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AAEON — AGM Information 2026
Apr 28, 2026
52586_rns_2026-04-28_4c716f4f-6ae0-49a7-a9c8-c86088bb5dc4.pdf
AGM Information
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AAEON
2026 ANNUAL GENERAL SHAREHOLDERS' MEETING
AAEON Technology Inc.
研揚科技股份有限公司
Meeting Agenda
Date: May 29, 2026
Location: 9F, No. 135, Lane 235, Pao Chiao Rd., Hsin-Tien Dist, New Taipei City
Translation - In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.
Stock Code: 6579
Table of Contents
Page
2026 Annual General Meeting Procedures ... 1
2026 Annual General Meeting Agendas ... 2
Reporting Items ... 3
Adoption Items ... 8
Extemporal motions. ... 10
Appendix ... 11
Appendix 1 2025 Financial statements and Independent Auditors’ Report ... 12
Appendix 2 Articles of Incorporation ... 33
Appendix 3 Rules of Procedure for Shareholders Meetings ... 37
Appendix 4 Director Shareholding ... 43
Appendix 5 Other information ... 44
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AAEON Technology Inc.
2026 Annual General Meeting Procedures
I. Commence Meeting
II. Chairman's Speech
III. Reporting Items
IV. Adoption Items
V. Extemporal Motions
VI. Adjournment
2
AAEON Technology Inc.
2026 Annual General Meeting Agendas
Time: 9:00 am on May 29 (Friday), 2026.
Address: 9F, No. 135, Lane 235, Baochiao Road, Xindien District, New Taipei City (Meeting Room)
Convening method: physical shareholders meeting
1. Commence Meeting
2. Chairman's Speech
3. Report Items:
(1) Business report of 2025.
(2) Audit Committee's review report of 2025.
(3) Report of Directors' Compensation and Employees' Compensation for 2025.
4. Adoption Items:
(1) To adopt 2025 Business Report and Financial Statements.
(2) To adopt the proposal for distribution of 2025 profits.
5. Extemporal motions
6. Adjournment
Reporting Items
No. 1: Proposed by the Board
Case Summary: Please review the business report of 2025.
Description: the business report of 2025. is as follows:
Hello Ladies and Gentlemen,
Thank you for attending our 2026 annual general meeting despite your busy schedule.
Despite the impact of US tariff policies and exchange rate fluctuations in 2025, AAEON benefited from the rapid growth of the artificial intelligence edge computing market, with previously developed AI projects beginning to generate volume. AAEON's consolidated revenue reached a record high in 2025, growing approximately 20%, and both AAEON itself, as well as its subsidiaries ONYX and Jetway Information, experienced double-digit growth.
With the continued rapid growth of Edge AI and the successful rollout of new projects in the traditional industrial PC market, the outlook for 2026 remains quite optimistic, with continued growth expected. However, the CPU and memory shortage that began in the second half of 2025 may cause an economic slowdown and a decline in demand, posing a major challenge to sales growth.
The detailed explanations are as below:
- The 2025 Business result:
(1) Operating performance
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Revenues and profits: AAEON’s consolidated operating income in 2025 was NT$8,625,383 thousand, gross profit was NT$2,883,375 thousand, operating revenue was NT$632,765 thousand, net income after tax was NT$814,416 thousand, net profit attributable to the parent company was NT$705,764 thousand, while earnings per share (EPS) was NT$5.62.
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Revenue analysis: In terms of region, all regions experienced growth of over 20%, with China and the United States showing particularly strong performance at 91% and 46% growth, respectively. As for product lines, all are experiencing positive growth. The smart platform system and UP brand products performed particularly well, growing by 115% and 84%, respectively, while the remaining product lines each grew by more than 10%.
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Budget implementation: The Company did not publish our financial forecast in 2025.
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Customer management: AAEON has always been committed to growing with its customers and navigating challenges together, establishing itself as a trusted and innovative partner. In 2025, we successfully developed 80 customers with deals exceeding US$500,000, making them a major driver of the company’s revenue.
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Other operational results:
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Won the 6th place of the 2025 CSR Awards of the CommonWealth magazine
- Winner in the 3rd CommonWealth Talent Sustainability Awards
- Awarded Sports Enterprise Certification in 2025
- Won the Arts and Culture Promoter Excellence Award at the 2nd Humanistic Enterprise Awards organized by Linking Publishing
- Awarded the 2025 Ecovadis Bronze Medal
(2) Research and development and innovations
- The de next-RAP8 embedded mini system, PICO-MTU4-SEMI industrial application quadruped robot platform, and BOXER-8642AI smart retail embedded edge AI computing system won awards in the 34th Taiwan Excellence Awards in 2026.
- BOXER-8645AI AI@Edge fanless embedded AI system powered by NVIDIA® Jetson AGX Orin won the COMPUTEX Best Choice Award 2025 Golden Award.
- Continue to launch small-form-factor, high-performance motherboards and systems.
(3) Marketing and promotion
- In 2025, the brand revitalization plan will be launched to strengthen the “Always Agile, Always Ahead” core brand value, and enhance global market influence and trust.
- The Company was awarded the "Rising Star" by the 2025 Taiwan International Brand Value Evaluation.
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The Company organized more than 100 AI-related marketing activities, including conferences, forums, exhibitions, etc.
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2026 business plan:
The US-China trade confrontation is driving changes in the global economy. The US push for manufacturing repatriation and China's policy of domestic production are creating two distinct worlds, impacting companies' global strategies. However, the artificial intelligence market is booming across all sectors, with industries viewing artificial intelligence as a key development strategy, and creating numerous unprecedented business opportunities. Notably, the robotics industry is experiencing rapid growth and is poised to become a major driver of the next wave of expansion. Meanwhile, AI solutions are becoming increasingly diverse, leading to a competitive landscape. However, the massive investment in data centers worldwide has also led to a severe shortage of CPUs and memory, posing an unexpected risk to global economic growth.
Key Strategies and Plans :
- Expanding its success: AAEON is seeing increasing numbers of successful deployments in the global artificial intelligence edge computing platform market and is continuously providing hardware platforms for AI projects at leading global companies. We must ride this wave of artificial intelligence to expand our market share and become a leading vendor of artificial intelligence edge computing platforms.
- Enhance ecosystem collaboration: We must work closely with end users, semiconductor suppliers, software and hardware integrators, and peripheral device suppliers to jointly deliver solutions.
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Brand extension: We launched our brand revitalization plan in 2025, and we will continue to leverage our brand effect in the ESG sphere in 2026, guided by the principle of Always Care, Always a good life for promoting sustainability and social welfare.
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Impacts of long-term development strategies/external competition, regulatory environment, and overall business environment
AI development trends have gradually moved from cloud to edge. AAEON has excellent embedded design capabilities, adopts constant innovation as the main strategy for product development, and takes customized services as our core competitive advantage, while our superior quality is our commitment to our clients. AAEON is not only a hardware
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manufacturer, but also a technological service provider, providing hardware design, software development, production and manufacturing, logistics management, and after-sales services. We provide customers with industrial computing platforms of high quality, and become their trustworthy partner.
The industrial computer market is a niche market characterized by small quantities and great diversity. Service, product quality, pricing, and delivery accuracy are all key competitive factors. In the past, each manufacturer focused on its own vertical market to manage customer relations, and the competition was relatively moderate. However, in recent years, consumer electronics manufacturers have actively invested in the industrial computer market, and Chinese manufacturers have also entered this market, resulting in increasingly fierce competition in some price-sensitive markets. However, AAEON's many years of R&D strength in embedded motherboards, especially small form factor high-performance boards, remains highly competitive in the market. AAEON will continue to refine and grow through product innovation and differentiation. At the same time, we will closely monitor changes in policies, regulations, global economics, geopolitics, and monetary trends, and accordingly adjust the strategies in a timely manner to respond to challenges.
The "AA" of AAEON represents "Always Agile, Always Ahead." It means AAEON consistently plays a leading role in terms of technology and ensures that the Company's customers stay ahead of competition at all times. Meanwhile, the close and overlapping AA implies that AAEON is a reliable partner that always considers customers as thoroughly as possible. We will uphold the core value – focus, agility, and competitiveness. We continue to grow to be the leading vendor of AI margin calculation.
Today, we would like to express our appreciation to you all, for taking the time to participate in the annual general meeting despite your busy schedule. Finally, we hope that all you will continue to support, encourage, and provide suggestions to our Company.

No. 2: Proposed by the Board
Case Summary: Audit Committee's review report of 2025. Please review.
Description: the company’s “Audit Committee's review report of 2025.” is as follows:
Audit Committee's Review Report of AAEON Technology Inc.
The Board of Directors has prepared the AAEON Technology Inc. (“the Company”) 2025 Business Report, financial statements, and proposal for earnings distribution. The CPA firm of PwC was retained to audit the Company’s financial statements and has issued an audit report relating to financial statements. The above Business Report, financial statements, and earnings distribution proposal have been examined and determined to be correct and accurate by the Audit Committee of AAEON Technology Inc. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Law, we hereby submit this report.
AAEON Technology Inc.
Chairman of the Audit Committee: Mrs. Shioulian Lin
February 25, 2026
No. 3: Proposed by the Board
Case Summary: Report of Directors’ Compensation and Employees’ Compensation for 2025. Please review.
Description:
1. Pursuant to Article 23 of the company’s bylaws: If there are any remaining earnings after offsetting the accumulated loss against the annual profit (profits before tax and expenses for distributing the employee’s compensation and the director’s compensation), the company shall appropriate no less than 5% as the employee’s compensation and no more than 1% as the director’s remuneration.
2. The company’s 2025 profit is NT$892,939,302. It is proposed to appropriate 8.91% as the employee’s compensation, NT$79,548,000 in total and 0.80% as the director’s remuneration, NT$7,146,000 in total. The payment will be made in cash. The appropriated amount is consistent with the budgeted expenditure of 2025.
3. The employee’s compensation will only be paid to the employees of the company and our affiliates. The paid amount is based on the individual’s year of service, job level, work performance, overall contribution or special achievement. The Chairman is fully authorized to handle the determinations of employee qualification subject to the foregoing amount.
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Adoption Items
No. 1: Proposed by the Board
Case Summary: To adopt 2025 Business Report and Financial Statements.
Description:
1. The Board of Director has resolved on the company’s 2025 operating report and financial statements on February 25, 2026. Among the others, the financial statements are audited by PwC CPAs, Shu-chiung, Chang and Wei-Li, Hsieh; the Audit Committee has reviewed and issued the review report thereof.
2. The operating report is on pages 3 to 5 of this brochure. The CPA audit report and financial statements are attached as Appendix 1.
Resolution:
No. 2: Proposed by the Board
Case Summary: To adopt the proposal for distribution of 2025 profits.
Description: pursuant to Article 23-1 of the company’s bylaws, the proposal of 2025 surplus distribution is as attached schedule and explained as follows:
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By adding the retained earnings from the previous year, NT$189,744,691, to the company’s net profit after tax of 2025, NT$705,763,938, the total distributable surplus of the current period is NT$824,932,235. After appropriating the legal reserve NT$70,576,394, it is proposed to distribute NT$635,442,079 as shareholder bonus in cash.
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Cash dividends are distributed pro-rated until dollar. Any amount less than one dollar is eliminated. The total amount of fragmented dividends is recognized as the company’s other income.
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It is proposed that the general meeting should authorize the Chairman to have the full power not exceeding the above distribution amount if the distribution ratio has to be revised due to the changes in outstanding shares under this surplus distribution plan.
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After this proposal is approved by the general meeting, the Chairman should be authorized to determine the record date and the payable date.
AAEON Technology Inc.
Statement of Retained Earnings
2025
| Item | Amount (in NT$) |
|---|---|
| Opening undistributed earnings | 189,744,691 |
| Current year net income after tax | 705,763,938 |
| The effects of long-term investments not recognized by shareholding percentage | 0 |
| Share-based payment | 0 |
| Profit after tax of current year and undistributed earnings other than profit after tax | 705,763,938 |
| Legal reserve appropriated | (70,576,394) |
| Special reserve reversed (appropriated) | 0 |
| Earnings to be allocated | 824,932,235 |
| Earnings distribution: | |
| Shareholder Bonus (NT$3.75 per share in cash) (Note 1) | (635,442,079) |
| Closing undistributed earnings | 189,490,156 |
Note 1: Calculated based on 169,451,221 outstanding shares on December 31, 2025.
Chairman:
Manager:
Accounting Supervisor:
Resolution:
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Extemporal motions.
Adjournment
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Appendix
Appendix 1
INDEPENDENT AUDITORS' REPORT
(2026) Tsai-Shen-Bao-Tzi No. 25003438
To the Board of Directors and Shareholders of
AAEON Technology Inc.:
Opinion
We have audited the accompanying consolidated balance sheets of AAEON Technology Inc. and its subsidiaries (the "Group") as of December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years ended December 31, 2025 and 2024, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the reports of the other independent auditors, (please refer to the "Other Matters"), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025, and 2024, and its consolidated financial performance and its consolidated cash flows for the years ended December 31, 2025 and 2024 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Independent 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 Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of the other independent auditors, 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 audits of the Group's 2025 consolidated financial statements. These matters were addressed in the context of our audits of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Group's consolidated financial statements in the current period are stated as follows:
Existence of sales revenue
Description
Refer to Note 4(31) for the accounting policies on revenue recognition, and Note 6(20) for the details of operating revenue.
The Group is primarily engaged in the design, manufacturing, and sale of industrial computers and peripherals. As product project orders are susceptible to the product project cycles of customers, efforts are required to explore new markets and undertake new project orders. Therefore, the revenue from products may vary due to market trends in each period. Referring to industry reports and information from peers, the overall market trend has declined this period, while revenue from certain products has grown significantly. Consequently, we consider the existence of the
aforementioned sales revenue as one of the most important audit matters for the current year.
How our audit addressed the matter
We have performed primary audit procedures for the above matter as follows:
- Assess and test the financial statements, the internal control procedures of sales transactions are based on the Group’s internal control system.
- Acquire and sample-check relevant documents of the aforementioned sales revenue transactions to confirm that customers have obtained control of the goods and assumed the risks of the goods before recognizing revenue.
Evaluation of inventories
Description
Refer to Note 4(14) for the accounting policies on the evaluation of inventories; Note 5 for the uncertainty of accounting estimate and assumptions for evaluation of inventories, and Note 6(6) for the details of inventory.
The Group is primarily engaged in design, manufacturing and sales of industrial computers, medical computers and peripherals. Given long production cycle of industrial computer and medical computer products, some products or spare parts have long inventory period due to long-term supply and maintenance needs of customers. The order adjustments or lower-than-expected market conditions may lead to fluctuations in product prices or low inventory correction, which may result in higher risk in inventory devaluation or obsolescence. The Group’s inventories are measured at the lower of inventory cost and net realizable value. For the inventories that exceeds its age and are individually identified to be out of date and obsolete, losses based on the policy of allowance for inventory impairment are recognized through individual assessment.
Corresponding the sales market and development strategies, the Group readily adjusts its stocking demands, with significant inventory balances as industrial computers and medical computers are the main products. In addition, given high uncertainty from the management’s subjective estimates on the net realizable value used in evaluating obsolete inventories, the allowance for inventory devaluation is listed as one of the key audit matters.
How our audit addressed the matter
We have performed primary audit procedures for the above matter as follows:
- Assess the policy on allowance for inventory valuation loss based on our understanding of the operations and industry of the Group.
- Inspect the managements individually identified out-of-date inventory list and checked the related supporting documents.
- Test the basis of market value used in calculating the net realizable valued of inventory and validated the accuracy of net realizable value calculation of selected samples.
Other matters – Reference to the audits of other independent auditors
We did not audit the financial statement of certain investments accounted for under equity method. These investments accounted for under equity method amounted to $3,797,851 thousand and $4,021,229 thousand, constituting 25.55% and 28.07% of total assets as of December 31, 2025 and 2024, respectively, and the comprehensive income of subsidiaries, associates, and joint ventures accounted for under equity method amounted to $15,444 thousand and $189,468 thousand, respectively, constituting for 1.95% and 15.19% of total comprehensive income for the years ended December 31, 2025 and 2024 respectively. The financial statements of these investments accounted
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for under equity method were audited by other independent auditors whose reports thereon have been furnished to us and our opinion expressed herein, insofar as it relates to the amounts included in the separate financial statements and information disclosed relative to these investments, is based solely on the reports of other independent auditors.
Other matters – Parent company only financial reports
We have audited and expressed an unmodified opinion with Other Matters section on the parent company only financial statements of AAEON Technology Inc. as of and for the years ended December 31, 2025 and 2024.
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 requirements of the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, as endorsed by Financial Supervisory Commission, 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.
Independent auditor’s 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 auditor’s 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 Standards on Auditing of 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 Standards on Auditing of the Republic of China, we exercise professional judgment and 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
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related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Group and its subsidiaries. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s 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 auditor’s report. However, future events or conditions may cause the Group and its subsidiaries to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the 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 audits.
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 2025 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditor’s 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.
PwC Taiwan
Certified Public Accountant
Chang, Shu-Chiung
Hsieh, Wei-Li.
(Formerly known as) Financial Supervisory Commission, Executive Yuan
Approval reference: FSC No. 0990042602
Securities and Futures Commission, The Ministry of Finance
Approval reference: Jin-Guan-Zheng-Shen No. 1140351490
February 25, 2026
Note to Readers
The accompanying consolidated financial statements are intended only to present the Consolidated statement of financial position, financial performance and cash flows in accordance with the 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.
The independent auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and consolidated financial statements, the Chinese version shall prevail.
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AAEON Technology Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Current asset | ||||||
| 1100 | Cash and cash equivalents | 6. (1) | $ 2,429,992 | 16 | $ 4,270,200 | 30 |
| 1110 | Financial asset at fair value through profit or loss - current | 34,257 | - | 625,020 | 4 | |
| 1136 | Financial assets measured at amortized cost-current | 1,167,199 | 8 | 90,552 | 1 | |
| 1150 | Net notes receivable | 6. (5) | 39,264 | - | 45,323 | - |
| 1170 | Net accounts receivable | 6. (5) and 7 | 1,198,062 | 8 | 832,074 | 6 |
| 1200 | Other receivables | 7 | 54,144 | 1 | 27,186 | - |
| 1220 | Current tax assets | 37,760 | - | 25,397 | - | |
| 130X | Inventories | 6. (6) | 2,170,440 | 15 | 1,319,736 | 9 |
| 1410 | Prepayments | 148,557 | 1 | 96,765 | 1 | |
| 1479 | Other current liabilities - other | 3,198 | - | 5,147 | - | |
| 11XX | Total current assets | 7,282,873 | 49 | 7,337,400 | 51 | |
| Non-current assets | ||||||
| 1510 | Financial assets at fair value through profit or loss - non-current | 1,006,145 | 7 | 121,611 | 1 | |
| 1517 | Financial assets at fair value through other comprehensive income - non-current | 186,391 | 1 | 151,048 | 1 | |
| 1550 | Investments accounted for under equity method | 6. (7), 7 | 3,831,603 | 26 | 4,054,764 | 28 |
| 1600 | Property, plant and equipment | 6. (8), and 8 | 1,358,847 | 9 | 1,388,010 | 10 |
| 1755 | Right-of-use assets | 6. (9) | 174,855 | 1 | 196,667 | 1 |
| 1760 | Investment property | 6.(10) and 8 | 333,360 | 2 | 342,425 | 3 |
| 1780 | Intangible assets | 6.(11) and 7 | 550,484 | 4 | 628,111 | 4 |
| 1840 | Deferred tax assets | 6. (27) | 70,013 | - | 70,435 | 1 |
| 1900 | Other non-current assets | 6. (15) and 8 | 71,775 | 1 | 35,771 | - |
| 15XX | Total non-current assets | 7,583,473 | 51 | 6,988,842 | 49 | |
| 1XXX | Total assets | $ 14,866,346 | 100 | $ 14,326,242 | 100 |
(Continued)
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AAEON Technology Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars)
| Liabilities and equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Current liability | ||||||
| 2100 | Short-term borrowings | 6. (12) and 8 | $ 282,364 | 2 | $ 80,000 | 1 |
| 2120 | Financial liabilities at fair value through profit or loss - current | 6. (2) | 287 | - | 391 | - |
| 2130 | Contract liability - current | 6. (20) | 270,045 | 2 | 233,296 | 2 |
| 2150 | Notes payables | 18,178 | - | - | - | |
| 2170 | Accounts payables | 999,416 | 7 | 383,504 | 3 | |
| 2180 | Accounts payables-related parties | 7 | 20,563 | - | 75,241 | - |
| 2200 | Other payables | 6. (14), and 7 | 635,313 | 4 | 667,921 | 5 |
| 2230 | Current tax liabilities | 82,616 | 1 | 60,537 | - | |
| 2250 | Provisions - current | 33,830 | - | 33,790 | - | |
| 2280 | Lease liability - current | 69,488 | 1 | 63,746 | - | |
| 2320 | Long-term liabilities-current | 6. (13), 8 | 10,823 | - | 10,612 | - |
| Portion | ||||||
| 2399 | Other current liabilities - other | 47,237 | - | 41,071 | - | |
| 21XX | Total current liabilities | 2,470,160 | 17 | 1,650,109 | 11 | |
| Non-current liabilities | ||||||
| 2527 | Contract liability - non-current | 6. (20) | 55,381 | - | 56,211 | - |
| 2540 | Long-term borrowings | 6. (13), 8 | 113,123 | 1 | 123,947 | 1 |
| 2550 | Provisions - non-current | 13,361 | - | 13,359 | - | |
| 2570 | Deferred tax liabilities | 6. (27) | 219,343 | 2 | 262,468 | 2 |
| 2580 | Lease liability - non-current | 70,782 | - | 97,179 | 1 | |
| 2670 | Other non-current liabilities - other | 14,382 | - | 14,502 | - | |
| 25XX | Total non-current liabilities | 486,372 | 3 | 567,666 | 4 | |
| 2XXX | Total liabilities | 2,956,532 | 20 | 2,217,775 | 15 | |
| Equity | ||||||
| Equity attributable to owners of parent | ||||||
| Share capital | 6. (17) | |||||
| 3110 | Share capital-common stock | 1,694,512 | 11 | 1,693,692 | 12 | |
| 3140 | Advance receipts for share capital | - | - | 820 | - | |
| Capital surplus | 6. (18) | |||||
| 3200 | Capital surplus | 6,463,625 | 44 | 6,412,230 | 45 | |
| Retained earnings | 6. (19) | |||||
| 3310 | Legal reserve | 771,315 | 5 | 674,628 | 5 | |
| 3320 | Special reserve | 12,359 | - | 12,359 | - | |
| 3350 | Undistributed retained earnings | 895,509 | 6 | 1,159,106 | 8 | |
| Other Equity | ||||||
| 3400 | Other Equity | 117,867 | 1 | 146,554 | 1 | |
| 31XX | Total equity attributable to owners of parent | 9,955,187 | 67 | 10,099,389 | 71 | |
| 36XX | Non-controlling interests | 4. (3) | 1,954,627 | 13 | 2,009,078 | 14 |
| 3XXX | Total equity | 11,909,814 | 80 | 12,108,467 | 85 | |
| Significant contingent liabilities and 9 unrecognized contract commitments | ||||||
| Significant events after the balance 11 sheet date | ||||||
| 3X2X | Total liabilities and equity | $ 14,866,346 | 100 | $ 14,326,242 | 100 |
The accompanying notes are an integral part of these consolidated financial statements.
Chairman: Yung-Shun Chuang
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Manager: Chien-Hung Lin
^{}[]
Accounting Supervisor: Jen-Chung Wang
^{}[]
18
AAEON Technology Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| Item | Notes | 2025 | 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| 4000 | Operating income | 6. (20), 7 | $ 8,625,383 | 100 | $ 7,186,031 | 100 |
| 5000 | Operating cost | 6. (6) (25) | ||||
| (26), and 7 | ( 5,742,008 ) | ( 67 ) | ( 4,607,399 ) | ( 64 ) | ||
| 5900 | Operating profit | 2,883,375 | 33 | 2,578,632 | 36 | |
| Operating expenses | 6. (25)(26) | |||||
| and 7 | ||||||
| 6100 | Selling expense | ( 830,222 ) | ( 10 ) | ( 764,222 ) | ( 10 ) | |
| 6200 | General and administrative expenses | ( 598,541 ) | ( 7 ) | ( 553,126 ) | ( 8 ) | |
| 6300 | Research and development expenses | ( 777,919 ) | ( 9 ) | ( 709,691 ) | ( 10 ) | |
| 6450 | Expected credit impairment loss or (gain) | 12. (2) | ( 43,928 ) | - | ( 3,745 ) | - |
| 6000 | Total operating expense | ( 2,250,610 ) | ( 26 ) | ( 2,030,784 ) | ( 28 ) | |
| 6900 | Operating income | 632,765 | 7 | 547,848 | 8 | |
| Non-operating income and expenses | ||||||
| 7100 | Interest income | 6. (21) | 79,391 | 1 | 145,009 | 2 |
| 7010 | Other income | 6. (22) | 44,776 | - | 36,529 | - |
| 7020 | Other gains and losses | 6. (23) | 154,025 | 2 | 486,839 | 7 |
| 7050 | Financial costs | 6. (24) | ( 9,409 ) | - | ( 8,582 ) | - |
| 7060 | Share of the profit of the associates and joint ventures accounted for under equity method | 6. (7) | ||||
| 47,734 | 1 | 142,344 | 2 | |||
| 7000 | Total non-operating income and expenses | 316,517 | 4 | 802,139 | 11 | |
| 7900 | Profit before income tax | 949,282 | 11 | 1,349,987 | 19 | |
| 7950 | Income tax expense | 6. (27) | ( 134,866 ) | ( 2 ) | ( 210,567 ) | ( 3 ) |
| 8200 | Profit for the year | $ 814,416 | 9 | $ 1,139,420 | 16 | |
| (Continued) |
19
AAEON Technology Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| Item | Notes | 2025 | 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Other comprehensive income (loss) | ||||||
| Components of other comprehensive income (loss) that will not be reclassified to profit or loss | ||||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | 6 (15) | ||||
| 8316 | Unrealized gains(losses) on financial assets at FVOCI | 6. (3) | $ 4,395 | - | $ 950 | - |
| 8320 | Share of other comprehensive income of associates and joint ventures accounted for under equity method - not to be reclassified to profit or loss in subsequent periods | 6. (7) | 35,343 | - | 3,676 | - |
| 8349 | Income tax relating to items that will not be reclassified | 6. (27) | ( 31,281 ) | - | 35,322 | - |
| 8310 | Total amount not to be reclassified to profit or loss in subsequent periods | 879 ) | - | ( 190 ) | - | |
| To be reclassified to profit or loss in subsequent periods | 7,578 | - | 39,758 | - | ||
| 8361 | Financial statements translation differences of foreign operations | 6. (7) | ( 31,717 ) | - | 75,996 | 1 |
| 8370 | Share of other comprehensive income of associates and joint ventures accounted for under equity method - to be reclassified to profit or loss in subsequent periods | 6. (7) | ( 6,565 ) | - | 7,104 | - |
| 8399 | Income tax relating to the components of other comprehensive income | 6. (27) | 6,343 | - | ( 15,199 ) | - |
| 8360 | Total amount to be reclassified to profit or loss in subsequent periods | ( 31,939 ) | - | 67,901 | 1 | |
| 8300 | Net Other comprehensive income | ( $ 24,361 ) | - | $ 107,659 | 1 | |
| 8500 | Total comprehensive income | $ 790,055 | 9 | $ 1,247,079 | 17 | |
| Net income attributable to: | ||||||
| 8610 | Shareholders of the parent | $ 705,764 | 8 | $ 966,877 | 14 | |
| 8620 | Non-controlling interest | 108,652 | 1 | 172,543 | 2 | |
| $ 814,416 | 9 | $ 1,139,420 | 16 | |||
| Total comprehensive income attributable to: | ||||||
| 8710 | Shareholders of the parent | $ 677,077 | 8 | $ 1,050,478 | 14 | |
| 8720 | Non-controlling interest | 112,978 | 1 | 196,601 | 3 | |
| $ 790,055 | 9 | $ 1,247,079 | 17 | |||
| Basic earnings per share | 6. (28) | |||||
| 9750 | Total basic earnings per share | $ | 5.62 | $ | 7.72 | |
| Diluted earnings per share | ||||||
| 9850 | Total diluted earnings per share | $ | 5.58 | $ | 7.67 |
The accompanying notes are an integral part of these consolidated financial statements.
Chairman: Yung-Shun Chuang
^{}[]
Manager: Chien-Hung Lin
^{}[]
Accounting Supervisor: Jen-Chung Wang

AAEON Technology, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEAR'S ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan Dollars)
| Equity attributable to owners of the parent | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital | Retained Earnings | Other Equity | ||||||||||
| Notes | Common share capital | Advance receipts for share capital | Capital surplus | Legal reserve | Special reserve | Undistributed retained earnings | Financial statements translation differences of foreign operations | Unrealized gains (losses) form financial assets measured at fair value through other comprehensive income | Remeasurements of defined benefit plans | Total | Non-controlling interests | |
| For the year ended December 31, 2024 | ||||||||||||
| Balance at January 1, 2024 | $ 1,602,418 | $ 1,660 | $ 6,421,702 | $ 577,944 | $ 12,359 | $1,331,564 | ($ 20,663) | $ 85,628 | ($ 2,012) | $ 10,010,600 | $ 2,110,795 | |
| Profit to the period | - | - | - | - | - | 966,877 | - | - | - | 966,877 | 172,543 | |
| Other comprehensive income | - | - | - | - | - | - | 45,873 | 37,470 | 258 | 83,601 | 24,058 | |
| Total comprehensive income | - | - | - | - | - | 966,877 | 45,873 | 37,470 | 258 | 1,050,478 | 196,601 | |
| Appropriations of 2023 earnings: | 6. (19) | |||||||||||
| Legal reserve | - | - | - | 96,684 | - | ( 96,684) | - | - | - | - | - | |
| Cash dividends | - | - | - | - | - | ( 1,042,651) | - | - | - | ( 1,042,651) | - | |
| Capital surplus-cash dividend | 6. (17) (18) | 80,204 | - | ( 80,204) | - | - | - | - | - | - | - | - |
| Recognition of changes in ownership interest in subsidiary | 6. (18) | - | - | ( 1,312) | - | - | - | - | - | - | ( 1,312) | 1,312 |
| Change in associates and joint ventures accounted for under equity method | 6. (7) (18) | - | - | 17,085 | - | - | - | - | - | - | 17,085 | - |
| Share-based Payment | 6. (16) (18) | - | - | 747 | - | - | - | - | - | - | 747 | 795 |
| Employee stock options exercised | 6. (16) (18) | 11,070 | ( 840) | 54,212 | - | - | - | - | - | - | 64,442 | 4,669 |
| Changes in non-controlling interests-cash dividends | 4 (3) | - | - | - | - | - | - | - | - | - | - | ( 183,415) |
| Changes in non-controlling interests- Subsidiary Capital Reduction by Cash | - | - | - | - | - | - | - | - | - | - | - | ( 121,679) |
| Balance at December 31, 2024 | $ 1,693,692 | $ 820 | $ 6,412,230 | $ 674,628 | $ 12,359 | $1,159,106 | $ 25,210 | $ 123,098 | ($ 1,754) | $10,099,389 | $ 2,009,078 |
(Continued)

AAEON Technology, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEAR'S ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan Dollars)
| Equity attributable to owners of the parent | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital | Retained Earnings | Other Equity | ||||||||||
| Commonshare capital | Advance receipts for share capital | Capital surplus | Legal reserve | Special reserve | Undistributed retained earnings | Financial statements translation differences of foreign operations | Unrealized gains (losses) form financial assets measured at fair value through other comprehensive income | Remeasurements of defined benefit plans | Total | Non-controlling interests | Total | |
| For the year ended December 31, 2025 | ||||||||||||
| Balance at January 1, 2025 | $ 1,693,692 | $ 820 | $ 6,412,230 | $ 674,628 | $ 12,359 | $1,159,106 | $ 25,210 | $ 123,098 | ($ 1,754) | $10,099,389 | $ 2,009,078 | $12,108,467 |
| Profit to the period | - | - | - | - | - | 705,764 | - | - | - | 705,764 | 108,652 | 814,416 |
| Other comprehensive income | - | - | - | - | - | - | (20,337) | (9,574) | 1,224 | (28,687) | 4,326 | (24,361) |
| Total comprehensive income | - | - | - | - | - | 705,764 | (20,337) | (9,574) | 1,224 | 677,077 | 112,978 | 790,055 |
| Appropriations of 2024 earnings: | 6. (19) | |||||||||||
| Legal reserve | - | - | - | 96,687 | - | (96,687) | - | - | - | - | - | - |
| Cash dividends | - | - | - | - | - | (872,674) | - | - | - | (872,674) | - | (872,674) |
| Recognition of changes in ownership interest in subsidiary | 6. (18) | - | - | (6,347) | - | - | - | - | - | (6,347) | 6,347 | - |
| Change in associates and joint ventures accounted for under equity method | 6. (7) (18) | - | - | 4,163 | - | - | - | - | - | 4,163 | (2,078) | 2,085 |
| Share-based Payment | 6. (16) (18) | - | - | 35,783 | - | - | - | - | - | 35,783 | 1,981 | 37,764 |
| Employee stock options exercised | 6. (16) (18) | 820 | (820) | 17,796 | - | - | - | - | - | 17,796 | 23,711 | 41,507 |
| Changes in non-controlling interests-cash dividends | 4 (3) | - | - | - | - | - | - | - | - | - | (189,657) | (189,657) |
| Changes in non-controlling interests- Disposal of Subsidiary | - | - | - | - | - | - | - | - | - | - | (7,733) | (7,733) |
| Balance at December 31, 2025 | $ 1,694,512 | $ - | $ 6,463,625 | $ 771,315 | $ 12,359 | $ 895,509 | $ 4,873 | $ 113,524 | ($ 530) | $ 9,955,187 | $ 1,954,627 | $11,909,814 |
Chairman: Yung-Shun Chuang
图
The accompanying notes are an integral part of these consolidated financial statements.
Manager: Chien-Hung Lin
Accounting Supervisor: Jen-Chung Wang
图
22
AAEON Technology Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan Dollars)
| Notes | For the years ended December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Cash flows from operating activities | |||
| Profit before tax | $ 949,282 | $ 1,349,987 | |
| Adjustments | |||
| Adjustments to reconcile profit (loss) | |||
| Depreciation expense | 6 (8) (9) (25) | 148,807 | 147,521 |
| Depreciation expense of investment property (other gains and losses) | 6 (10) (23) | 8,991 | 8,244 |
| Amortization expenses | 6 (25) | 93,714 | 92,111 |
| Expected credit impairment losses (gains) | 12 (2) | 43,928 | 3,745 |
| Net gain from financial assets and liabilities at fair value through profit or loss | 6 (2) (23) | ( 289,806 ) | ( 218,181 ) |
| Interest expenses | 6 (24) | 9,409 | 8,582 |
| Interest income | 6 (21) | ( 79,391 ) | ( 145,009 ) |
| Dividends income | 6 (22) | ( 20,756 ) | ( 15,290 ) |
| Costs of share-based payment awards | 6 (16) | 37,764 | 1,542 |
| Share of profit of associates accounted for under equity method | 6 (7) | ( 47,734 ) | ( 142,344 ) |
| Losses on disposal of property, plant and equipment | 6 (23) | 18 | 883 |
| Transferred to expenses and losses | 172 | - | |
| Gain on lease modification | 6. (9)(23) | ( 171 ) | ( 542 ) |
| Changes in operating assets and liabilities | |||
| Net changes in operating assets | |||
| Financial assets and liabilities at fair value through profit or loss | ( 3,965 ) | 383 | |
| Notes and accounts receivable | ( 405,525 ) | 51,121 | |
| Other receivables | ( 30,325 ) | ( 2,563 ) | |
| Inventories | ( 850,704 ) | 171,369 | |
| Prepayments | ( 51,708 ) | 8,067 | |
| Other non-current assets | 1,949 | ( 400 ) | |
| Net changes in operating liabilities | |||
| Contract liability | 35,919 | 5,257 | |
| Notes and accounts payable (including related-parties) | 579,412 | ( 63,923 ) | |
| Other payables | ( 44,520 ) | ( 2,228 ) | |
| Other current liabilities | 6,166 | ( 6,870 ) | |
| Provisions for liabilities | 42 | ( 8,877 ) | |
| Other non-current liabilities | ( 120 ) | ( 1,595 ) | |
| Net cash from operating activities | 90,848 | 1,240,990 | |
| Interest received | 82,757 | 137,796 | |
| Interest paid | ( 9,402 ) | ( 8,522 ) | |
| Income taxes received | 3,894 | - | |
| Income taxes paid | ( 165,221 ) | ( 243,834 ) | |
| Net cash flows from operating activities | 2,876 | 1,126,430 |
(Continued)
23
AAEON Technology Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan Dollars)
| Notes | For the years ended December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Cash flows from investing activities | |||
| Acquired financial assets at fair value through profit or loss | $ - | ($ 50,000) | |
| Disposal of financial assets at fair value through profit or loss | - | 7,472 | |
| Acquired financial assets at fair value through other comprehensive income | - | ( 78,615 ) | |
| Acquired financial asset measured at amortized cost-current | ( 1,165,654 ) | ( 58,863 ) | |
| Disposal of financial asset measured at amortized cost-current | 89,568 | 30,677 | |
| Acquisition of investments accounted for under equity method | 6 (7) | ( 9,760 ) | ( 3,548 ) |
| Acquisition of property, plant and equipment | 6 (29) | ( 37,993 ) | ( 83,187 ) |
| Disposal of property, plant and equipment | 32 | 427 | |
| Acquisition of intangible asset | 6 (11) | ( 16,110 ) | ( 20,330 ) |
| Increase in other non-current assets | ( 33,659 ) | ( 8,109 ) | |
| Dividends received | 265,650 | 304,850 | |
| Net cash flows from investing activities | ( 907,926 ) | 40,774 | |
| Cash flows from financing activities | |||
| Increase (decrease) in short-term borrowings | 6 (30) | 199,102 | 53,000 |
| Reimbursement in long-term borrowings | 6 (30) | ( 10,613 ) | ( 10,416 ) |
| Repayment of lease principal | 6 (30) | ( 72,724 ) | ( 65,856 ) |
| Cash dividends paid | 6 (19) | ( 872,674 ) | ( 1,042,651 ) |
| Changes in non-controlling interests - cash dividends for non-controlling interests | 4 (3) | ( 189,657 ) | ( 183,415 ) |
| Employee share options exercised | 6 (16) | 41,507 | 69,111 |
| Changes in non-controlling interests- Subsidiary Capital Reduction by Cash | - | ( 121,679 ) | |
| Changes in non-controlling interests- Disposal of Subsidiary Capital Reduction by Cash | ( 7,733 ) | - | |
| Net cash flows from financing activities | ( 912,792 ) | ( 1,301,906 ) | |
| Effects due to changes in exchange rate | ( 22,366 ) | 56,926 | |
| Increase in cash and cash equivalents | ( 1,840,208 ) | ( 77,776 ) | |
| Cash and cash equivalents at the beginning of periods | 4,270,200 | 4,347,976 | |
| Cash and cash equivalents at the end of periods | $ 2,429,992 | $ 4,270,200 |
The accompanying notes are an integral part of these consolidated financial statements
Chairman: Yung-Shun Chuang
^{}[]
Manager: Chien-Hung Lin
^{}[]
Accounting Supervisor: Jen-Chung Wang
^{}[]
Independent Auditors' Report
(2026) Tsai-Shen-Bao-Tzi No. 25003439
To the Board of Directors and Shareholders of AAEON Technology Inc.
Opinion
We have audited the accompanying separate balance sheets of AAEON Technology Inc. (the "AAEON") as of December 31, 2025 and 2024, and the related statements of comprehensive income, of changes in equity and cash flows for the years ended December 31, 2025 and 2024, and notes to the separate financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the reports of the other independent auditors, as described in the Other matter section of our report, the separate financial statements present fairly, in all material respects, the separate financial position of AAEON as of December 31, 2025 and 2024, and its financial performance and its cash flows for the years ended December 31, 2025 and 2024, 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 Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Independent Auditors' Responsibilities for the audit of the separate financial statements section of our report. We are independent of AAEON in accordance with the Norm of Professional Ethics for Certified Public Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of the other independent auditors, 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 separate financial statements of the current period. These matters were addressed in the context of our audits of the separate financial statements as a whole and, in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matters for the separate financial statements in the current period are stated as follows:
Existence of sales revenue
Description
Refer to Note 4(28) for the accounting policies on revenue recognition, and Note 6(16) for the details of operating revenue.
AAEON is primarily engaged in the design, manufacturing, and sale of industrial computers and peripherals. As product project orders are susceptible to the product project cycles of customers, efforts are required to explore new markets and undertake new project orders. Therefore, the revenue from products may vary due to market trends in each period. Referring to industry reports and information from peers, the overall market trend has declined this period, while revenue from certain products has grown significantly. Consequently, the auditor considers the existence of the aforementioned sales revenue as one of the most important audit matters for the current year.
How our audit addressed the matter
Our audit procedures performed in AAEON and its subsidiaries (recognized as investments accounted for under equity method) for the above matter are as follow:
- Evaluate and test the internal control process of sales transactions during the financial reporting
period to ensure that it operates in accordance with the company's established internal control system.
- Acquire and sample-check relevant documents of the aforementioned sales revenue transactions to confirm that customers have obtained control of the goods and assumed the risks of the goods before recognizing revenue.
Evaluation of inventories
Description
Refer to Note 4(12) for the accounting policies on the evaluation of inventories; Note 5 for the uncertainty of accounting estimate and assumptions for evaluation of inventories, and Note 6(5) for the details of inventory.
AAEON is primarily engaged in the design, manufacturing and sales of industrial computers and peripherals. Given long production cycle of industrial computer products, and that some products or spare parts have long inventory period due to long-term supply and maintenance needs of customers. The order adjustments or lower-than-expected market conditions may lead to fluctuations in product prices or low inventory correction, which may result in higher risk in inventory devaluation or obsolescence. AAEON's inventories are measured at the lower of inventory cost and net realizable value. For the inventories that exceeds its age and are individually identified to be out of date and obsolete, losses based on the policy of allowance for inventory impairment are recognized through individual assessment.
Corresponding the sales market and development strategies, AAEON readily adjusts its stocking demands, with significant inventory balances as industrial computers are the main products. In addition, given high uncertainty from the management's subjective estimates on the net realizable value used in evaluating obsolete inventories, the allowance for inventory devaluation is listed as one of the key audit matters.
How our audit addressed the matter
Our audit procedures performed in AAEON and its subsidiaries (recognized as investments accounted for under equity method) for the above matter are as follow:
- Assess the policy on allowance for inventory valuation loss based on our understanding of the operations and industry of AAEON.
- Inspect the managements individually identified out-of-date inventory list and checked the related supporting documents.
- Test the basis of market value used in calculating the net realizable value of inventory and validated the accuracy of net realizable value calculation of selected samples.
Other matters – reference to the audits of other independent auditors
We did not audit the financial statement of certain investments accounted for under equity method. The financial statements of these investments accounted for under equity method were audited by other independent auditors whose reports thereon have been furnished to us and our opinion expressed herein, insofar as it relates to the amounts included in the separate financial statements and information disclosed relative to these investments, is based solely on the reports of other independent auditors. These investments accounted for under equity method amounted to $3,797,851 thousand and $4,021,229 thousand, constituting 33.48% and 35.95% of total assets as of December 31, 2025 and 2024, respectively, and the comprehensive income (loss) of subsidiaries, associates, and joint ventures accounted for under equity method amounted to $15,444 thousand and $189,468 thousand, respectively, constituting for 2.28% and 18.04% of total comprehensive income for the years ended December 31, 2025 and 2024, respectively.
Responsibilities of management and those charged with governance for the
25
26
separate financial statements
Management is responsible for the preparation and fair presentation of the separate financial statements in accordance with the requirements of the “Regulation Governing the Preparation of Financial Reports by Securities Issuers” and for such internal control as management determines is necessary to enable the preparation of separate financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the separate financial statements, management is responsible for assessing the ability to AAEON 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 AAEON or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including Audit Committee, are responsible for overseeing the financial reporting process of AAEON.
Independent auditor’s responsibilities for the audit of the separate financial statements
Our objectives are to obtain reasonable assurance about whether the separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 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 individual financial statements.
As part of an audit in accordance with 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 individual 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 internal control of AAEON.
-
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 ability of AAEON to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the separate 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 auditor’s report. However, future events or conditions may cause AAEON to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the individual financial statements,
including the disclosures, and whether the separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within AAEON to express an opinion on the separate financial statements. We are responsible for the direction, supervision and performance of the 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 audits.
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 separate financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's 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.
PwC Taiwan
Certified Public Accountant
Chang, Shu-Chiung
Hsieh, Wei-Li.
(Formerly known as) Financial Supervisory Commission, Executive Yuan
Approval reference: FSC No. 0990042602
Securities and Futures Commission, The Ministry of Finance
Approval reference: Jin-Guan-Zheng-Shen No. 1140351490
February 25, 2026
Notes to Readers
The accompanying parent company only financial statements are intended only to present the statements of financial position, financial performance and cash flows in accordance with the 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 parent company only financial statements are those generally accepted and applied in the Republic of China.
The independent auditors' report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' report and parent company only financial statements, the Chinese version shall prevail.
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AAFON Technology Inc.
SEPARATE BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of Non-Toward Dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Current asset | ||||||
| 1100 | Cash and cash equivalents | 6 (1) | $ 1,111,519 | 10 | $ 3,017,545 | 27 |
| 1110 | Financial asset at fair value through 6 (2) | |||||
| profit or loss - current | 27,763 | - | 499,765 | 5 | ||
| 1150 | Net notes receivable | 6 (3) | 1,165,535 | 10 | - | - |
| 1170 | Net accounts receivable | 6 (4) | 214,601 | 2 | 166,003 | 2 |
| 1180 | Accounts receivable - net amount of 7 | |||||
| related party | 506,325 | 5 | 376,023 | 3 | ||
| 1200 | Other receivables | 7 | 31,369 | - | 18,200 | - |
| 130X | Inventories | 6 (5) | 1,366,910 | 12 | 660,269 | 6 |
| 1410 | Prepayments | 58,831 | 1 | 32,955 | - | |
| 11XX | Total current assets | 4,482,853 | 40 | 4,770,760 | 43 | |
| Non-current assets | ||||||
| 1510 | Financial asset at fair value through 6 (2) | |||||
| profit or loss - non-current | 783,082 | 7 | 27,478 | - | ||
| 1550 | Investments accounted for under 6 (6) | |||||
| equity method | 5,426,548 | 48 | 5,757,718 | 52 | ||
| 1600 | Property, plant and equipment | 6 (7) | 353,890 | 3 | 361,998 | 3 |
| 1755 | Right-of-use assets | 6 (8) | 54,981 | 1 | 58,830 | 1 |
| 1760 | Investment property | 6 (9) | 152,137 | 1 | 153,098 | 1 |
| 1780 | Intangible assets | 7 | 12,805 | - | 14,932 | - |
| 1840 | Deferred tax assets | 6 (23) | 31,871 | - | 29,985 | - |
| 1900 | Other non-current assets | 45,056 | - | 10,724 | - | |
| 15XX | Total non-current assets | 6,860,370 | 60 | 6,414,763 | 57 | |
| 1XXX | Total assets | $ 11,343,223 | 100 | $ 11,185,523 | 100 |
(Continued)
AALON Technology Inc.
SEPARATE BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars)
| Liabilities and equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Current liability | ||||||
| 2120 | Financial liability at fair value through profit or loss - current | 6 (2) | $ 287 | - | $ 391 | - |
| 2130 | Contract liability - current | 6 (16) | 88,845 | 1 | 97,060 | 1 |
| 2150 | Notes payables | 200 | - | - | - | |
| 2170 | Accounts payables | 630,238 | 6 | 220,998 | 2 | |
| 2180 | Accounts payables - related party | 7 | 17,189 | - | 71,312 | 1 |
| 2200 | Other payables | 6 (10) and 7 | 380,382 | 3 | 432,260 | 4 |
| 2230 | Current tax liabilities | 62,213 | 1 | 33,994 | - | |
| 2250 | Provisions - current | 23,009 | - | 21,769 | - | |
| 2280 | Lease liability - current | 36,734 | - | 29,691 | - | |
| 2399 | Other current liabilities - other | 38,208 | - | 37,537 | 1 | |
| 21XX | Total current liabilities | 1,277,305 | 11 | 945,112 | 9 | |
| Non-current liabilities | ||||||
| 2527 | Contract liability - non-current | 6 (16) | 10,689 | - | 6,626 | - |
| 2550 | Provisions - non-current | 7,259 | - | 6,101 | - | |
| 2570 | Deferred tax liabilities | 6 (23) | 71,651 | 1 | 96,672 | 1 |
| 2580 | Lease liability - non-current | 19,922 | - | 30,413 | - | |
| 2600 | Other non-current liabilities | 1,210 | - | 1,210 | - | |
| 25XX | Total non-current liabilities | 110,731 | 1 | 141,022 | 1 | |
| 2XXX | Total liabilities | 1,388,036 | 12 | 1,086,134 | 10 | |
| Equity | ||||||
| Share capital | 6 (13) | |||||
| 3110 | Share capital-common stock | 1,694,512 | 15 | 1,693,692 | 15 | |
| 3140 | Advance receipts for share capital | - | - | 820 | - | |
| Capital surplus | 6 (14) | |||||
| 3200 | Capital surplus | 6,463,625 | 57 | 6,412,230 | 57 | |
| Retained earnings | 6 (15) | |||||
| 3310 | Legal reserve | 771,315 | 7 | 674,628 | 6 | |
| 3320 | Special reserve | 12,359 | - | 12,359 | - | |
| 3350 | Undistributed retained earnings | 895,509 | 8 | 1,159,106 | 11 | |
| Other equity | ||||||
| 3400 | Other equity | 117,867 | 1 | 146,554 | 1 | |
| 3XXX | Total equity | 9,955,187 | 88 | 10,099,389 | 90 | |
| Significant contingent liabilities and unrecognized contract commitments | 9 | |||||
| Significant events after the balance sheet date | 11 | |||||
| 3X2X | Total liabilities and equity | $ 11,343,223 | 100 | $ 11,185,523 | 100 |
The accompanying notes are an integral part of these separate financial statements.
Chairman: Yung-Shun Chuang
Manager: Chien-Hung Lin
Accounting Supervisor: Jen-Chung Wang
2025
AAEON Technology Inc.
SEPARATE STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| Item | Notes | Amount | % | Amount | % | |
|---|---|---|---|---|---|---|
| 4000 | Operating revenue | 6 (16) and 7 | $ 4,786,474 | 100 | $ 3,918,896 | 100 |
| 5000 | Operating costs | 6 (5) (21) (22) and 7 | ( 3,420,523) | ( 71) | ( 2,766,263) | ( 70) |
| 5900 | Gross profit from operations | 1,365,951 | 29 | 1,152,633 | 30 | |
| 5910 | Unrealized profit from sales | ( 48,330) | ( 1) | ( 46,624) | ( 1) | |
| 5920 | Realized profit from sales | 46,624 | 1 | 53,930 | 1 | |
| 5950 | Gross profit from operations, net | 1,364,245 | 29 | 1,159,939 | 30 | |
| Operating expenses | 6 (21) (22) and 7 | |||||
| 6100 | Selling expense | ( 120,998) | ( 3) | ( 102,720) | ( 3) | |
| 6200 | General and administrative expenses | ( 150,052) | ( 3) | ( 137,713) | ( 4) | |
| 6300 | Research and development expenses | ( 531,021) | ( 11) | ( 483,187) | ( 12) | |
| 6450 | Expected credit impairment loss or (gain) | 12 (2) | ||||
| 413 | - | ( 539) | - | |||
| 6000 | Total operating expense | ( 801,658) | ( 17) | ( 724,159) | ( 19) | |
| 6900 | Operating income | 562,587 | 12 | 435,780 | 11 | |
| Non-operating income and expenses | ||||||
| 7100 | Interest income | 6 (17) | 62,699 | 1 | 108,232 | 3 |
| 7010 | Other income | 6 (18) and 7 | 17,837 | - | 19,091 | 1 |
| 7020 | Other gains and losses | 6 (19) and 7 | 163,648 | 4 | 405,413 | 10 |
| 7050 | Financial costs | 6 (20) | ( 1,887) | - | ( 2,093) | - |
| 7070 | Share of the profit of the subsidiaries, associates and joint ventures accounted for under equity method | 1,361 | - | 136,046 | 3 | |
| 7000 | Total non-operating income and expenses | 243,658 | 5 | 666,689 | 17 | |
| 7900 | Profit before income tax | 806,245 | 17 | 1,102,469 | 28 | |
| 7950 | Income tax expense | 6 (23) | ( 100,481) | ( 2) | ( 135,592) | ( 3) |
| 8200 | Profit for the year | $ 705,764 | 15 | $ 966,877 | 25 | |
| Other comprehensive income (loss) Components of other comprehensive income (loss) that will not be reclassified to profit or loss | ||||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | ($ 9) | - | ($ 9) | - | |
| 8330 | Share of other comprehensive income of associates and joint ventures accounted for under equity method - not to be reclassified to profit or loss in subsequent periods | ( 8,515) | - | 37,629 | 1 | |
| 8349 | Income tax relating to items that will not be reclassified | 6 (23) | 2 | - | 2 | - |
| 8310 | Total other comprehensive income (loss) that will not be reclassified to profit or loss | ( 8,522) | - | 37,622 | 1 | |
| Components of other comprehensive income that will be reclassified to profit or loss | ||||||
| 8361 | Financial statements translation differences of foreign operations | ( 14,918) | ( 1) | 46,525 | 1 | |
| 8380 | Share of other comprehensive income of associates and joint ventures accounted for under equity method - to be reclassified to profit or loss | ( 6,945) | - | 6,096 | - | |
| 8399 | Income tax relating to the components of 6 (23) other comprehensive income | 1,698 | - | ( 6,642) | - | |
| 8360 | Total amount to be reclassified to profit or loss in subsequent periods | ( 20,165) | ( 1) | 45,979 | 1 | |
| 8300 | Net Other comprehensive income | ($ 28,687) | ( 1) | $ 83,601 | 2 | |
| 8500 | Total comprehensive income | $ 677,077 | 14 | $ 1,050,478 | 27 | |
| Basic earnings per share | 6 (24) | |||||
| 9750 | Basic earnings per share | $ 5.62 | $ | 7.72 | ||
| 9850 | Diluted earnings per share | $ 5.58 | $ | 7.67 |
The accompanying notes are an integral part of these separate financial statements.
Chairman: Yung-Shun Chuang
Manager: Chien-Hung Lin
Accounting Supervisor: Jen-Chung Wang
30
图
AALON Technology Inc.
SEPARATE STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars, except as otherwise indicated)
| Notes | Share Capital | Retained Earnings | Other Equity | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common shares | Advance receipts for share capital | Capital surplus | Legal reserve | Special reserve | Undistributed retained earnings | Financial statements translation differences of foreign operations | Unrealized gains (losses) form financial assets measured at fair value through other comprehensive income | Remeasurements of defined benefit plans | |||
| For the years ended December 31, 2024 | |||||||||||
| Balance at January 1, 2024 | $ 1,602,418 | $ 1,660 | $ 6,421,702 | $ 577,944 | $ 12,359 | $ 1,331,564 | ($ 20,663 ) | $ 85,628 | ($ 2,012) | $ 10,010,600 | |
| Profit for the period | - | - | - | - | - | 966,877 | - | - | - | 966,877 | |
| Other comprehensive income | - | - | - | - | - | - | 45,873 | 37,470 | 258 | 83,601 | |
| Total comprehensive income | - | - | - | - | - | 966,877 | 45,873 | 37,470 | 258 | 1,050,478 | |
| Appropriations of 2023 earnings | 6 (15) | ||||||||||
| Legal reserve | - | - | - | 96,684 | - | ( 96,844) | - | - | - | - | |
| Cash dividends | - | - | - | - | - | ( 1,042,651) | - | - | - | ( 1,042,651) | |
| Capital surplus-stock dividends | 6 (13)(14) | 80,204 | - | ( 80,204 ) | - | - | - | - | - | - | - |
| Recognition of changes in ownership interest in subsidiaries | 6 (14) | - | - | ( 1,312 ) | - | - | - | - | - | - | ( 1,312) |
| Change in associates and joint ventures accounted for under equity method | 6 (14) | - | - | 17,085 | - | - | - | - | - | - | 17,085 |
| Share-based Payment | 6 (14) | - | - | 747 | - | - | - | - | - | - | 747 |
| Employee stock options exercised | 6 (13)(14) | 11,070 | ( 840) | 54,212 | - | - | - | - | - | - | 64,442 |
| Balance at December 31, 2024 | $ 1,693,692 | $ 820 | $ 6,412,230 | $ 674,628 | $ 12,359 | $ 1,159,106 | $ 25,210 | $ 123,098 | ($ 1,754) | $ 10,099,389 | |
| For the year ended December 31, 2025 | |||||||||||
| Balance at January 1, 2025 | $ 1,693,692 | $ 820 | $ 6,412,230 | $ 674,628 | $ 12,359 | $ 1,159,106 | $ 25,210 | $ 123,098 | ($ 1,754) | $ 10,099,389 | |
| Profit of the period | - | - | - | - | - | 705,764 | - | - | - | 705,764 | |
| Other comprehensive income | - | - | - | - | - | - | ( 20,337 ) | ( 9,574 ) | 1,224 | ( 28,687) | |
| Total comprehensive income | - | - | - | - | - | 705,764 | ( 20,337 ) | ( 9,574 ) | 1,224 | 677,077 | |
| Appropriations of 2024 earnings: | 6 (15) | ||||||||||
| Legal reserve | - | - | - | 96,687 | - | ( 96,687) | - | - | - | - | |
| Cash dividends | - | - | - | - | - | ( 872,674) | - | - | - | ( 872,674) | |
| Recognition of changes in ownership interest in subsidiaries | 6 (14) | - | - | ( 6,347 ) | - | - | - | - | - | - | ( 6,347) |
| Change in associates and joint ventures accounted for under equity method | 6 (14) | - | - | 4,163 | - | - | - | - | - | - | 4,163 |
| Share-based Payment | 6 (14) | - | - | 35,783 | - | - | - | - | - | - | 35,783 |
| Employee stock options exercised | 6 (13)(14) | 820 | ( 820) | 17,796 | - | - | - | - | - | - | 17,796 |
| Balance at December 31, 2025 | $ 1,694,512 | $ - | $ 6,463,625 | $ 771,315 | $ 12,359 | $ 895,509 | $ 4,873 | $ 113,524 | ($ 530) | $ 9,955,187 |
Chairman: Yung-Shun Chuang
The accompanying notes are an integral part of these separate financial statements.
Manager: Chien-Hung Lin
Accounting Supervisor: Jen-Chung Wang
图
AAEON Technology Inc.
SEPARATE STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed In Thousands of New Taiwan Dollars)
| Notes | For the years ended December 31, | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Cash flows from operating activities | |||
| Profit before tax | $ 806,245 | $ 1,102,469 | |
| Adjustments | |||
| Adjustments to reconcile profit (loss) | |||
| Depreciation expenses | 6(7)(8) | ||
| (21) | 65,282 | 66,255 | |
| Depreciation expense of investment | 6(9)(19) | ||
| (recognized other gains and loss) | 961 | 961 | |
| Amortization expenses | 6(21) | 13,591 | 10,824 |
| Expected credit impairment losses (gains) | 12(2) | ( 413 ) | 539 |
| Net loss from financial assets and liabilities at fair value through profit or loss | 6(2)(19) | ||
| ( 282,010 ) | ( 209,383 ) | ||
| Interest expenses | 6(8)(20) | 1,887 | 2,093 |
| Interest income | 6(17) | ( 62,699 ) | ( 108,232 ) |
| Dividend income | 6(18) | ( 7,381 ) | ( 8,516 ) |
| Costs of share-based payment awards | 6(12) | 29,638 | - |
| Share of profit of associates accounted for under equity method | ( 1,361 ) | ( 136,046 ) | |
| Transferred to expenses and losses | 172 | - | |
| Gain on lease modification | 6(8)(19) | - | ( 554 ) |
| Realized (gain) loss on inter-affiliate accounts | 1,706 | ( 7,306 ) | |
| Changes in operating assets and liabilities | |||
| Net changes in operating assets | |||
| Financial assets and liability at fair value through profit or loss | ( 1,696 ) | 330 | |
| Notes and accounts receivable (including related parties) | ( 178,487 ) | 63,124 | |
| Other receivables | ( 9,251 ) | ( 1,219 ) | |
| Inventories | ( 706,641 ) | 143,645 | |
| Prepayments | ( 25,792 ) | ( 5,639 ) | |
| Net changes in operating liabilities | |||
| Contract liability | ( 4,152 ) | 43,831 | |
| Notes and accounts payable (including related parties) | 355,317 | 38,650 | |
| Other payables | ( 64,016 ) | ( 9,425 ) | |
| Other current liabilities | 671 | ( 3,913 ) | |
| Provisions for liabilities | 2,398 | ( 5,322 ) | |
| Net cash from operating activities | ( 66,031 ) | 977,166 | |
| Interest received | 58,852 | 102,065 | |
| Interest paid | ( 1,887 ) | ( 2,093 ) | |
| Income taxes paid | ( 97,469 ) | ( 115,335 ) | |
| Net cash flows from operating activities | ( 106,535 ) | 961,803 | |
| Cash flows from investing activities | |||
| Acquired financial asset measured at amortized cost-current | ( 1,165,535 ) | - | |
| Reduction of capital and refund of share capital under equity method | - | 66,130 | |
| Acquisition of property, plant and equipment | 6(25) | ( 7,645 ) | ( 31,033 ) |
| Increase in intangible assets | ( 11,548 ) | ( 18,424 ) | |
| Increase in refundable deposits | ( 32,525 ) | 22 | |
| Increase in other non-current assets | ( 3,790 ) | ( 3,584 ) | |
| Dividends received | 329,512 | 379,892 | |
| Net cash flows from investing activities | ( 891,531 ) | 393,003 | |
| Cash flows from financing activities | |||
| Repayment of lease principal | 6(36) | ( 35,286 ) | ( 33,474 ) |
| Cash dividends paid | 6(15) | ( 872,674 ) | ( 1,042,651 ) |
| Employee share options exercised | - | 60,845 | |
| Net cash flows from financing activities | ( 907,960 ) | ( 1,015,280 ) | |
| Increase (decrease) in cash and cash equivalents | ( 1,906,026 ) | 339,526 | |
| Cash and cash equivalents at the beginning of periods | 3,017,545 | 2,678,019 | |
| Cash and cash equivalents at the end of periods | $ 1,111,519 | $ 3,017,545 |
The accompanying notes are an integral part of these separate financial statements.
Chairman: Yung-Shun Chuang
^{}[]
Manager: Chien-Hung Lin
^{}[]
Accounting Supervisor: Jen-Chung Wang
^{}[]
Appendix 2
AAEON Technology Inc.
Articles of Incorporation
Revision Date: May 29, 2025
Chapter 1 General Principles
Article 1: The Company is incorporated pursuant to the Company Act under the name of AAEON TECHNOLOGY INC.
Article 2: The Company's business operation is as follows:
- CC01070 Telecommunication Equipment and Apparatus Manufacturing
- CC01080 Electronic Parts and Components Manufacturing
- CC01110 Computers and Computing Peripheral Equipments Manufacturing
- CE01010 Precision Instruments Manufacturing
- E603050 Cybernation Equipments Construction
- E605010 Computing Equipments Installation Construction
- F213030 Retail sale of Computing and Business Machinery Equipment
- F213040 Retail Sale of Precision Instruments
- F213060 Retail Sale of Telecom Instruments
- F218010 Retail Sale of Computer Software
- F219010 Retail Sale of Electronic Materials
- F401010 International Trade
- F401021 Restrained Telecom Radio Frequency Equipments and Materials Import
- I501010 Product Designing
- ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.
Article 3: The Company may make guarantees for other industry peers as required for its business.
Article 4: The Company's reinvestment may exceed 40% of the Company's paid-in capital; the Board of Directors is authorized to execute the reinvestments. When the Company is a limited liability shareholder of another company, the total investment may exceed the limit of 40% of the Company's paid-in capital.
Article 5: The Company's headquarters is in New Taipei City. The Board of Directors may resolve to set up domestic and foreign branches as necessary.
Chapter 2 Share capital
Article 6: The Company's total capital is NT$ 2.5 billion, divided into 250 million common shares with a par value of NT$10. The Board of Directors is authorized to issue the shares in different times.
The company reserves NT$ 50 million of the capital in the first paragraph for issuing 5 million shares with a par value of NT$10 under the employee stock option scheme. The Board of Directors may resolve to issue the shares in different times.
Article 6-1: The issuance of stock warrants to employees of this company at a subscription price lower than the closing price of the company's common stock on the issuance date requires a shareholder meeting with the attendance of more than half of the total shareholders representing issued shares. Approval from over two-thirds of the voting rights of attending shareholders is necessary before issuance can proceed. If this company enters into stock warrant contracts with employees in accordance with Article 167-2 of the Company Act, the recipients may include employees of controlling or subsidiary companies who meet certain conditions.
Article 7: The company's stocks are registered and issued with the signature or seal of the directors representing the company, and are numbered accordingly. They are issued after
being certified by the competent authority or the designated issuing registration institution in accordance with the law. The Company is not required to print physical shares but must register with a centralized securities depository enterprise for the shares issued in accordance with the enterprise's regulations.
Article 8: The change of name and transfer of shares are suspended within 30 days before the general meeting, 15 days before an extraordinary shareholders meeting, or 5 days before the record date of distribution of dividends and bonus, or other benefits.
After the initial public offering, the records in the shareholder register cannot be modified within 60 days before the general meeting, 30 days before an extraordinary shareholders meeting, or 5 days before the record date of distribution of dividends and bonus, or other benefits.
Chapter 3 Shareholders Meetings
Article 9: The shareholders meeting can be a general meeting or an extraordinary meeting. The general meeting should be held at least once within 6 months after the end of each fiscal year by the Board of Directors. The extraordinary meeting can be held as necessary.
Article 10: Any shareholder who is unable to attend the shareholders meeting may execute the form proxy prepared by the Company and specify the scope of authorization to appoint an agent.
Article 11: Except for the nonvoting shares under Article 179 of the Company Act, each shareholder of the Company shall have one vote per share.
When the Company holds any shareholders meeting after public offering (or trading in OTC market), it should permit electronic means as one of the voting methods and specify such voting process in the shareholders meeting notice.
Article 12: Unless otherwise provided in the Company Act and in these Articles, the resolution of the shareholders meeting should be made by the majority of the shareholders being present at the meeting and representing the majority of the outstanding shares.
Article 12-1: After the initial public offering, the Company may withdraw the public offering only pursuant to Article 156 of the Company Act by having the approval of the majority of the shareholders being present at the meeting and representing two-third of the outstanding shares.
Chapter 4 Directors and Audit Committee
Article 13: The Company should have eleven to thirteen directors. Each of them should have a three-year term of office, and will be elected from the candidates with legal capacity by the shareholders meeting and for consecutive terms. There should be at least three independent directors on the Board of Directors in the foregoing paragraph. The directors (including independent directors) of the Company should be elected through the nomination system, and from the candidate list by the shareholders meeting.
Article 13-1: The Company sets up the "audit committee" pursuant to Article 14-4 of the Securities and Exchange Act. The members of the audit committee should be all independent directors. The audit committee or the audit commissioners are entrusted with the powers of supervisors under the Company Act, Securities and Exchange Act and other laws. Pursuant to Articles 14-4 and Article 181-2 of the Securities and Exchange Act, the Company will not appoint any supervisor after the audit committee has been set up. The powers of supervisor specified in the Company's internal policies will be exercised by the audit committee.
Article 14: The powers of the Board of Directors are as follows:
- Specify the Company's organizational policies.
- Develop and monitor the execution of the Company's business plans.
- Specify the Company's surplus distribution.
34
- Specify the Company’s capital increase and reduction.
- Review the Company’s budgets, and approve the final settlement.
- Approve the Company’s acquisition or disposal of fixed assets.
- Other powers entrusted by the laws and policies and the shareholders meeting.
Article 15: (Deleted)
Article 16: The Board of Directors should be formed by the directors. The directors should elect from among themselves the Chairman by a majority vote with two-third of the directors being present. The Chairman represents the Company. The Company may have one vice Chairman elected by the same method.
Article 16-1: When one-third of the seats on Board become vacant or all independent directors are removed, the Board of Directors should call an extraordinary shareholders meeting within 60 days. The elected directors should serve the office only for the remaining term.
Article 17: The Board meeting notice may be given by e-mail and facsimile. Unless otherwise provided in the Company Act or in these Articles, the resolution should be made by the majority of the directors being present at the meeting and representing the majority of the seats. A director may authorize another director to attend the Board meeting on his behalf in writing. The power of attorney should be given for each meeting and specify the scope of authorization.
Article 18: If the Chairman is on leave or unable to exercise his power, the acting person should be subject to Article 208 of the Company Act.
Article 19: The Board of Directors is authorized to determine the remunerations of the Chairman and the directors based on their participation and contribution in the Company’s operation and the domestic industrial standards.
Article 19-1: The Company may purchase insurance for the directors to cover their statutory liabilities in connection with their performance of duties.
Article 19-2: The Company may set up functional committees under the Board of Directors. The organization and power of such committees should be subject to the regulations prescribed by the competent authority.
Chapter 5 Manager
Article 20: The Company may appoint the managers. The appointment, termination and compensation should be subject to Article 29 of the Company Act.
Chapter 6 Accounting
Article 21: The Company should conduct final settlement for each fiscal year from January 1 to December 31.
Article 22: At the end of each fiscal year, the Company should cause the Board of Directors to prepare
- Business Report
- Financial statements
- Proposal for earnings distribution or loss offset
And other statements, and submit to the general meeting for recognition.
Article 23: If there is any remaining earnings after offsetting the accumulated loss against the annual profit (profits before tax and expenses for distributing employee compensation and director compensation), the company shall appropriate no less than 5% as employee compensation and no more than 1% as director remuneration. No less than 20% of the aforementioned employee compensation shall be reserved for entry-level employees. Qualification requirements of the employees who are entitled to receive the employees' compensation may be specified by the Board of Directors.
Article 23-1: If there is any surplus after the annual settlement, the Company should pay the tax,
compensate the accumulated loss, then appropriate 10% as legal reserve unless the legal reserve has equaled the Company’s paid-in capital. In addition, the Company may appropriate or reverse the special reserve as required for the operation and subject to the laws. The remaining amount plus the retained earnings at the beginning of the period may be distributed provided that the shareholders meeting approves the distribution plan prepared by the Board of Directors.
Regarding the payout of future dividends, the Company may distribute part or all of the year’s distributable earnings based on financial, business, and operational factors. At least 50% of the earnings to be distributed shall be provided for shareholder dividends, of which cash dividends shall not be lower than 50% of the total dividends to be paid out. The payout amount is subject to the approval of the shareholders' meeting.
Chapter 7 Appendix
Article 24: Any matter not specified in these Articles should be handled in accordance with the Company Act and applicable laws.
Article 25: These Articles were made on November 22, 2010. The first amendment and reinstatement are made on December 24, 2010. The second amendment and reinstatement are made on June 2, 2011. The third amendment and reinstatement are made on June 25, 2015. The fourth amendment and reinstatement are made on April 1, 2016. The fifth amendment and reinstatement are made on June 30, 2016. The sixth amendment and reinstatement are made on June 27, 2017. The seventh amendment and reinstatement are made on July 30, 2018. The eighth amendment and reinstatement are made on May 31, 2023. The ninth amendment and reinstatement are made on May 29, 2024. The tenth amendment and reinstatement are made on May 29, 2025.
36
Appendix 3
AAEON Technology Inc.
Rules of Procedure for Shareholders Meetings
Revision Date: May 27, 2022
Article 1 The rules for compliance are stipulated in accordance with Article 5 of the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies" for establishing the Company's excellent meeting of shareholders governance system, substantiating supervisory function, and enhancing management functions.
Article 2 The rules of procedures for the Company's shareholders meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
Article 3 The Company's shareholders' meetings, unless otherwise provided by the law and regulations, should be convened by the Board of Directors.
The Company shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. The Company shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. In addition, before 15 days before the date of the shareholders meeting, the Company shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby as well as being distributed on-site at the meeting place.
The notice and announcement of convening the board meeting can be made electronically with the consent of the counterparty.
Where the meeting is called for the election or removal of any director, amendment to the Articles of Incorporation, dissolution, merger, spin-off of the Company, or any matter set forth in Article 185, Paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, the reason must be specified in the meeting notice and cannot be proposed as an extempore motion.
The reasons for the convening of the shareholders meeting have indicated the full reelection of directors and supervisors, and the date of appointment. After the reelection of the shareholders meeting is completed, the date of appointment shall not be changed by temporary motion or other means at the same meeting.
Shareholders with over $1\%$ shareholding of the shares issued may have proposals presented in writing to the Company's General Shareholders Meeting. However, it is limited to one proposal and any additional proposal presented will not be discussed in the meeting. The Board of directors may not have the proposals presented by shareholders that fall under the scope of Article 172-1 Paragraph 4 of the Company Act included for discussion. A shareholder may make a proposal to urge the corporation to promote public interests or fulfill its social responsibilities. The number of items so proposed, however, is limited to one item pursuant to Article 172-1 of the Company Act. Any proposal containing more than one item will be excluded from the meeting agenda.
Prior to the book closure date before a regular shareholders meeting is held, the Company shall publicly announce that it will receive shareholder proposals, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.
The shareholder's proposal is limited to 300 words' otherwise it will not be included for discussion. The proposing shareholders must attend the shareholders' meeting in person or by proxy to participate in the proposal discussion.
The Company shall have the processing result presented in the shareholders' meeting before the meeting convening date and have the proposals in compliance with this clause included in the notice of meeting. The board of directors is to give the reason why the shareholder's proposal is not included for discussion in shareholders' meeting.
Article 4 Shareholders may issue a proxy printed by the Company with the scope of authorization defined to attend the shareholders' meeting.
A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders meeting, and shall deliver the proxy form to the Company before 5 days before the date of the shareholders meeting. However, exception is granted if the shareholder issues a proper declaration to withdraw the previous proxy arrangement.
If the shareholders wish to exercise the balloting right by attending the meeting in person or voting in writing or by electronic means after the proxy is received by the Company, the shareholders shall have the Company informed in writing two days prior to the shareholders' meeting date to revoke the proxy. The balloting right exercised by the representative shall prevail if the proxy is not revoked before the deadline.
Article 5 The shareholders meeting must be held at a location that is suitable and convenient for shareholders to attend. The meeting must not commence anytime earlier than 9AM or later than 3PM. Independent Directors' opinions must be fully taken into consideration when deciding the time and venue of the meeting.
Article 6 The Company shall have the admission time, admission place, and other related matters set forth in the notice of meeting.
The shareholders' meeting admission time referred to above should be at least thirty minutes before the meeting in session; it should be clearly indicated at the admission place and with the adequate and qualified personnel to handle it.
Shareholders and their proxies (collectively, "shareholders") shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.
The company will provide an attendance log to record shareholders' attendance; alternatively, shareholders may present their attendance cards to signify their presence.
The Company shall have the Agenda Handbook, annual reports, attendance card, statement slip, ballots, and other meeting materials delivered to the shareholders presented; also, the ballot will be distributed to the directors for the election of directors, if any.
The number of representative attending the shareholders' meeting on behalf of the institutional shareholders, both the government and legal person, is not limited to one person. The number of legal person entrusted to attend the shareholders' meeting is limited to one person.
Article 7 If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no
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managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.
When a director serves as chair, as referred to in the preceding paragraph, and who understands the financial and business conditions of the company. The rule referred to above does apply if the chairman is a representative of the legal director.
It is advisable that shareholders meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.
If the shareholders' meeting is convened by any authorized party other than the Board of Directors, the convener will act as the meeting chairman. If there are two or more conveners, they shall appoint one among themselves to chair the meeting.
The Company may summon its lawyers, certified public accountants, and any relevant personnel to the shareholders meeting.
Article 8 The entire process of the shareholders' meeting should be recorded or videotaped.
The audio and video data referred to above should be reserved for at least one year. However, if a shareholder makes a litigious claim against The Company according to Article 189 of The Company Act, the above mentioned documents must be retained until the end of the litigation.
Article 9 The attendance of the shareholders' meeting is counted by the shareholding. The number of shares represented during the meeting is calculated based on the amount registered in the attendance log or the attendance cards collected, plus the amount of shares whose voting rights are exercised through proxy forms or electronic methods.
When it is time to convene a shareholders meeting, the chairman shall immediately convene the meeting, while announcing the number of non-voting rights and the number of shares represented by attending shareholders. However, that if the shareholders present do not represent a majority of the total amount of issued shares, the chairman may postpone the meeting, provided, however, that the postponement of the said meeting shall be limited to two times, and the total time postponed shall not exceed one hour. The chair may announce the meeting adjourned if there remain insufficient shareholders who represent one-thirds of all outstanding shares to attend the meeting after two postponements are made.
If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within 1 month.
When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders meeting pursuant to Article 174 of the Company Act.
Article 10 If the shareholders' meeting is convened by the board of directors, its agenda is set by the board of directors. The meeting is conducted in accordance with the agenda and it may not be changed without the resolutions reached in the shareholders' meeting.
The provision referred to above is applicable even when the shareholders' meeting is convened other than by the board of directors.
The Chairman may not announce the meeting is adjourned until a resolution is reached for the two procedures (including motions) referred to above. If the Chairman has announced the meeting adjourned in violation of the procedures, the other board directors shall promptly assist the shareholders presented with a majority of balloting rights to elect a chairman to continue the meeting in accordance with the legal procedures.
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The Chairman must give the proposal or the amendment and motion proposed by the shareholders an opportunity to be explained and discussed sufficiently until it is ready for balloting and then stop the discussion for balloting.
Article 11 Shareholders who wish to speak during the meeting must produce a Speak Request Form detailing the topics and the shareholder's name and account number (or the attendance ID serial). The order of shareholders' comments will be determined by the meeting chairman.
Shareholders who submit Speak Request Forms without actually speaking are considered to have remained silent. If the shareholder's actual comments differ from those stated in the Speak Request Form, the actual comments shall prevail.
Each shareholder may not speak on the same proposal more than twice and not more than 5 minutes each time unless otherwise permitted by the Chairman. However, the Chairman may stop the shareholder from speaking if the speech is in violation of regulations or outside the scope of the proposal.
While a shareholder is speaking, other shareholders cannot speak simultaneously or interfere in any way without the consent of the meeting chairman and the person speaking. The meeting chairman shall restrain any violators.
For corporate shareholders who have appointed two or more representatives to attend the shareholders meeting, only one representative may speak per agenda.
The Chairman may have the speech of the shareholder responded in person or by the designated personnel.
Article 12 The balloting of the shareholders' meeting is based on the shareholding represented.
For the resolutions of the shareholders' meeting reached, the shareholding of the shareholders without balloting right is excluded from the count of the outstanding shares.
Shareholders cannot vote, or appoint proxies to vote, on any agendas that present conflicting interests, if doing so may compromise The Company's interests.
The shareholding of the shareholders without balloting right referred to above is not included in the balloting rights of the shareholders presented.
Except for the trust enterprise or the securities brokerages approved by the securities competent authorities, the balloting rights of the representative who is commissioned by two or more shareholders shall not exceed 3% of the balloting rights representing the total outstanding shares and the portion in excess does not count.
Article 13 A shareholder shall be entitled to one vote for each share held, except when the shares are restricted to shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.
When holding a shareholders' meeting, the Company permits the shareholders to exercise their voting rights in writing or by electronic means. The voting methods will be specified in the shareholders meeting notice. Shareholders who have voted in writing or using the electronic method are considered to have attended the shareholders meeting in person. However, in respect of the motion and the amendment of the original proposal in the shareholders' meeting it is deemed as a waiver; therefore, the Company is advised to avoid proposing motion or the amendment of the original proposal.
The uses of written and electronic votes mentioned above must be delivered to The Company at least 2 days before the shareholders meeting. If there are duplicate submissions, the earlier submission shall prevail. However, exception is granted if the shareholder issues a proper declaration to withdraw the previous vote.
After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before 2 business days before the date of the shareholders meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by
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correspondence or electronic means shall prevail. If the shareholder has exercised written or electronic votes, and at the same time delegated a proxy to attend the shareholders meeting, then the voting decision exercised by the proxy shall prevail.
Unless otherwise provided in the Company Act and the Company’s Articles of Incorporation, the proposal is passed in the meeting by the shareholders represented a majority of the balloting rights.
The motion resolved by the Chairman’s consulting the attending shareholders without dissent is deemed as passed and with the same effect as voting.
For the proposal with an amendment or alternative put to vote, the Chairman is to have it prioritized for balloting with the original bill enclosed. If any solution is passed, all other proposals shall be deemed rejected and no further voting is necessary.
The meeting chairman will appoint a ballot examiner and a ballot counter for each agenda. However, the ballot examiner must be a Director.
The vote counting process of the shareholder’s balloting or election should be held openly at the meeting venue. The balloting result should be announced immediately at the meeting, including statistical weights, and it should be documented for record.
Article 14 The election of directors at the shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected, as well as a list of director and supervisor candidates who failed to be elected and the number of votes they obtained.
The ballots of the election referred to above should be sealed, signed, and reserved by the controller of ballot for safekeeping for at least one year. However, if a shareholder makes a litigious claim against The Company according to Article 189 of The Company Act, the above mentioned documents must be retained until the end of the litigation.
Article 15 The resolutions reached in the shareholders’ meeting must be documented in the minutes of meeting for the signature or seal of the Chairman. The minutes of meeting must be distributed to the shareholders in 20 days. The preparation and distribution of the minutes of shareholders’ meeting can be processed electronically.
The Company's minutes of shareholders’ meeting referred to above can be distributed by posting it on the MOPS.
The minutes must detail the date and venue of the meeting, the meeting chairman's name, the method of resolution, and the summary and results of meeting agendas. These minutes must be retained indefinitely.
Article 16 The Company must have the statistics of the number of shares by soliciting and by proxy prepared in the prescribed format and has it disclosed openly at the meeting venue on the meeting date.
Any resolution of the shareholders’ meeting with regard to any material information specified in the laws and by the competent authority should be uploaded onto the market observation post system by the Company within the specified time.
Article 17 The service personnel for the shareholders’ meeting shall wear identification badges or armbands.
The meeting chairman may instruct picketers or security staffs to help maintain order in the meeting. While maintaining order in the meeting, all picketers or security staffs must wear arm badges which identify their roles as "Staff".
If the meeting venue is equipped with speakerphones, the Chairman may stop the shareholders who do not use the device provided by the Company from speaking.
The Chairman may command the marshals or security guards to escort the shareholders to leave the meeting venue if they are in violation of the rules of procedure, disobey the Chairman, and interfere with the meeting proceeding.
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Article 18 The Chairman at his/her discretion may announce the meeting in recess; also, may announce to have the meeting suspended due to force majeure and announce the time for the meeting to resume.
If the venue of shareholders’ meeting is not available before the end of the procedures (including motions), the shareholders’ meeting may resolve to find another venue to continue the meeting.
A resolution may be adopted at a shareholders meeting to defer or resume the meeting within 5 days in accordance with Article 182 of the Company Act.
Article 19 These rules will be implemented after being approved in the shareholders’ meeting, same as the amendment.
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Appendix 4
AAEON TECHNOLOGY INC. Director Shareholding
- The Company's paid-in capital is NT$ 1,694,512,210 Total number of issued shares is 169,451,221.
- Pursuant to Article 26 of the Securities and Exchange Act, and the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the minimum shareholding of all directors should be 10,167,073 shares.
- As of the halt date for this shareholders' meeting, the shareholding of each director recorded in the shareholders' register is as below:
March 31, 2026
| Title | Name | Date elected | Shares Owned (share) | Shareholding percentage (%) | Representative |
|---|---|---|---|---|---|
| Chairman | Jui Hai Investment Co., Ltd. | 2025/5/29 | 4,739,647 | 2.80% | Yung-Shun Chuang |
| Director | Jui Hai Investment Co., Ltd. | 2025/5/29 | 4,739,647 | 2.80% | Chien-Hung., Lin |
| Director | Jui Hai Investment Co., Ltd. | 2025/5/29 | 4,739,647 | 2.80% | Fu-Chieh, Chuang |
| Director | ASUSTeK Computer Inc. | 2025/5/29 | 45,933,118 | 27.11% | Jonny Shih |
| Director | ASUSTeK Computer Inc. | 2025/5/29 | 45,933,118 | 27.11% | Jonathan Tsang |
| Director | ASUSTeK Computer Inc. | 2025/5/29 | 45,933,118 | 27.11% | S.Y. Hsu |
| Director | iBase Technology Inc. | 2025/5/29 | 43,773,212 | 25.83% | Chia-Fu, Lee |
| Director | iBase Technology Inc. | 2025/5/29 | 43,773,212 | 25.83% | Yu-Nan, Chen |
| Independent Director | Daho Yen | 2025/5/29 | 0 | 0 | |
| Independent Director | Kun-Chih, Chen | 2025/5/29 | 0 | 0 | |
| Independent Director | Shiou-Lian Lin | 2025/5/29 | 0 | 0 | |
| Independent Director | R.T. Tsai | 2025/5/29 | 0 | 0 | |
| Total | 94,445,977 | 55.74% |
Appendix 5
Other Information:
- Effect on the company’s operating performance, EPS, and shareholder ROI by this stock grant:
The Company did not publish any financial forecast for 2025 as required and the Company does not have any stock grant plan. Therefore, it is not applicable.
- Shareholder motions received for this year’s shareholders’ meeting:
(1) Pursuant to Article 172-1 of the Company Act, any shareholder who owns more than 1% of the total outstanding shares may submit the motion proposal to the general meeting in writing. The proposal should only include one motion and should be described in 300 words. Any proposal including more than one motion, or described in more than 300 words will not be accepted. The Shareholder who proposed needs to attend the Shareholders’ Meeting in person, or delegate others the power of attorney, and engage in the discussion.
(2) Proposals of shareholders’ motions should be submitted between March 20, 2026 and March 31, 2026, 9AM to 5PM. The announcement has been published on the Market Observation Post System.
(3) The Company did not receive any proposal of shareholders’ motion during the acceptance period.