House No. 20, Sec. 1, Changsha St., Zhongzheng Dist., Taipei, Taiwan

*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.

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U-MING MARINE TRANSPORT CORP.

2021 Annual Meeting of Shareholders

……………………………………………………… P1 I. Meeting Procedure II. Matters to Be Reported 1. 2020 Business Report …………………………………………………………………. P2 2. 2020 Financial Statements …………………………………………………………….. P6 3. The Audit Committee’ Review Report on 2020 Business and Financial Statements….. P27 4. Distribution of 2020 Remuneration to the Employees and Directors……………..…… P28 III. Matters to Be Ratified 1. The 2020 Business Report and Financial Statements …………………………………. P29 2. The Proposal for Earnings Distribution of 2020 ………………………………………. P30 IV. Matters to Be Discussed 1. The Amendment to the “Regulations Governing the Election of Board Directors”….. P31 V. Extempore Motions ……………………………………………... P34 VI. Rules and Regulations 1. Corporate Charter (Articles of Incorporation) ………………………………………… P35 2. Rules of Procedure for Shareholders’ Meetings ………………………………………. P42 VII. Appendices 1. Current Shareholding of Directors …………………………………... ……………… P46 2. The Impact of Stock dividend Issuance on Business Performance and EPS ………….. P47

U-MING MARINE TRANSPORT CORP. Procedure for the 2021 Annual Meeting of Shareholders

Call the Meeting to Order

Chairman Takes Chair

Chairman Remarks (Management Presentation)

Matters to Be Reported

Matters to Be Ratified

Matters to Be Discussed

Extempore Motions

Adjournment

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Matters to Be Reported:

1. 2020 Business Report

A. Preface

In 2020, the market was highly turbulent due to the impact of the Covid-19 pandemic. In the first half of the year, the Baltic Dry Index (BDI) collapsed to a new low of 393 points on May 14, and the demand for steel, coal and other raw materials fell sharply due to the global economic shutdown. The second half of the year saw the market started to recover thanks to the peak season for North American grain exports and as the governments of various countries began to revitalise their economies and expand domestic demand. The index climbed and stabilised to 2,097 points on October 6, averaging 1,066 points for the year, down 21.21% year-over-year.

Affected by the pandemic in 2020, the economic growth rate of most countries showed negative growth. According to the International Monetary Fund (IMF), only China's gross domestic product (GDP) maintained a modest growth of 1.9%, while other economies, such as India and emerging markets, declined by 10.3% and 3.3% respectively, resulting in a sluggish economy in general. The U.S. - China trade war seems to have taken a breather due to Biden's victory in 2020. However, China - Australia relations have become increasingly tense since the fourth quarter, with China banning imports of at least seven categories of Australian commodities, including coal. Many ships loaded with Australian coal were waiting to enter China's ports but were unable to do so, forcing a large number of crew to be stranded on board. The imbalance of coal supply and demand in mainland China has also caused power rationing and blackout.

In terms of overall shipping demand, Clarksons estimated that global bulk cargo seaborne traffic would be about 5.138 billion tons in 2020, down 2.1% annually. There was a 9% decline in coal shipments but demand for iron ore and grain remained strong. After the second quarter, China's manufacturing and real estate development investment which had gradually slowed down with the impact of COVID-19 started to grow and increased the demand for crude steel. According to the World Steel Association, China's crude steel production reached a record high in 2020 increasing by 5.2% year-on-year to 1.053 billion tons which strongly supported iron ore imports. This combined with China’s low ore inventory gave year-round imports of 1.145 billion tons, up 9% from a year earlier. Grain imports and exports have been relatively unaffected by the pandemic. The seaborne grain trade increased by 6% to 508 million tons. Among these, China's soybean imports continued to grow steadily due to the recovery in hog farming capacity and the total annual soybean imports exceeded one hundred million tons for the first time, an increase of 14% over last year.

Vessel deadweight tons have been growing rapidly since 2015 and continued to grow at a rate of 3.8% in 2020. But along with the international environmental regulatory requirements, such as ballast water systems and the implementation of the low sulfur convention, the demand is growing for younger vessels and old vessels are being phased out. 137 vessels would be recycled in 2020 and with the reduction of orders for new ships, the market capacity is expected to decline in the future. In 2021, the supply and demand should be more balanced which will help to stabilize the freight rates.

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As of December 31, 2020, U-Ming's owned, joint venture and vessels under construction consisted of fifty-one vessels with a total deadweight tonnage of 7,468,900 tons. A total of twenty-six vessels in the company's fleet have been equipped with ballast water treatment systems, achieving an overall completion rate of 70.27%. Seven self-owned vessels were equipped with SOx scrubber system to comply with the low-sulfur convention implemented in 2020.

B. Operating Performance

In 2020, U-Ming's annual consolidated revenue was NT$8,507,364,000 and profit after-tax was NT$878,425,000 with an underlying after-tax earnings per share (EPS) of NT$1.04. The following is a summary of the operating highlights:

(1) Fleet Expansion

The two VLOC bulk carriers "MV Grand Pioneer" and "MV Grand Wisdom", commissioned by Qingdao Beihai Shipyard to be built by U-Ming, were delivered in 2020. They were U-Ming's first two VLOC vessels and represent the beginning of the company's iron ore transportation business from Brazil to China for Vale. The contract period is until 2045, with total revenue of over US$600 million which will help to generate stable cash flow and profit in the long run. The average age of the bulk carrier fleet is about 6.7 years. Combining joint venture fleet, the fleet capacity of U-Ming is 51 vessels with a total capacity of 7,468,900 tons.

(2) Continuous Digital Transformation

U-Ming has partnered with Ericsson, for four years since 2016, to build a global fleet safety management system (FSM) and in 2020, the company set up a new Operations Centre to enable near real-time monitoring of each vessel's key performance indicators. This improves operational transparency and achieves average fuel savings of at least 2% per voyage, saving millions of dollars. U-Ming's has been using digital technology to achieve a greener and safer shipping model and utilising our resources to minimize the impact on the marine ecosystem. The system’s integration will help us to improve operational efficiency and ensure the safety of ship operations.

(3) Aggressive Pursuit of Long-term Contracts

The outbreak of COVID-19 has had an unprecedented impact on the demand for global maritime trade and only prudent business strategies and sound financial structures can minimise the impact of the market downturns. In 2020, U-Ming signed a 10-year long-term contract with Anglo American PLC for the delivery of four LNG bulk carriers in 2023. U-Ming will flexibly allocate a combination of spot and long-term contracts to create stable long-term profits.

(4) Strengthening Corporate Responsibility

U-Ming Shipping's long-term commitment to sustainable management has been recognised both domestically and internationally. This year, the company was awarded the Gold Award in the Transportation Industry in the 2020 Taiwan Corporate Sustainability Awards organized by the Taiwan Sustainable Energy Research Foundation. At the same time, for the fourth consecutive year, the

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company has been included in the FTSE4Good Emerging Markets Index and the FTSE4Good TIP Taiwan ESG Index, both of which are evaluated by FTSE Russell and the Taiwan Stock Exchange. In 2020, U-Ming was selected by Asian Money as the most outstanding shipping company in Taiwan, recognising U-Ming's outstanding achievements in environmental protection, corporate social responsibility and ESG.

C. Business Strategy and Outlook

Looking ahead, the world economy is expected to gradually get back on track as people are inoculated with the new vaccines. According to the International Monetary Fund (IMF), the global economy is expected to grow by 5.5% in 2021. Coupled with the fact that the number of ship orders in the market has reached the lowest point since 2003, the future market demand is expected to exceed the number of ships available, supporting a rebound in the bulk market. With innovative thinking and digitalization, U-Ming will integrate organisational resources, develop smart ships and provide sustainable and diversified services through inter departmental teamwork.

(1) Brand Vision Reconstruction

U-Ming is in a fast-changing bulk market. In recent years, the awareness of environmental protection, safety and digitalization has been on the rise. We have long known that the industry’s environment has been changing. We have been actively repositioning our brand and vision for the last three or four years and are striving to achieve re-engineer the brand through active transformation. Since 2020, an excellent visual identity for the brand has been built, achieving good results. In 2021, we will continue our transformation, focusing on environmental protection and safety, building an integrated team, and a digital communications and operational platform to become a global maritime logistics company.

(2) Long-term Revenue Generation

The global economy has been slowed down by the pandemic and political and economic issues, making operations challenging. In 2021, U-Ming will continue to integrate its strengths and take part in quality, customer logistics projects to expand its global operations and reduce geopolitical risks; at the same time, U-Ming will seek cooperation with qualified business partners and adjust its share of long-term contracts promptly to stabilise long-term fixed income.

(3) Development of Smart Ships

Digital technology has given birth to a new era for the shipping industry. In addition to meeting the requirements of green ships, future ships will also require the integration of ship and shore. We will reduce the differences in information systems available between sea and shore, optimize the best routes for voyages, save time and fuel, save energy and reduce our carbon footprint. In 2021, the Fleet Safety Management System (FSM), a joint project between U-Ming and Ericsson, will be improved to provide more fuel consumption information. In the future, we will also use big data analysis to add more optimisation systems, such as customer relationship analysis so that our customers can experience a better and faster service.

(4) Strengthen Team Cooperation

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U-Ming has a group of experienced shipping professionals. The company plans to use its human capital, inter-departmental cooperation and external market resources to actively expand its charterin business and ship management business in order to maximise the company's return on investment.

(5) Sustainable and Diversified Operation

With increasingly stringent environmental protection policies, the Chinese mainland government's promotion of switching from coal to gas and electric furnaces replacing blast furnaces for steel may affect the demand for coal and iron ore. U-Ming is always evaluating the market and actively exploring new business possibilities for the future, such as the offshore wind power shipping service business, expanding the liquefied natural gas (LNG) shipping business and supplying more diversified services.

U-Ming fulfils its corporate social responsibilities by reducing the impact of ship operations on the marine ecology, providing education and training, strengthening maritime safety, and creating a good career development environment for its employees. The company continues to thrive with an excellent management team and a sound financial base, to create the highest value for all stakeholders and continue to grow healthily.

Chairman: President:

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Vice President, Accounting Division:

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2. 2020 Financial Statements

Consolidated Balance Sheets as at 31 December 2020

Consolidated Statements of Comprehensive Income for the year ended 31 December 2020 Consolidated Statements of Changes in Equity for the year ended 31 December 2020 Consolidated Statements of Cash Flows for the year ended 31 December 2020 Individual Balance Sheets as at 31 December 2020

Individual Statements of Comprehensive Income for the year ended 31 December 2020 Individual Statements of Changes in Equity for the year ended 31 December 2020 Individual Statements of Cash Flows for the year ended 31 December 2020

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)

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at amortized cost Contract assets 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 at fair value through other comprehensive income Financial assets at amortized cost Investments accounted for using the equity method Property, plant and equipment Intangible assets Deferred tax assets Prepayments for equipment Refundable deposits Long-term receivables from related parties 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 Trade payables Other payables Current tax liabilities Current portion of long-term borrowings Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Bank loans Deferred tax liabilities Deferred revenue Net defined benefit liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 18) Common share capital Capital surplus Retained earnings Legal reserve Unappropriated earnings Total retained earnings Other equity Total equity TOTAL		2020 Amount % $ 13,352,688 22 1,630,592 3 6,849,625 11 157,658 - 172,667 - 328,907 1 93,248 - 108,204 - 398,671 1 161,431 - 23,253,691 38 2,283,860 4 593,301 1 3,547,354 6 29,114,345 48 47,038 - 8,101 - 986,457 2 65,197 - 743,143 1 37,388,796 62 $ 60,642,487 100 $ 5,643,000 9 7,396,647 12 307,897 1 149,213 - 811,571 1 47,362 - 3,820,780 6 213,492 1 18,389,962 30 18,648,757 31 172,473 1 112,158 - 143,643 - 19,077,031 32 37,466,993 62 8,450,557 14 115,163 - 6,876,575 11 8,755,996 15 15,632,571 26 (1,022,797) (2) 23,175,494 38 $ 60,642,487 100		2019
				Amount % $ 15,879,242 26 1,941,208 3 7,124,123 12 - - 224,736 - 195,226 - 107,888 - 236,807 1 561,531 1 218,067 - 26,488,828 43 2,544,561 4 192,182 - 2,913,190 5 27,933,249 45 58,799 - 11,703 - 1,265,124 2 125,303 - 726,038 1 35,770,149 57 $ 62,258,977 100 $ 6,500,000 11 3,205,321 5 189,635 - 188,561 - 1,000,195 2 105,919 - 3,387,593 6 200,521 - 14,777,745 24 20,151,636 33 174,185 - 142,330 - 168,522 - 20,636,673 33 35,414,418 57 8,450,557 14 115,152 - 6,693,492 11 9,669,918 15 16,363,410 26 1,915,440 3 26,844,559 43 $ 62,258,977 100

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE Freight revenue Other operating revenue Total operating revenue OPERATING COSTS Freight cost GROSS PROFIT OPERATING EXPENSES PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Other income Finance costs Share of the profit or loss of associates and joint ventures Interest income Dividend income (Loss) gain on disposal of property, plant and equipment Net gain on sale of investments Net (loss) gain on foreign currency exchange Net gain on financial assets and liabilities at fair value through profit or loss Other losses Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE NET PROFIT FOR THE YEAR		2020 Amount % $ 8,225,037 97 282,327 3 8,507,364 100 7,571,809 89 935,555 11 426,212 5 509,343 6 82,676 1 (412,050) (5) 158,040 2 270,797 3 216,512 3 (33) - 23,916 - (94,312) (1) 147,805 2 (69,842) (1) 323,509 4 832,852 10 (45,573) - 878,425 10		2019
				Amount % $ 9,822,632 98 245,282 2 10,067,914 100 8,173,206 81 1,894,708 19 438,981 5 1,455,727 14 14,728 - (619,040) (6) 52,749 1 592,935 6 101,715 1 52,395 - 25,019 - 2,760 - 66,910 1 (6,098) - 284,073 3 1,739,800 17 118,105 1 1,621,695 16 (Continued)

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OTHER COMPREHENSIVE (LOSS) INCOME Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized (loss) gain on investments in equity instruments at fair value through other comprehensive income Share of other comprehensive income of associates accounted for using the equity method Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations Share of other comprehensive loss of associates accounted for using the equity method Other comprehensive (loss) income for the year, net of income tax TOTAL COMPREHENSIVE (LOSS) INCOME FOR THE YEAR EARNINGS PER SHARE Basic Diluted		2020 Amount % $ (2,530) - (933,914) (11) 24,230 1 (1,949,464) (23) (80,035) (1) (2,941,713) (34) $ (2,063,288) (24) $ 1.04 $ 1.04		2019
				Amount % $ 3,587 - 2,109,054 21 24,599 - (981,092) (10) (37,329) - 1,118,819 11 $ 2,740,514 27 $ 1.92 $ 1.92

				$

(Concluded)

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

Common Share Capital Capital Surplus BALANCE AT JANUARY 1, 2019 $ 8,450,557 $ 115,123 Appropriation of 2018 earnings Legal reserve - - Cash dividends distributed by the Company - - Reversal of special reserve - - Changes in capital surplus from investments in associates and joint ventures accounted for using the equity method - 29 Net profit for the year ended December 31, 2019 - - Other comprehensive income (loss) for the year ended December 31, 2019, net of income tax - - Total comprehensive income (loss) for the year ended December 31, 2019 - - Disposal of investments in equity instruments designated as at fair value through other comprehensive income - - Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates - - Changes from investments in associates and joint ventures accounted for using the equity method - - BALANCE AT DECEMBER 31, 2019 8,450,557 115,152 Appropriation of 2019 earnings Legal reserve - - Cash dividends distributed by the Company - - Changes in capital surplus from investments in associates and joint ventures accounted for using the equity method - 14 Net profit for the year ended December 31, 2020 - - Other comprehensive income (loss) for the year ended December 31, 2020, net of income tax - - Total comprehensive income (loss) for the year ended December 31, 2020 - - Cash dividends claimed after over prescription by shareholders - (3 ) Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates - - Changes from investments in associates and joint ventures accounted for using the equity method - - BALANCE AT DECEMBER 31, 2020 $ 8,450,557 $ 115,163		Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 6,526,608 $ 2,000,954 $ 7,526,115 166,884 - (166,884 ) - - (1,521,100 ) - (2,000,954 ) 2,000,954 - - - - - 1,621,695 - - 6,685 - - 1,628,380 - - 203,950 - - (1,078 ) - - (419) 6,693,492 - 9,669,918 183,083 - (183,083 ) - - (1,605,606 ) - - - - - 878,425 - - (3,586) - - 874,839 - - - - - 110 - - (182) $ 6,876,575 $ - $ 8,755,996	Other Equity	Total $ 1,006,178 - - - - - 1,112,134 1,112,134 (203,950 ) 1,078 - 1,915,440 - - - - (2,938,127) (2,938,127) - (110 ) - $ (1,022,797)	Total Equity $ 25,625,535 - (1,521,100 ) - 29 1,621,695 1,118,819 2,740,514 - - (419) 26,844,559 - (1,605,606 ) 14 878,425 (2,941,713) (2,063,288) (3 ) - (182) $ 23,175,494
			Exchange Differences on Translation of the Financial Statements of Unrealized Valuation Gain (Loss) on Financial Assets at Fair Value through Other Gain (Loss) on Foreign Operations Comprehensive Income Hedging Instruments Gain on Property Revaluation $ (1,312,549 ) $ 2,318,592 $ 2 $ 133 - - - - - - - - - - - - - - - - - - - - (1,018,421) 2,130,555 - - (1,018,421) 2,130,555 - - - (203,950 ) - - - 1,078 - - - - - - (2,330,970 ) 4,246,275 2 133 - - - - - - - - - - - - - - - - (2,029,498) (908,640) (1) 12 (2,029,498) (908,640) (1) 12 - - - - - (110 ) - - - - - - $ (4,360,468) $ 3,337,525 $ 1 $ 145

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Amortization expenses Expected credit loss reversed on trade receivables Net gain on financial assets and liabilities at fair value through profit or loss Finance costs Interest income Dividend income Share of the profit of associates and joint ventures Loss (gain) on disposal of property, plant and equipment Net loss (gain) on foreign currency exchange Others Changes in operating assets and liabilities Financial assets mandatorily classified as at fair value through profit or loss Contract assets Trade receivables Other receivables Fuel inventory Other current assets 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 Purchase of financial assets at fair value through other comprehensive income Proceeds from sale of financial assets at fair value through other comprehensive income Purchase of financial assets at amortized cost Acquisition of associates accounted for using the equity method Purchase of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits	2020 $ 832,852 2,363,807 16,224 - (147,778) 412,050 (270,797) (498,866) (158,040) 33 84,143 (23,916) 455,884 52,069 (119,012) (6,161) 162,860 56,656 (39,348) (172,182) 12,971 (27,409) 2,986,040 405,561 498,866 (431,064) (11,114) 3,448,289 (413,326) - (589,727) (599,793) (3,563,048) - 59,731	2019 $ 1,739,800 2,399,876 11,437 (90) (66,910) 619,040 (592,935) (346,997) (52,749) (52,395) (54,393) (25,019) 914,967 (35,384) 134,129 41,993 (151,217) 14,750 83,623 (207,972) (15,448) (26,530) 4,331,576 499,964 346,997 (628,720) (31,434) 4,518,383 (10,000) 284,269 (192,182) (123,648) (1,387,811) 422,251 (17,411) (Continued)

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U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

(Increase) decrease in financing provided - related parties Payments for intangible assets Increase in prepayments for equipment Dividends received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Repayments of short-term borrowings Proceeds from (repayments of) short-term bills payable Proceeds from long-term borrowings Repayments of long-term borrowings Dividends paid to owners of the Company Net cash generated from (used in) financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET DECREASE 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	2020 $ (54,334) - (1,209,534) 24,748 (6,345,283) (857,000) 4,193,935 6,446,225 (7,076,579) (1,605,609) 1,100,972 (730,532) (2,526,554) 15,879,242 $ 13,352,688	2019 $ 57,496 (4,574) (610,951) 74,564 (1,507,997) (115,000) (1,544,000) 7,795,975 (8,048,265) (1,521,100) (3,432,390) (383,670) (805,674) 16,684,916 $ 15,879,242

(Concluded)

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INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders U-Ming Marine Transport Corporation

Opinion

We have audited the accompanying consolidated financial statements of U-Ming Marine Transport Corporation and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies(collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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Stage of Completion of Freight Contracts

The Group’s freight revenue is recognized by reference to the stage of completion of the contract. Because management is required to exercise judgements and to have estimates to a certain extent when measuring and calculating the stage of completion of freight contracts, revenue recognition and expression might be affected by the selection and application of calculation methods; therefore, the determination of the stage of completion of freight contracts was deemed to be a key audit matter. Refer to Note 5 to the consolidated financial statements: critical accounting judgments and key sources of estimation uncertainty for information on the stage of completion of freight contracts.

The main audit procedures that we performed in respect of the key audit matter stated above were as follows:

We understood and tested the design and implementation of the key controls over the recognition of freight revenue.
We obtained relevant documents and understood the determination of the stage of completion of freight contracts, and we confirmed that the calculation method is appropriate and applied consistently.
We verified the management’s calculation of percentage of voyages and freight revenue by collating the information on actual voyages, entering/departing reports, sailing schedule and freight contracts.

Other Matter

We have also audited the parent company only financial statements of U-Ming Marine Transport Corporation as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.

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

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

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

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

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Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Cheng-Ming Lee and Yi-Wen Wang.

Deloitte & Touche Taipei, Taiwan Republic of China

March 9, 2021

Notice to Readers

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

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

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U-MING MARINE TRANSPORT CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents Financial assets at fair value through other comprehensive income - current Contract assets 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 at fair value through other comprehensive income - non-current Investments accounted for using equity method Property, plant and equipment Intangible assets Deferred tax assets Refundable deposits Other non-current assets Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings Short-term bills payable Trade payables Other payables Current tax liabilities Current portion of long-term borrowings Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Bank loans Deferred tax liabilities Net defined benefit liabilities - non-current Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY Common share capital Capital surplus Retained earnings Legal reserve Unappropriated earnings Total retained earnings Other equity Total equity TOTAL		2020 Amount % $ 43,796 - 1,881,236 4 - - 9,269 - 70,615 - 36,705 - 21,539 - 25,680 - 2,088,840 4 924,293 2 45,621,622 92 846,584 2 43,742 - 8,101 - 49,757 - 43,406 - 47,537,505 96 $49,626,345 100 $ 5,515,000 11 7,266,679 15 34,152 - 321,319 1 46,524 - 1,149,684 2 16,112 - 14,349,470 29 11,811,000 24 172,473 - 117,908 - 12,101,381 24 26,450,851 53 8,450,557 17 115,163 - 6,876,575 14 8,755,996 18 15,632,571 32 (1,022,797) (2) 23,175,494 47 $ 49,626,345 100		2019
				Amount % $ 45,064 - 1,984,687 4 4,562 - 7,890 - 63,349 - 37,524 - 28,669 - 53,371 - 2,225,116 4 1,267,653 3 47,352,099 91 839,966 2 56,274 - 11,703 - 58,487 - 8,780 - 49,594,962 96 $51,820,078 100 $ 6,500,000 13 3,199,322 6 27,657 - 398,372 1 105,252 - 1,035,000 2 15,538 - 11,281,141 22 13,396,648 26 174,185 - 123,545 - 13,694,378 26 24,975,519 48 8,450,557 16 115,152 - 6,693,492 13 9,669,918 19 16,363,410 32 1,915,440 4 26,844,559 52 $ 51,820,078 100

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U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE OPERATING COSTS GROSS PROFIT OPERATING EXPENSES LOSS FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Other income Financial costs Share of the profit or loss of subsidiaries, associates and joint ventures Interest income Dividend income Loss on disposal of property, plant and equipment Net gain (loss) on foreign currency exchange Valuation gain on financial assets and liabilities at fair value through profit or loss, net Other losses Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE NET PROFIT FOR THE YEAR		2020 Amount % $ 1,039,426 100 839,354 81 200,072 19 283,668 27 (83,596) (8) 98,795 10 (239,773) (23) 895,702 86 3,667 - 213,655 21 (33) - 2,242 - - - (68,460) (7) 905,795 87 822,199 79 (56,226) (6) 878,425 85		2019
				Amount % $ 1,062,972 100 927,313 87 135,659 13 301,864 29 (166,205) (16) 42,718 4 (272,034) (25) 2,023,359 190 668 - 97,117 9 - - (6,354) (1) 9,696 1 (5,114) - 1,890,056 178 1,723,851 162 102,156 9 1,621,695 153 (Continued)

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U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

2020	2019
Amount $ (12,376) (446,811) (453,027) (1,946,411) (83,088) (2,941,713) $(2,063,288) $ 1.04 $ 1.04	Amount $ (2,303) 615,462 1,524,081 (981,569) (36,852) 1,118,819 $ 2,740,514 $ 1.92 $ 1.92	% - 58 143 (92) (4) 105 258

	$

(Concluded)

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U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

	Retained Earnings			Other Equity
		Exchange Differences on Translating the Financial Statements of Foreign Operations (1,312,549 ) - - - - - (1,018,421) (1,018,421) - - - (2,330,970 ) - - - - (2,029,498) (2,029,498) - - - $ (4,360,468) $	Unrealized Valuation Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income 2,318,592 - - - - - 2,130,555 2,130,555 (203,950 ) 1,078 - 4,246,275 - - - - (908,640) (908,640) - (110) - $ 3,337,525 $	Gain (Loss) on Hedging Instruments 2 - - - - - - - - - - 2 - - - - (1) (1) - - - $ 1 $	Gain on Property Revaluation 133 - - - - - - - - - - 133 - - - - 12 12 - - - $ 145 $	Total 1,006,178 - - - - - 1,112,134 1,112,134 (203,950 ) 1,078 - 1,915,440 - - - - (2,938,127) (2,938,127) - (110) - $ (1,022,797) $
Legal Reserve 6,526,608 166,884 - - - - - - - - - 6,693,492 183,083 - - - - - - - - $ 6,876,575 $	Special Reserve 2,000,954 - - (2,000,954 ) - - - - - - - - - - - - - - - - - $ - $

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U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Amortization expenses Net gain on financial assets and liabilities at fair value through profit or loss Finance costs Interest income Dividend income Share of the profit of subsidiaries, associates and joint ventures Loss on disposal of property, plant and equipment Net loss on foreign currency exchange Changes in operating assets and liabilities Financial assets mandatorily classified as at fair value through profit or loss Contract assets Trade receivables Other receivables Fuel inventory Other current assets 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 (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment Decrease (increase) in refundable deposits Payment for intangible assets Increase in prepayment for equipment Dividends received from associates accounted for using the equity method Net cash (used in) generated from investing activities	2020 $ 822,199 157,935 15,559 - 239,773 (3,667) (213,655) (895,702) 33 1,030 - 4,562 (8,645) 519 7,130 27,691 6,495 (74,123) 574 (18,013) 69,695 3,967 213,655 (245,310) (612) 41,395 (88,165) 8,730 - (114,074) 143,485 (50,024)	2019 $ 1,723,851 129,682 10,786 (9,696) 272,034 (668) (97,117) (2,023,359) - 11,896 4,112 1,078 13,540 37,479 (3,976) 2,340 3,454 46,349 (5,033) (25,382) 91,370 354 97,117 (268,192) (15,099) (94,450) (92,079) (14,830) (1,319) (36,283) 3,297,226 3,152,715

(Continued)

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U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM FINANCING ACTIVITIES Repayments of short-term borrowings (Repayments of) proceeds from short-term bills payable Proceeds from long-term borrowings Repayments of long-term borrowings Decrease in other payables from related parties Dividends paid Net cash generated from (used in) 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	2020 $ (985,000) 4,070,000 3,237,500 (4,708,500) - (1,605,609) 8,391 (1,030) (1,268) 45,064 $ 43,796	2019 $ (115,000) (1,550,000) 7,209,000 (5,194,000) (1,854,720) (1,521,100) (3,025,820) (76) 32,369 12,695 $ 45,064

(Concluded)

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INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders U-Ming Marine Transport Corporation

Opinion

We have audited the accompanying parent company only financial statements of U-Ming Marine Transport Corporation (collectively referred to as the “Company”), which comprise the parent company only balance sheets as of December 31, 2020 and 2019, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies(collectively referred to as the “parent company only financial statements”).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2020 and 2019, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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Stage of Completion of Freight Contracts

The Company’s freight revenue is recognized by reference to the stage of completion of the contract. Because management is required to exercise judgements and to have estimates to a certain extent when measuring and calculating the stage of completion of freight contracts, revenue recognition and expression might be affected by the selection and application of calculation methods; therefore, the determination of the stage of completion of freight contracts was deemed to be a key audit matter. Refer to Note 5 to the parent company only financial statements: critical accounting judgments and key sources of estimation uncertainty for information on the stage of completion of freight contracts.

The main audit procedures that we performed in respect of the key audit matter stated above were as follows:

We understood and tested the design and implementation of the key controls over the recognition of freight revenue.
We obtained relevant documents and understood the determination of the stage of completion of freight contracts, and we confirmed that the calculation method is appropriate and applied consistently.
We verified the management’s calculation of percentage of voyages and freight revenue by collating the information on actual voyages, entering/departing reports, sailing schedule and freight contracts.

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

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

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

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

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

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

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Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the company audit. We remain solely responsible for our audit opinion.

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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Cheng-Ming Lee and Yi-Wen Wang.

Deloitte & Touche Taipei, Taiwan Republic of China

March 9, 2021

Notice to Readers

The translation version is intended for reference only. If any inconsistency between the Chinese and English versions, the Chinese version shall govern.

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3. Audit Committee’ Review Report on 2020 Business and Financial Statements

The Board of Directors have prepared and submitted to us the Company's 2020 Business Reports, the Financial Statements and the Proposal for Earnings Distribution of 2020 with approval and the Financial Statements have also been audited by the CPAs Cheng-Ming Lee and Yi-Wen Wong 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 2021 Shareholders’ Meeting of U-Ming Marine Transport Corp.

Audit Committee Convener: CHU, Shao-Hua

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4. Distribution of 2020 Remuneration to the Employees and Directors

Explanation:

(1) In accordance with Article 26 of the “Articles of Incorporation”.
(2) According to the Statements of Comprehensive Income for the year ended 31 December 2020, before income tax is NT$ 838,979,362. Propose allocate one percent, which is NT$ 8,389,794, as the remuneration of employees. And one percent, which is NT$ 8,389,794, as the remuneration of directors. The aforesaid items will be paid in cash.
(3) This proposal by the 4th meeting of the forth-term Compensation Committee has been approved by the 8th meeting of the eighteenth-term Board of Directors on March 9, 2021.
(4) The proposal is hereby presented for referendum.

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Matters to Be Ratified:

1. The 2020 Business Report and Financial Statements

Explanation:

(1) The audit committee’s review report is hereby issued after reviewing the 2020 financial statements (including the business report and the independent auditor’s report issued by CPA Cheng-Ming Lee and CPA Yi-Wen Wong of Deloitte & Touche; please refer to Page 2~26) without any nonconformity identified.
(2) Please approve

Resolution:

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2. The Proposal for Earnings Distribution of 2020

Explanation:

(1) Please refer to the 2020 Earnings Distribution proposed in accordance with Article 27 of the Company’s Articles of Incorporation as follows:

	NT$
Unappropriated retained earnings of previous year	7,881,230,152
Less: Investment adjusted retained earnings by using
equity method	(181,965)
Add: 2020 actuarial gain & losses appropriated retained
earnings	(3,586,318)
Add: Proceeds from sale of financial assets at fair value
through other comprehensive income	109,660
Adjusted unappropriated retained earnings	7,877,571,529
Add: 2020 net income	878,425,347
Less: 10% legal reserve appropriated	(87,476,672)
Less: 2020 reversal of special reserve	(1,022,797,330)
Earnings available for distribution	7,645,722,874
Less: 2020 earning distribution
(cash dividend NT$1.2 per share)	(1,014,066,854)
Unappropriated retained earnings	6,631,656,020

(2) 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 2021 annual shareholders’ meeting. Upon the approval of the annual shareholders’ meeting, it is proposed that the Board be authorized to adjust the amount per share based on the actual shares outstanding number on the record date of ex-cash dividend for the legal reserve distribution by cash if there is an amendment of the number of shares outstanding before the date.
(3) Please approve.

Resolution:

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Matters to Be Discussed

1. To approve the amendment to the “Regulations Governing the Election of Board Directors”.

Explanation:

(1) The amendment is according to the “Sample Template for XXX Co., Ltd. Procedures for Election of Directors” which is announced by the official letter issued by the Taiwan Stock Exchange Corp. (Letter No. TSG 1090009468), and for complying with the actual operation of the company. Please refer to the attached Amendments Table for amended articles.
(2) This proposal has been approved by the 8th meeting of the eighteenth-term Board of Directors on March 9, 2021.
(3) The proposal is hereby presented for referendum.

Resolutions:

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Amendments Table of “Regulations Governing the Election of Board Directors”

No.		After amendment		Before amendment
Article 3		The Company’s directors are elected as independent directors and non- independent directors 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 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.		The Company’sindependent directors and non-independent directorsare elected as independent directors and non-independent directors 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 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.
Article 6		If candidates are natural persons, voters shall enter the person’s name on the ballot. If candidates are government or corporate shareholders, voters shall enter the name of the government or corporation. If candidates are representatives of government or corporate shareholders, voters shall enter the name of the government or corporation and its representative(s).		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.
Article 7	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		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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No.		After amendment	Before amendment
	(3) (4) (5) (6) (7)	Blank ballots not filled out by voters Other words or marks are entered	(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
		in addition to the candidates and the number of voting rights allotted. Illegible writing which cannot be deciphered The candidate whose name is entered in the ballot does not conform to the director candidate list. The candidate’s the total number of voting rights allotted on the voting ballot exceeds the number of voting rights held by it.

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Extempore Motions:

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U-Ming Marine Transport Corporation

Articles of Incorporation

Amended and approved by the Shareholders’ Meeting on June 9, 2020

Section I - General Provisions

Article 1 The Corporation shall be incorporated as a company limited by shares under the Company Law of the Republic of China, and its name in English shall be U-Ming Marine Transport Corporation.
Article 2 The scope of business of the Corporation shall be as follows:
(1) Marine transportation.
(2) Sale and purchase of vessels.
(3) G401011 Shipping agency.
(4) ZZ99999 Apart from business requiring permission, the Corporation can operate business that is not prohibited or restricted by laws and regulations.
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 shareholder 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 (40) per cent 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 1,050,000,000 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 shareholders’ 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 shareholders’ 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 – Shareholders’ Meetings

Article 10 Shareholders’ 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 in accordance with relevant laws and regulations.
Article 11 Convention of shareholders’ regular meeting shall be notified to various shareholders in writing 30 days in advance. Convention of shareholders shall be notified to various shareholders in writing 15 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 shareholders’ meeting may proceed with its conference if attended by shareholders representing more than one half of the total outstanding shares of the Corporation. Resolutions shall be made by a majority vote of the shareholders present at the meeting.
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.
Shareholder shall present power of attorney to assign representative to attend the shareholders’ 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 exceeding portion shall not be counted.

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

Article 14 During shareholders’ meeting, unless otherwise provided in the Company Law or this Articles of Incorporation, the meeting shall be processed based on the “Rules of Procedure for Shareholders’ Meetings” of the Corporation.
Article 15 The resolutions of the shareholders’ meeting shall be recorded in the minutes, which shall specify the date, place of meeting, number of shareholders 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 shareholders’ attendance book (card) and proxies, shall be kept in the Corporation based on Law.

Section IV - Directors and Managers

Article 16 The Company has 9~13 directors who are competent shareholders elected in the shareholders’ meeting. The total order shares of the Company held by all directors are to be processed in accordance with the “Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies.”
The number of directors referred to above shall include at least three independent directors. Directors are elected among the shareholders by nomination system in accordance with Article 192-1 of the Company Act. Votes casted for the election of independent directors and nonindependent directors are counted and elected separately.
Article 16-1 Pursuant to Article 14-4 of the Securities and Exchange Act, the Company will establish an Audit Committee. The Audit Committee shall make up of the entire number of independent directors, and it is responsible of executing powers relegated to Supervisors by the Company Act, Securities and Exchange Act and other laws and regulations.
The organizing members, exercise of powers and other matters to be abided by the Audit Committee shall follow related laws, regulations or rules or regulation of the Company. The organization regulations of the Audit Committee shall be adopted by the Board of Director.
Article 17 The term of office for Directors shall be three years and they shall be re-appointed if being reelected.
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

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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.

Article 20 (Delete)
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.
Article 22 The Corporation shall have one President and various certain numbers 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.
Article 23-1 The company shall obtain directors and officers liability insurance with respect to liabilities resulting from exercising their duties during their terms of office.

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 be submitted by the Board of Directors to the regular shareholders’ 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.

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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. But if the Corporation still has had losses of the 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.

Article 27 If the Corporation has a profit at the end of a fiscal year, the Corporation shall make up losses of previous year after paying business income taxes based on Law and, if there is any remaining profit, the Corporation shall add the items beyond the earnings of current period to earnings of current period as undistributed earnings for current period, and set aside 10% 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 shareholders bonus for the new shares for the same year shall be decided by the shareholders’ meeting.

Dividends distributed to shareholders 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, distributing under 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, when distributing shareholders’ dividend, which is not less than 50% of the final surplus of after-tax profit in same year to withhold accumulated losses, legal reserve and special reserve, the cash dividend shall not be lower than 10% of shareholders bonus of that year.

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.

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Article 29 The Articles of Incorporation of the Corporation was stipulated on June 22, 1968 and after resolution was obtained in the shareholders’ 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 shareholders’ meeting.

The 1[st] revision was on August 16, 1968. The 2[nd] revision was on March 21, 1969. The 3[rd] revision was on May 30, 1969. The 4[th] revision was on October 20, 1970. The 5[th] revision was on April 26, 1971. The 6[th] revision was on August 4, 1971. The 7[th] revision was on February 20, 1974. The 8[th] revision was on April 29, 1974. The 9[th] revision was on May 30, 1975. The 10[th] revision was on April 30, 1976. The 11[th] revision was on April 29, 1977. The 12[th] revision was on May 15, 1978. The 13[th] revision was on December 22, 1978. The 14[th] revision was on May 29, 1980. The 15[th] revision was on April 25, 1981. The 16[th] revision was on May 27, 1981. The 17[th] revision was on May 27, 1983. The 18[th] revision was on May 18, 1984. The 19[th] revision was on September 17, 1984. The 20[th] revision was on January 16, 1985. The 21[st] revision was on March 27, 1987. The 22[nd] revision was on June 15, 1987. The 23[rd] revision was on December 21, 1987 The 24[th] revision was on February 26, 1988. The 25[th] revision was on August 19, 1988. The 26[th] revision was on May 12, 1989. The 27[th] revision was on April 18, 1990. The 28[th] revision was on May 15, 1991. The 29[th] revision was on May 15, 1992 The 30[th] revision was on May 29, 1993. The 31[st] revision was on August 14, 1993. The 32[nd] revision was on May 18, 1994. The 33[rd] revision was on May 25, 1995.

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The 34[th] revision was on May 15, 1996. The 35[th] revision was on May 15, 1998. The 36[th] revision was on May 17, 1999. The 37[th] revision was on May 5, 2000. The 38[th] revision was on April 27, 2001. The 39[th] revision was on May 30, 2002. The 40[th] revision was on June 8, 2005. The 41[st] revision was on May 23, 2006. The 42[nd] revision was on June 3, 2010. The 43[rd] revision was on June 8, 2011. The 44[th] revision was on June 14, 2012. The 45[th] revision was on June 10, 2015. The 46[th] revision was on June 8, 2016. The 47[th] revision was on June 6, 2018. The 48[th] revision was in June 13, 2019. The 49[th] revision was in June 9th 2020.

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U-Ming Marine Transport Corporation Rules of Procedure for

Shareholders’ Meetings

Amended and approved by the Shareholders’ Meeting on June 9, 2020

Article 1 The shareholders’ meeting of the Company shall be held according to the rules herein.

Article 2 The location for shareholders’ meeting shall be the Company’s place of business or a place convenient for attendance by shareholders (or by proxies) that is suitable to holding of this meeting. The meeting shall be held between 9:00AM and 3:00PM. The shareholders (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 shareholders’ meeting.

The personnel in charge of handling the affairs of the meeting shall wear identification badge or armband.

For a shareholders’ meeting convened by the Board of Directors, the Chairperson of the Board of Directors shall preside at the meeting. If the Chairperson of the Board of Directors is on leave or unable to exert the rights, the Vice-Chairperson of the Board of Directors shall preside instead; if the position of Vice-Chairperson is vacant or the ViceChairperson is on leave or unable to exert the rights, the Chairperson of the Board of Directors shall designate a director to preside at the meeting. If no director is so designated, the Chairperson of the meeting shall be elected by the Board of Directors among themselves. For a shareholders’ meeting convened by any other person having the convening right, he/she shall act as the Chairperson of that meeting; if there are two or more persons having the convening right, the Chairperson of the meeting shall be elected 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 shareholders (or proxies) represent more than half of the total shares issued in public. The Chairperson may announce postponement of the 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 shareholders (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

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tentative resolutions, the Chairperson may put the tentative resolutions for re-voting over the meeting if and when the shares represented by the attending shareholders (or proxies) reached the legal quorum.

Article 4 If the shareholders’ meeting is convened by the Board of Directors, the agenda shall be 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 shareholders’ 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 shareholders to continue the meeting.

When the meeting is adjourned by resolution, the shareholders shall not elect another Chairperson to continue the meeting at the same location or another venue.
Article 5 The shareholders (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 shareholder (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 shareholders (or proxies) to amend, substitute or to initiate extemporary motions with respect to the original proposal shall be seconded by other shareholders (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 shareholders (or proxies) from speaking if that shareholders (or proxies) speak overtime, speak beyond the allowed frequency or content of the speech is beyond the scope of the proposal. When a shareholder (or proxy) is speaking, other shareholder (or proxy) shall not interrupt without consent of the Chairperson and the speaking shareholder (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

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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 shareholder, only one representative shall be appointed to attend the meeting. If more than two representatives were appointed to attend the meeting, only one representative is allowed to speak.

Article 9 After speaking by the attending shareholder (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 or 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. The person responsible for vote overseeing shall be of the shareholder 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 shareholders (or proxies) attending the meeting.

Proposals shall be resolved by balloting. The Chairperson may refer the proposals to balloting one-by-one, or balloting of all proposals (including election) in aggregate at one time and count the votes cast separately on each proposal.

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 Chairperson may announce for a halt of the meeting in the event of force majeure during the session, and may announce for the time of continuing the meeting depending on the circumstances.

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.

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Article 15 The shareholders (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 shareholders’ 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 shareholders’ meeting, the same apply for any amendments.

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Appendices

1. Current Shareholding of Directors

Book closure date: April 12, 2021

Position	Name of persons or companies	Representatives appointed	Number of shares	Ratio (%)
Chairman	Hsu, Shu-Tong	---	992,133	0.12%
Director	Chee Chen Tung	---	---	---
	Hsu, Shu-Ping	---	83,595	0.01%
	Asia Cement Corp.	Chang, Tsai-Hsiung	331,701,152	39.25%
		Lee, Kun-Yen	331,701,152	39.25%
		Douglas Jefferson Hsu	331,701,152	39.25%
	Yue Ding Industry Co., Ltd.	Ong Choo Kiat	93,000	0.01%
	Yuan Ding Investment Corp.	Lee, Kuan-Chun	8,869,000	1.05%
Independent Director	Pan, Wen-Yen	---	---	---
	Chu, Shao-Hua	---	---	---
	Liu, Chorng-Jian	---	---	---
	Shareholding of all directors		341,738,880	40.44%
The minimum required combined shareholding of all directors by law			33,802,228	4.00%

Note:

The total issued and outstanding shares on the book closure date: 845,055,712 shares.
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 are qualified.

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2. Effects on Business Performance and EPS Resulting From Stock Dividend Distribution

Unit: NT$

			Unit: NT$
Year Item			2021
Paid-in Capital (beginning of the year)			8,450,557,120
Stock & Cash Dividend Distribution	CashDividend(NT$/per share)		1.2
	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 & Capital Surplus Distributed in Cash Dividend rather than Stock Dividend	Pro Forma Earnings Per Share
		Pro Forma Average Yearly Return on Investment

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AI assistant

U-MING — AGM Information 2021

52160_rns_2021-07-22_5492630d-ed80-47e6-a0d7-39c48aa60d57.pdf

U-MING MARINE TRANSPORT CORP. Handbook for the 2021 Annual Meeting of Shareholders

U-MING MARINE TRANSPORT CORP.

2021 Annual Meeting of Shareholders

Table of Contents

Matters to Be Reported:

1. 2020 Business Report

A. Preface

B. Operating Performance

(1) Fleet Expansion

(2) Continuous Digital Transformation

(3) Aggressive Pursuit of Long-term Contracts

(4) Strengthening Corporate Responsibility

C. Business Strategy and Outlook

(1) Brand Vision Reconstruction

(2) Long-term Revenue Generation

(3) Development of Smart Ships

(5) Sustainable and Diversified Operation

2. 2020 Financial Statements

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Stage of Completion of Freight Contracts

Other Matter

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

U-MING MARINE TRANSPORT CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

U-MING MARINE TRANSPORT CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Stage of Completion of Freight Contracts

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

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

Notice to Readers

3. Audit Committee’ Review Report on 2020 Business and Financial Statements

4. Distribution of 2020 Remuneration to the Employees and Directors

Matters to Be Ratified:

1. The 2020 Business Report and Financial Statements

2. The Proposal for Earnings Distribution of 2020

Matters to Be Discussed

1. To approve the amendment to the “Regulations Governing the Election of Board Directors”.

Amendments Table of “Regulations Governing the Election of Board Directors”

Extempore Motions:

U-Ming Marine Transport Corporation

Articles of Incorporation

Section I - General Provisions

Section II - Capital Stock

Section III – Shareholders’ Meetings

Section IV - Directors and Managers

Section V - Financial Reports

Section VI - Supplementary Provisions

U-Ming Marine Transport Corporation Rules of Procedure for

Shareholders’ Meetings

U-MING AGM Information 2021