Chailease : General Meeting

Taiwan Stock Code: 5871

Chailease Holding Company Limited

Notice

Resolutions of the 2024 Annual General Meeting

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Chailease Holding Company Limited was held at 2F, 399 Rueiguang Rd., Neihu District, Taipei on May 22, 2024, where the following resolutions have been passed. For more information, please visit the Company's website at https://www.chaileaseholding.com/en/InvestorRelations/Shareholder.

1. Matters to Report

Report No. 1

2023 Business Reports.

Report No. 2

Audit Committee's Review Report.

Report No. 3

To report the Distribution of Employees' and Directors' compensation of the year 2023.

B. Matters for Adoption

Proposal 1: To accept 2023 Business Report and Financial Statements.

(Proposed by the Board of directors)

Explanation:

1. Chailease Holding Company Limited's Financial Statements, including the balance sheet, income statement, statement of changes in shareholders' equity, and statement of cash flows, were audited by independent auditors, Ms. Shu-Min Hsu and Mr. Tsao-JenWu the partners of KPMG, Taipei. Also the Financial Statements have been approved by the Board and examined by the Audit Committee of Chailease Holding Company Limited.
2. The 2023 Business Report, independent auditors' audit report, and the above-mentioned Financial Statements are attached in this Handbook, Attachment 1 and Attachment 3.

1

Voting Results:

1,289,267,927 shares were represented at the time of voting；1,208,715,324 shares voted for the proposal ,representing 93.75% of the total represented shares present；835,300 shares voted against the proposal, representing 0.06% of the total represented shares present；0 votes were invalidly cast, representing 0% of the total represented shares present；79,717,303 votes were abstained, representing 6.18% of the total represented shares present。

RESOLVED, that the above proposal be and hereby was approved as proposed.

Proposal 2: To approve the Proposal for Distribution of 2023 Profits.

(Proposed by the Board of directors)

Explanation:

1. The Company's operating result of the year 2023 generated a net profit of NT$25,033,636 thousand. The Company proposes the profit distribution of 2023 as follows:
2. 1. To set aside the special reserve of NT$1,764,022,253 in accordance with the Article 41 of the Securities and Exchange Act.
   2. To pay a cash dividend on Preferred Shares A totaling NT$570,000,000.
   3. To pay a cash dividend per common share of NT$6.5 totalling NT$10,494,720,834.
   4. To pay a stock dividend per common share of NT$0.2 totalling NT$322,914,480 by issuing 32,291,448 new common shares.
   5. Cash payment shall be rounded to one NTD (amounts less than one NTD shall be ignored).
   6. The Distribution and Appropriation of retained earnings for the year 2023 is attached in this Handbook, Attachment 4.
3. If the number of total shares outstanding changed, such that the dividends ratio per share should be adjusted, the Chairman of the Board of Directors is authorized to adjust the ratio and deal with relative matters.
4. After the proposal has been discussed and approved the shareholders' meeting, the Board of
   Directors is authorized to set the record date for distributing the cash dividend and stock dividend and handling other relevant distribution matters.

Voting Results:

1,289,267,927 shares were represented at the time of voting；1,209,664,636 shares voted for the proposal ,representing 93.82% of the total represented shares present；782,150 shares voted against the proposal, representing 0.06% of the total represented shares present；0 votes were invalidly cast, representing 0% of the total represented shares present；78,821,141 votes were abstained, representing 6.11% of the total represented shares present。

RESOLVED, that the above proposal be and hereby was approved as proposed.

C. Matters for Discussion

Proposal 1: Issuance of new shares via capitalization of retained earnings.

(Proposed by the Board of directors)

Explanation:

1. For the needs of future business development, it is proposed to allot NTD322,914,480 from

2

unappropriated retained earnings for capitalization and issue 32,291,448 new common shares with NTD10 par value as stock dividends.

1. The Company will pay a stock dividend of 20 shares to every 1,000 common shares ("Dividend Ratio") in proportion to the shareholdings shown on the shareholder register as of the ex-right date, which will be issued at NTD10 par value. For fractional shares, the shareholders may make an application with the Company's stock agent for aggregating their fractional shares into one share within five days of the ex-right date; provided, however, that if there are any fractional shares left, the Company will pay cash in NTD, rounded down to NTD 1, in lieu of stock dividends and the Chairman of the Board of Directors ("Chairman") is authorized to allot such fractional shares for subscription by designated persons. The total issued and outstanding common shares of the Company after the proposed capitalization will be increased from 1,614,572,436 shares to 1,646,863,884 shares.
2. The shareholder's rights and obligations of the new shares to be issued shall rank pari passu in all respects with the issued and outstanding common shares of the Company.
3. It is proposed to authorize the Chairman to handle all matters relating to the proposed capitalization depending on actual needs or accommodating the competent authority's requirement to make any change thereto.

Voting Results:

1,289,267,927 shares were represented at the time of voting；1,208,792,751 shares voted for the proposal ,representing 93.75% of the total represented shares present；1,353,596 shares voted against the proposal, representing 0.10% of the total represented shares present；0 votes were invalidly cast, representing 0% of the total represented shares present；79,121,580 votes were abstained, representing 6.13% of the total represented shares present。

RESOLVED, that the above proposal be and hereby was approved as proposed.

Proposal 2: To consider and approve the Company's plan to raise long-term capital.

(Proposed by the Board of directors)

Explanation:

1. In reply to the capital needs for the Company's future long-term strategic development and operational growth (including but not limited to working capital, long-term investment, debt repayment and other one or multiple usages), and to internationalize and to diversify fundraising methods, it is proposed that Annual General Meeting authorizes the Board of Directors to raise long-term funds, under appropriate timing and in compliance with the Company's Memorandum and Articles of Association ("M&A") and relevant laws and regulations, through any one or combination of the following measures: issuance of common shares and/ or preferred shares for cash capital increase in Taiwan, and/ or issuance of global depositary receipts ("GDRs") through the issuance of common shares by capital increase.
2. The total amount authorized for this long-term fund raising plan shall not exceed 150,000,000 shares (including common shares and preferred shares).
3. The rights and obligations of the new common shares to be issued for cash capital increase in

3

Taiwan or for the issuance of GDRs are identical to those of the outstanding shares of the Company.

1. It is proposed that Annual General Meeting authorize the Board of Directors with full power to decide, adjust, amend and implement the fund-raising plan (including but not limited to actual issuance price, issuance terms, proposed items, offering size, progress and projected effects) as well as all matters related to the issuance plan. It is also proposed that Annual General Meeting authorize the Chairman or his designated person to approve and sign all documents related to the issuance and handle all relevant matters on behalf of the Company. If in the future, any amendment on the plan is required due to the request of the competent authority or based on operational assessment or objective environmental circumstances, it is further proposed that the Board of Directors is fully authorized to handle such amendment in accordance with relevant laws and regulations.
2. It is proposed that the Chairman is fully authorized to handle any matters not fully provided for above in accordance with relevant laws and regulations.
3. Please refer to Attachment 5 for detailed explanations of this long-term capital raising plan. Voting Results:

1,289,267,927 shares were represented at the time of voting；1,124,379,437 shares voted for the proposal ,representing 87.21% of the total represented shares present；61,849,192 shares voted against the proposal, representing 4.79% of the total represented shares present；0 votes were invalidly cast, representing 0% of the total represented shares present；103,039,298 votes were abstained, representing 7.99% of the total represented shares present。

RESOLVED, that the above proposal be and hereby was approved as proposed.

Proposal 3: Amendment to the "Rules and Procedures of Shareholders' Meeting ".

(Proposed by the Board of directors)

Explanation:

1. To incorporate the provisions of the laws and regulations, it is proposed to amend the " Rules and Procedures of Shareholders' Meeting ".
2. The "Comparisons of the original and revised Rules and Procedure" is attached in this Handbook, Attachment 6.

Voting Results:

1,289,267,927 shares were represented at the time of voting；1,209,382,749 shares voted for the proposal ,representing 93.80% of the total represented shares present；706,016 shares voted against the proposal, representing 0.05% of the total represented shares present；0 votes were invalidly cast, representing 0% of the total represented shares present；79,179,162 votes were abstained, representing 6.14% of the total represented shares present。

RESOLVED, that the above proposal be and hereby was approved as proposed.

D. Any Other Special Motion for Discussion

No other motion was proposed, and the Chairman declared the meeting closed.

4