First Financial Holding Co. Ltd. — AGM Information 2024

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The Meeting Minutes of

2024 Annual General Meeting for

First Financial Holding Company (the “Company” or the “Group”)

(Excerpt Translation)

Date and Time: June 21, 2024 at 9:00 a.m.

Place: 22 Fl., No.30, Sec. 1, Chung King S. Rd., Taipei City (the auditorium of the headquarter of First Commercial Bank Co., Ltd.)

Total outstanding shares of the Company: 13,620,145,537 shares

Total outstanding shares reside in China: 3,300,475 shares

Total outstanding shares eligible for the meeting: 13,616,845,062 shares

Total shares represented by shareholders present: 9,649,310,921 shares

Percentage of share held by shareholders present: 70.86%

Attendees: Fen-Len Chen (President & Director); Ming-Chi Lee (Director); Shing-Rong Lo (Director); Chih-Chuan Chen (Director); Hsin-Lu Chang (Director); Shih-Yuan Tai (Director); An-Fu Chen (Director); Rachel J. Huang (Independent Director); Chun-Hung Lin (Independent Director); Wen-Ling Hung (Independent Director); Chao-Dong Chang (Attorney-at-law); Chiao-Sen Lo (CPA)

Chairperson: Ye-Chin Chiou, the Chairperson of the Board of Directors

Recorder: Huan-Hsu Tseng, Chao-Wei Cho

1. Chairperson of the Meeting announced that the aggregate shareholding of shareholders present constituted a quorum so that the meeting began.

2. Opening speech of the Chairperson (Omitted).

3. 1 -

Report Matters

Proposal:

• (i) President reported the business operation of the Company in 2023. (Detailed in Chinese Meeting Handbook, page 6-9.)

• Shareholder (No.4400806) spoke of matters including the Group’s earnings, branches’ relocation, employees’ pay raise and happy enterprise.

  • President of First Bank responded that employee’s salaries have been raised in 2024, and promised to adjust payrolls with reference to market price level and peer packages. Branches relocation would be evaluated along with the development of online banking for the best arrangement.

• Shareholder (No.3330226) concerned about the Group’s earnings, M&A between financial holding companies, branch closure and consolidation, etc.

President of the Company replied that on M&A, to take open and positive attitude and think of scale and cost when evaluating potential targets. The Group would carry out integrate marketing by using big data, KPI, and rolling targets to improve subsidiaries’ earnings.

President of First Bank replied Bank would review customer base and branch profitability to assess bank closure and consolidation.

1. Shareholder (No.4487286) questioned about subsidiary First Securities’ earnings, operations, and employees benefits, Group’s pay raise plan, etc.

President of First Securities explained that the earnings volatility was higher in securities industry and the payroll system be adjusted in consideration of peer standard.

President of the Company expressed that a pay raise plan should firstly for promoting talents and encouraging competitiveness and should follow each subsidiary’s internal rules.

1. Shareholder (No.0711237) thanked the Group for taking care of the retirees.

2. (ii) Audit Committee reported the auditing process of 2023 financial statements. (Detailed in Attachment 2 of Meeting Handbook)

3. Shareholder (No. 3335558) spoke of issues including enlarging Bank’s scale and market share, the Company’s long-term strategy, talent recruitment, social responsibility, etc.

4. 2 -

President of the Company replied that to diversify earnings and to lift market share, mid- and long-term KPIs are set and M&A will be considered when suitable.

1. Shareholder (No. 3330087) suggested to provide extra leave for employees being recalled for military service and education.

Vice President of First Bank answered that Bank has provided official leaves for military education recalls already and would consider whether to provide compensatory leaves in the future.

1. Shareholder (No. 3333841) suggested adjusting funding rules of ESOT, sponsoring women’s table-tennis team, etc.

President of First Bank explained that there is no consistent rules for established ESOT among government controlled banks and would update ESOT once there are instructions from the competent authorities’.

Vice President of First Bank replied that Bank has sponsored several sports with one of the main focuses on men’s table-tennis team and would evaluate adding female players in team trainings.

1. Shareholder (No. 4534672) raised questions about the Group’s earnings, increasing customer service staffs, upgrading IT mainframe, etc.

Vice President of First Bank (IT) stated that plans to upgrade both domestic and overseas IT systems have been in place and would be executed by stages.

• (iii) Report of the distribution of employee’s compensation and director’s remuneration in 2023.

Explanation:

• 1) This proposal conformed to Article 34-1 of the Articles of Incorporation of the Company and has been approved by the 34[th] meeting of the 7[th] term of the Board of Directors.

• 2) The 2023 distribution was listed below:

Net profit before tax which has not deducted employee’s compensation and director’s remuneration: NTD 22,934,297,720

Employee’s compensation distributed – Cash (0.0573%): NTD 13,141,353 Director’s remuneration distributed – Cash (0.90%): NTD 206,408,679

1. Shareholder (No.4487286) inquired matters related to labor union director and having the chairperson of the labor union to attend Board of Directors meetings.

2. 3 -

President of the Company replied that the chairperson of the labor union has been invited to meetings whenever there’s an agenda concerning labor rights.

1. Shareholder (3330087) discussed the Group’s and subsidiaries’ earnings and bonus payout.

Chairperson of First Securities replied both pay raise and bonus have been executed based on the company’s rules.

1. Shareholder (3333841) asked increasing employee seniority bonus at Bank and the review of credit card issuance.

President of First Bank commented to continue reviewing rules for bonus given.

Head of Credit Card Division of First Bank provided the SOP of credit card issuance.

• (iv) Report of amendments to Rules Governing Procedure for Board Meetings of the Company.

Explanation:

To conform to the amendments to the "Regulations Governing Procedure for Board of Directors Meetings of Public Companies" by FSC, it is proposed that certain articles of “Rules Governing Procedure for Board Meetings of the Company” be amended. Please refer to the comparison table and illustrations. (Detailed in Attachment 3 of Meeting Handbook)

1. Shareholder (No.3330087) spoke of matters including the Group’s and subsidiaries’ earnings and bonuses.

President of First Securities replied that bonuses have been paid out following the company’s rules.

1. Shareholder (No.3336286) talked about the Group’s earnings, and First Bank’s internal control, job rotation, etc.

Vice President of First Bank explained job rotation at Bank from time to time to prevent fraud.

1. Shareholder (No.4432939) praised the Group’s earnings results and hoped for another good year.

2. 4 -

Recognition Matters

• (i) Business Report and Consolidated Financial Statements for the Year 2023. (Detailed in Attachment 4 of Meeting Handbook)

Explanation:

The Company's business operation report and consolidated financial statements for the year 2023 have been reviewed by the Audit Committee and duly approved by the 33[rd] meeting of the 7[th] term of Board of Directors as described in the Meeting Handbook (Detailed in Meeting Handbook, page 5.). The consolidated financial statements have been audited by Chien-Hung Chou and Chiao-Sen Lo, the certified public accountants of PricewaterhouseCoopers, Taiwan, and a report in connection therewith has been submitted by the President and the Audit Committee of the Company. The business report and consolidated financial statements are hereby respectfully submitted for recognition.

Upon emcee’s announcement and explanation of the recognition matter, following shareholders made speeches:

1. Shareholder (No. 3330087) asked securities subsidiaries’ managerial supervision, legal compliance, etc.

President of First Securities stated bonus distribution has been made pursuant to the company’s rules..

1. Shareholder (No. 4332669) uttered about the Group’s dividend policy, business report, earnings from subsidiaries, etc.

This matter was fully discussed. The voting process was then proceeded.

Resolution:

Total shares represented by shareholders (in person and by proxy): 9,652,638,608 shares

% of total shares represented by Voting Results shareholders present Approved votes: 9,226,695,878 shares 95.59% (4,364,001,556 shares from eVoting) Against votes: 6,610,523 shares 0.07% (6,525,053 shares from eVoting) Abstained votes: 419,332,207 shares 4.34% (405,815,018 shares from eVoting)

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RESOLVED , that the business report and the consolidated financial statements for the year 2023 were hereby approved as submitted.

• (ii) Distribution of 2023 Profits. (Detailed in Meeting Handbook, page 5.)

Explanation:

1. The consolidated financial statements of the Company were audited by certified public accountants, Chien-Hung Chou and Chiao-Sen Lo, of PricewaterhouseCoopers, Taiwan, and the after tax net income in 2023 is NT$22,461,001,388. After taking “other items excluding from net income” into account, the unappropriated earnings for the year is NT$22,333,343,216. After retaining the amount of NT$2,233,334,322 as legal reserve and of NT$1,911,238,610 as special reserve in accordance with applicable laws, and then plus the amount of “retained earnings at the beginning of the year” of NT$17,367,638,421, the total distributable profit for the year is NT$35,556,408,705 and is proposed to be distributed as follows:

2. A. NT$11,577,123,706 as cash dividend (NT$0.85 per share).

3. B. NT$4,086,043,660 as stock dividend (30 new shares per 1,000 existing shares).

4. C. Unappropriated retained earnings at the end of the year is NT$19,893,241,339.

5. “Other items excluding from net income” mentioned above include: (1) -NT$219,660,563 of “actuarial adjustment on defined benefit plan”; (2) NT$85,683,338 of “gains/losses of equity instruments designated at FVTOCI”; (3) NT$6,319,053 of “reversal of special reserve provided for the first-time adoption of IFRS”.

6. After the distribution of profit is approved by the annual general meeting, the Board of Directors is authorized to set a record date for the distribution of cash dividend and, after the capital increase of the Company is approved by the competent authorities, to set a record date for the distribution of stock dividend.

7. Cash dividends shall be calculated and rounded down to dollar in proportion to shareholdings. The sum of fractional shares will be counted as other income of the Company.

8. If the number of outstanding shares of the Company is subsequently changed due to any share buy-back by the Company or any other event such as share transfer, conversion or cancellation, the Board of Directors is authorized to adjust stock and cash dividend payout ratios as appropriate.

9. 6 -

10. This proposal for distribution of profits has been duly reviewed by the Audit Committee and approved by the 35[th] meeting of the 7[th] term of Board of Directors.

Upon emcee’s announcement and explanation of the recognition matter, following shareholders made speeches:

1. Shareholder (No. 3330087) spoke of matters including First Securities’s supervision of managers, legal compliance and signing of collective agreement.

2. Shareholder (No. 4432939) recommended FSITC to launch AI related ETF fund.

3. Shareholder (No. 4332669) talked about the Group’s earnings, dividend policy, business operations of subsidiaries, etc.

This matter was fully discussed. The voting process was then proceeded.

Resolution:

Total shares represented by shareholders (in person and by proxy): 9,652,638,608 shares

% of total shares represented by Voting Results shareholders present Approved votes: 9,239,685,854 shares 95.73% (4,376,883,879 shares from eVoting) Against votes: 2,364,596 shares 0.02% (2,279,126 shares from eVoting) Abstained votes: 410,588,158 shares 4.25% (397,178,622 shares from eVoting)

RESOLVED , that the distribution of 2023 profits was hereby approved as proposed.

Discussion and Election Matters

• (i) Please approve the issuance of new shares via capitalization of profits of 2023.

Explanation:

1. In order to boost capital base and strengthen financial structure, pursuant to Article 240 of the Company Act, it is proposed to appropriate NT$4,086,043,660 from 2023 profits as stock dividends. The par value of the shares to be issued is NT$10 and the total number of common shares to be issued is 408,604,366 shares and the total paid-in capital would reach NT$140,287,499,030.

2. 7 -

3. The Board of Directors is authorized to set a record date for the distribution of stock dividend after the capital increase is approved by the competent authorities. The distribution of new shares should be made to shareholders with no consideration at the ratio of 30 new shares for every 1,000 shares held by shareholders according to their respective shareholding as stated in shareholders’ register book on the record date. Shareholders may, within five days starting from the record date of stock dividend, apply to the Company’s stock affairs agent to combine fractional shares into one share. Odd lots and odd lot less than one share thus collected by the Company will be placed at par value to specific parties determined by the Chairperson under the authorization of the annual general meeting.

4. The rights and obligations of new shares to be issued under this proposal shall be the same as those of existing shares of the Company.

5. The Board of Directors is authorized to make necessary amendment to the proposed capital increase if so instructed by the competent authorities.

6. If the number of the outstanding shares of the Company is subsequently changed due to any share buy-back by the Company or any other event such as share transfer, conversion or cancellation, the Board of Directors is authorized to adjust stock and cash dividend payout ratios as appropriate.

7. This proposal has been duly reviewed by the Audit Committee and approved by the 35[th] meeting of the 7[th] term of Board of Directors.

Upon emcee’s announcement and explanation of discussion and election matter, following shareholder made speech.

1. Shareholder (No. 3330087) spoke of matters about pay raise, bonus plan, collective agreement, information security, etc.

2. Vice President of the Company (IT) provided IT development plan, security control measurement and information security scrutiny.

President of First Securities replied that there’s consensus with labor union to finalize collective agreement.

This matter was fully discussed. The voting process was then proceeded.

Resolution:

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Total shares represented by shareholders (in person and by proxy): 9,652,638,608 shares

% of total shares represented by Voting Results shareholders present Approved votes: 9,238,737,894 shares 95.71% (4,376,002,598 shares from eVoting) Against votes: 2,810,906 shares 0.03% (2,725,436 shares from eVoting) Abstained votes: 411,089,808 shares 4.26% (397,613,593 shares from eVoting)

RESOLVED , that the issuance of new shares via capitalization of profits of 2023 was hereby approved as proposed.

• (ii) Election of the Company’s 8[th] term of Board of Directors and Independent Directors.

Explanation:

1. The term of office of the Company’s 7[th] term of Board of Directors will expire on July 19, 2024. It is proposed to elect the 8[th] term of Board of Directors and Independent Directors at this year’s (2024) annual general meeting.

2. Pursuant to Article 21 and Article 21-1 of the Articles of Incorporation of the Company, the Company’s Board of Directors is composed of 15 to 21 directors, elected by shareholders from and among the persons with disposing capacity in accordance with the Financial Holding Company Act and the Company Act. Starting from the Company’s 5[th] term of Board of Directors, the election of directors and independent directors shall adopt the candidate nomination system, and the shareholders shall elect directors and independent directors from and among the nominees listed in the roster of candidates. The number of independent directors shall not be less than two (2) and not less than one-fifth (1/5) of the total number of directors.

3. In consideration of the Company’s operational scale and development as well as global governance trend, it is proposed to elect 15 directors (including 5 independent directors) for the 8[th] term of Board of Directors. The term of office shall commence on June 21, 2024 and shall end on June 20, 2027.

4. Names of candidates for directors and independent directors are listed in the Attachment 6 of Meeting Handbook, which conforms to Article 192-1 of the Company Act and “Regulations Governing Appointment of Independent Directors

5. 9 -

and Compliance Matters for Public Companies”. The list has been examined and approved by the 35[th] meeting and the 4[th] interim meeting of the 7[th] term of Board of Directors.

1. Please vote.

Upon emcee’s announcement and explanation of discussion and election matter, following shareholder made speech:

1. Shareholder (No. 3330087) spoke of matters including collective agreement and suitability of managers of First Securities.

President of First Securities replied that there’re rules in place for replacing managers and would follow accordingly.

This matter was fully discussed. The election process was then proceeded. After voting closed, the Chairperson announced the voting results.

Elected independent directors of the 8[th] term

Elected directors of the 8[th] term

• 10 -

Non-elected director

• (iii) Please approve the release of Non-Competition restriction on the 8[th] term of Board of Directors.

Explanation:

1. According to the item 1 of Article 209-1 of the Company Act, a director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.

2. Please refer to page 9 of Meeting Handbook for explaining above, please approve the release of Non-Competition restriction for listed directors starting from the on-board date.

3. This proposal has been approved by the 35[th] meeting of the 7[th] term of Board of Directors.

Upon emcee’s announcement and explanation of discussion and election matter, no shareholder made speach. The voting process was then proceeded.

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Resolution:

Total shares represented by shareholders (in person and by proxy): 8,637,279,552 shares (after deducting shares having conflict of interests)

% of total shares represented by Voting Results shareholders present Approved votes: 8,204,868,381 shares 94.99% (4,358,664,002 shares from eVoting) Against votes: 17,927,866 shares 0.21% (17,838,278 shares from eVoting) Abstained votes: 414,483,305 shares 4.80% (399,839,347 shares from eVvoting)

RESOLVED , that the release of Non-Competition restriction on the 8[th] term Board of Directors was hereby approved as proposed.

Extemporary motions:

Shareholder (No. 5258813) spoke of matters about SDGs, including occupational safety and health, employee benefits, and labor disputes of FCB Leasing.

President of FCB Leasing replied that the labor dispute has been resolved.

Upon a motion duly made and seconded, the meeting was adjourned at 12:29 p.m.

Ye-Chin Chiou Chairperson of the meeting

Huan-Hsu Tseng / Chao-Wei Cho Recorders

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