E.Sun Financial Holding Co., Ltd. — Proxy Solicitation & Information Statement 2013

NOTICE OF SHAREHOLDERS MEETING 2013

1. The Company's 2013 annual shareholders' meeting will be held on June 21, 2013 (Friday) at 8:30 a.m. at the Air Force Officers and Soldiers Activity Center at Renai Road, Section 3, No. 145 in Taipei, during which issues related to items below will be discussed:

2. Agenda:

• 2.1 Reports:

• (a) Report on the state of business of the Company in fiscal 2012.

• (b) Report on the inspection and auditing of the final accounting of the Company for fiscal 2012.

• (c) Report on the state of issuing corporate bonds.

• (d) Report of ”Revised rules of procedure for Board of Directors Meeting”.

• (e) Report of Introduction to Article 4,5 and 16 of the Financial Holding Company Act.

• 2.2 Matters for Ratification:

• (a) Recognize the Company's fiscal 2012 business report and financial statements.

• (b) Proposal of Net income distribution for 2012.

• (c) Recognize the change of the usage plan for Corporate Bonds.

• 2.3 Matters for discussion:

• (a) Distribution of profits for fiscal 2012.

• (b) Amendment to Article of Incorporation.

• (c) Amendment of the Company’s ”Rules for Election of Directors ”.

• 2.4 Other Motions and Extempore Motions:

1. The Company's proposal for the distribution of profits for fiscal 2012, as resolved by the Board:

• 3.1 Stock Dividend: TWD1.0 per share dividend paid in stock (amounting to a total of NT$5,010,700,000)

• 3.2 Cash Dividend: TWD0.3 per share dividend paid in cash (amounting to a total of NT$1,503,210,000).

• 3.3 Stock bonus to employees is NT$203,559,687 and Bonus to directors is NT$67,853,229

1. In accordance with Article 165 of the Company Law, transfer of the Company's shares will be suspended from April 23, 2013 through June 21, 2013.

2. In addition to announcement on the Taiwan Stock Exchange's Market Observation Post System (http://mops.tse.com.tw/), shareholders will be notified of this meeting via letter, which will also include a proxy form. Shareholders desiring to attend the meeting will need to fill out the second portion of the notification letter and the registration card. If a proxy is to attend on behalf of the shareholder, the third portion of the notification letter and the registration card should be filled out and served no later than five days before the meeting to the Company's Administration Management Department (stock affairs).

3. Shareholder or the shareholder's proxy shall present identification documents to be allowed into the meeting

4. If there is (are) a person (s) soliciting proxy forms, the Company will, in accordance with the relevant laws and regulations, compile related information and upload it to Securities & Futures Institute’s website by May 21 (Tuesday). Shareholders can access this information at http://free.sfib.org.tw.

5. The shareholder’s voting power of this annual shareholders' meeting may be exercised by way of electronic transmission, and the exercising period will be from May 22, 2013 through June 18, 2013. Please log in the homepage “shareholders vote by electronic way” established by Taiwan Depository & Clearing Corporation at http://www.stockvote.com.tw.

Your continued support will be greatly appreciated. Best wishes to you and your family.

Best regards,

E.SUN Financial Holding Company