U-MING — AGM Information 2024

Jun 6, 2024

Stock Code: 2606

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U-MING MARINE TRANSPORT CORP.

Description of the Proposals of the 2024 Annual Meeting of Shareholders

*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.

Matters to Be Ratified:

1. The 2023 Business Report and Financial Statements

Explanation:

• (1) The audit committee’s review report is hereby issued after reviewing the 2023 financial statements (including the business report and the independent auditor’s report issued by CPA Wen-Ching Lin and CPA Xin-Wei Tai of Deloitte & Touche; please refer to Page 2~27 of the Handbook) without any nonconformity identified.

• (2) Please approve

2. The Proposal for Earnings Distribution of 2023

Explanation:

• (1) Please refer to the 2023 Earnings Distribution proposed in accordance with Article 27 of the Company’s Articles of Incorporation as follows:

	NT$
Unappropriated retained earnings of previous year	10,981,146,907
Less: Investment adjusted retained earnings by using equity
method	( 12,628 )
Less: Re-evaluation of defined benefit plans recognized as
retained earnings	( 9,232,155 )
Add: Disposal of investments in equity instruments designated
as at fair value through other comprehensive income by
associates	7,556,110
Adjusted unappropriated retained earnings	10,979,458,234
Add: 2023 net income	2,738,914,605
Less: 10% legal reserve appropriated	( 273,722,593 )
Earnings available for distribution	13,444,650,246
Less: 2023 earning distribution
(cash dividend NT$2.4 per share)	( 2,028,133,709 )
Unappropriated retained earnings	11,416,516,537

• (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 2024 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.