Altek - AGM Information 2017 | FinancialReports.eu

Stock Code: 3059

【 Translation 】

Altek Corporation

Handbook for

2017 Annual General Shareholders’ Meeting

Date : June 16, 2017 at 9 a.m. Place: Room 203, No.2, Zhanye 1st Rd., Hsinchu City, Taiwan

‐‐‐‐‐‐Disclaimer‐‐‐‐

This English version is a translation based on the original Chinese version. Where any discrepancy arises between the two versions, the Chinese version shall prevail.

1. Meeting Procedure…………………………….…………………………………..….………	1
2. Meeting Agenda.………………………………………………………………..……..……….	2
Report Items………….…………………………..…………………………………...……..….	3
Recognition Items…………………………………………………………….………………..	4
Discussion and Election Items………………………………………………………..……	6
Extraordinary Motions……….………………………………..………………………...…..	8
Adjournment……….……………………………………….……..……………………………..	8
3. Attachment
I. 2016 Business Report…….…………………………………………………………………	9
II. 2016 Supervisors’ Audit Report…….…………………………………………………	11
III. 2016 Independent Auditor’s Report and Financial Statements……….	12
IV. Comparison Table for Articles of Incorporation…….………………………..	25
V. Comparison Table for Procedures for Acquisition or Disposal of Assets	29
VI. Comparison Table for Regulations Governing Loaning of Funds and
Making of Endorsements/Guarantees…….……………………………………..	37
VII. Comparison Table for Procedures for Election of Directors and
Supervisors…….……………………………………………………………………………..	39
VIII. Shareholdings of Directors and Supervisors…….……………………………	44
4. Appendix
I. Articles of Incorporation…….…………………………………….………………………	45
II. Rules of Procedure for Shareholders’ Meeting…………………………………	52
III. Procedures for Election of Directors and Supervisors……………..……...	55
IV. The proposals of the shareholders who have more than 1%
shareholding of the Company’s outstanding shares……………………....	58

Altek Corporation

The 2017 Annual General Shareholders’ Meeting Procedures

I. Call Meeting to Order

II. Chairman’s Address III. Report Items

IV. Recognition Items

V. Discussion and Election Items

VI. Extraordinary Motions

VII. Adjournment

Altek Corporation

The 2017 Annual General Shareholders’ Meeting Agenda

Time : June 16, 2017 (Friday) at 9:00 am

Place : Room 203, No. 2, ZhanYe 1[st] Road, Hsinchu City, Taiwan (R.O.C.)

Agenda

I. Call Meeting to Order (Announcing the shareholding of the attendees)

II. Chairman’s Address

III. Report Items

(I) 2016 business report
(II) 2016 Supervisors’ audit report

(III) Distribution of employees’ compensation as well as the remuneration for the Directors and Supervisors

(IV) To report the issuance of new common shares in private placement and/or issuance of domestic or overseas convertible bonds in private placement.

IV. Recognition Items

(I) 2016 business report and financial statements

(II) Distribution of 2016 earnings

V. Discussion and Election Items

(I) To revise the Articles of Incorporation.

(II) To revise the Procedures for Acquisition or Disposal of Assets.

(III)To revise the Regulations Governing Loaning of Funds and Making of

Endorsements/Guarantees.

(IV)To revise the Procedures for Election of Directors and Supervisors.

(V) To elect the board members for the 8th term.

(VI)To release the newly elected Directors from the non-competition

restrictions.

VI. Extraordinary Motions

VII. Adjournment

Report Items

Proposal 1: 2016 business report

Explanations:

Please refer to Attachment 1 (Page 9) for the 2016 business report.

Proposal 2: 2016 Supervisors’ audit report

Explanations:

Please refer to Attachment 2 (Page 11) for the Supervisors’ audit report.

Proposal 3: Distribution of employees’ compensation as well as the remuneration for the Directors and Supervisors

Explanations:

I.According to Article 25 of the Company’s Articles of Incorporation, the Company shall appropriate 10%~20% of the annual earnings, if any, as compensation to employees and appropriate no more than 2% of the annual earnings as remuneration to Directors and Supervisors.
II.It’s proposed to appropriate 15% of the annual earnings, equivalent to NT$13,383,318, as compensation to employees and 2% of the annual earnings, equivalent to NT$1,784,442, as remuneration to Directors and Supervisors. The aforementioned amounts are the same as the amounts estimated in 2016 and they will all be paid in cash.

Proposal 4: To report the issuance of new common shares in private placement and/or issuance of domestic or overseas convertible bonds in private placement.

Explanations:

I.On June 17, 2016 the Annual General Shareholders’ Meeting approved to issue new common shares in private placement and/or issue domestic or overseas convertible bonds in private placement (hereinafter “the Fund Raising”) not exceeding 70,000,000 shares subject to Article 43‐6 of Securities and Exchange Act, and carry out the Fund Raising in one time or multiple times as well as in one way or multiple ways within one year.
II.The above Fund Raising will be due on June 16, 2017 and is never being raised within past one year. The Board of Directors has resolved on May 5, 2017 that not to raise the above fund in the remaining period.

Recognition Items

Proposal 1: 2016 business report and financial statements (Proposed by the Board of Directors) Explanations:

I. The Company’s 2016 financial statements were audited by CPA Dian-Yi Lee and CPA Yu-Kuan Lin of PricewaterhouseCoopers Taiwan that were presented and resolved along with the business report in the 16[th] board meeting of the 7[th] term of Board of Directors. The aforementioned financial statements and business report have be submitted to and be reviewed by the Supervisors.

II. Please refer to Attachment 1 (Page 9) for the business report and

Attachment 3 (Page 12~24) for the independent auditor’s report and financial statements.

Resolutions:

Proposal 2: Distribution of 2016 earnings (Proposed by the Board of Directors)

Explanations:

I. The Company plans to distribute the 2016 earnings in accordance with the

Company Law and the Company’s Articles of Incorporation as follows:

		Unit: NTD
Item		Amount
Unappropriated earnings – beginning Add:The actuarial benefits of the current defined benefit plan Add: The 2016 net income Less: 10% legal reserve Current earnings available for distribution Distribution: Cash dividend (NT$0.8 per share) Unappropriated earnings - ending		2,885,778,760 6,512,749 53,800,029 (5,380,003)
		2,940,711,535
		(215,595,882)
		2,725,115,653
Note 1: The cash dividend per share for the aforementioned shareholders is computed in accordance with the 269,494,852 shares entitled to the dividend distribution as of March 16, 2017. The cash dividend less than NT$1 for the odd shares will be booked as other income of the Company. Note 2: The distribution of earnings is based on the earnings generated in 2016 and the insufficient amount, if any, is to be replenished with the earnings of previous years according to the last-in-first-out principle.

II. The Board of Directors resolved to authorize the Chairman to schedule the ex-dividend date, dividend distribution date, and other relevant matters as soon as the proposal of earnings distribution resolved in the 2017 annual general shareholders’ meeting. If the outstanding shares are affected by the changes in the capital stock of the Company and thus affects the distribution ratio to shareholders, the Chairman is authorized to handle the relevant matters discretionally.

Resolutions:

Discussion and Election Items

Proposal 1: To revise the Articles of Incorporation. (Proposed by the Board of Directors) Explanations:

For establishing the Audit Committee in compliance with the regulations, it is proposed to have relevant clauses of the Company’s Articles of Incorporation amended. Please refer to Attachment IV (page 25 ~ 28) for the amendments made before and after.

Resolutions:

Proposal 2: To revise the Procedures for Acquisition or Disposal of Assets. (Proposed by the Board of Directors)

Explanations:

For establishing the Audit Committee in compliance with the regulations and other amended regulations, it is proposed to have relevant clauses of the Company’s Procedures for Acquisition or Disposal of Assets amended. Please refer to Attachment V (page 29 ~ 36) for the amendments made before and after.

Resolutions:

Proposal 3: To revise the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees. (Proposed by the Board of Directors)

Explanations:

For establishing the Audit Committee in compliance with the regulations, it is proposed to have relevant clauses of the Company’s Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees amended. Please refer to Attachment VI (page 37 ~ 38) for the amendments made before and after.

Resolutions:

Proposal 4: To revise the Procedures for Election of Directors and Supervisors. (Proposed by the Board of Directors)
Explanations:

For establishing the Audit Committee in compliance with the regulations, it is proposed to have relevant clauses of the Company’s Procedures for Election of Directors and Supervisors amended and to have it renamed as Procedures for Election of Directors. Please refer to Attachment VII (page 39 ~ 43) for the amendments made before and after.

Resolutions:

Proposal 5: To elect the board members for the 8th term. (Proposed by the Board of Directors)

Explanations:

I. The 7[th] term of the Board of Directors and Supervisors of the Company were elected at the annual general shareholders’ meeting on June 19, 2014 and will expire on June 18, 2017. Since the shareholders’ meeting will be held on June 16, 2017 ahead of the schedule, the 8[th] term of Board of Directors (including Independent Directors) will be elected accordingly in accordance with Articles 199-1 and Articles 227 of the Company Law. The 7[th] session of the Directors will be discharged on the date when the 8[th] session of the Directors begins their duties (which is 16[th] June, 2017).

II. The Company intends to set up the Audit Committee in accordance with the Securities and Exchange Act, which shall be organized by all three Independent Directors and perform the duties of the Supervisors; therefore, no Supervisor will be appointed according to the law and regulations.

III. The Company has seven~nine Directors elected for a term of three years that shall be elected among the competent individuals in the shareholders’ meeting and they can be elected for a second term according to Article 15 of the Articles of Incorporation of the Company. There should be not less than two Independent Directors elected among the aforementioned Board Directors, which shall not be less than one fifth of the seats of the Directors. It was resolved in the 16[th] meeting of the Company’s 7[th] term of Board of Directors that the seven Directors (including three Independent Directors) elected for the 8[th] term of Board of Directors begin their duties for a term of three years from June 16, 2017 to June 15, 2020.

IV. The Independent Directors of the Company are elected according to the nomination system for candidates and the list of candidates for Independent Directors has been examined and approved in the 17[th] meeting of the 7[th] term of Board of Directors. The information related to their education, experience, and shareholding is as follows:

Name	Education	Experience
Ying Chih Hsieh	The University of Dallas MBA	President of Taiwan Securities Co., Ltd. Hong Kong Branch Vice President of Securities, SinoPac Holdings
Ching Jen Hu	University of California Master of Science in Mechanical Engineering	Senior Vice President of Etron Technology Inc. President of LED BU of Walsin Lihwa Corp.
MORI SHOREI	Researcher of Faculty of Engineering The University of Tokyo	Director of Fuji Film Corp. Japan

Result of election:

Proposal 6: To release the newly elected Directors from the non-competition restrictions. (Proposed by the Board of Directors) Explanations:

I. According to Article 209 of the Company Law, the Directors conducting the same or similar business with the Company’s business for themselves or others shall explain the important contents of their acts in the shareholders’ meeting for approval.

II. For the Directors (including the Independent Directors) and their representatives of the Company newly elected in the 2017 annual general shareholders’ meeting, under the precondition of not jeopardizing the Company’s best interests, it’s proposed to release the non-competition restrictions in accordance with Article 209 of the Company Law. The scope of aforementioned non-competition restrictions to be released is to be explained when discussed in the annual general shareholders’ meeting.

Resolutions:

Extraordinary Motions

Adjournment

Attachment 1

Altek Corporation

2016 Business Report

With the support of all shareholders and colleagues, the Company has been actively transformed into a digital imaging solution provider. In the year of 2016, the solutions including digital image processing chip, dual lens camera module, and image processing technology licensing continued penetrating several international smart phone supply chain successfully; also, new wearable image products continued to appear in market. However, due to the shortage of key components as a result of the earthquake in Japan and the delay of launching new products by the customers, the Company’s consolidated revenue amounted to NT$11.58 billion in 2016, representing a decrease of approximately 7.3% from the previous year; furthermore, the consolidated gross profit rate was 13%, the net income was NT$53.8 million, and the earnings per share was NT$0.2.

Due to the broad application of the digital image, the Company has applied the digital image technology that was developed through years of efforts to provide customers with image chips, camera modules, image processing technology licensing, wearable image products, and other digital imaging solutions. Since the mobile phone with dual camera design has become one of the trends, more mid- and high-end mobile phones are expected to be adopted that is expected to help increase the market penetration rate of the dual-camera mobile phone. If there is no significant change in the market, the growth of the wearable image product can also be expected. In the prospect, the use of image technology in the fields of 3D sensing, virtual reality, depth learning, artificial intelligence, and driverless car will become more vigorous and play a key role. The Company will continue to invest more research and development resources in the image technology in order to develop more market-oriented products and to grasp this opportunity for growth.

In the prospect of this year, while facing the rapid changes in new technologies, new materials, and new technologies, all Altek colleagues still need to overcome the

possible challenges in the business environments, continue to deepen the core technology of digital image, enhance product added value, provide customers with total solutions and services, and continuously improve the market share and influence in the field of digital image, as well as continuing to strengthen the aspects of system, procedure, and production in order to enhance the overall competitiveness, growth, and profitability. The Company’s management team and employees will continue to be dedicated to pursuing the best interests of all shareholders with the business philosophy of precision, promptness, innovation, quality, cost, flexibility and efficiency. We would like to thank our shareholders for your continuing supports and encouragement to the Company.

Chairman & CEO Alex Hsia

Attachment 2

Supervisors’ Audit Report

To: The 2017 Annual General Shareholders’ Meeting

The Company’s 2016 financial statements (including the consolidated financial statements) were audited by CPA Dian-Yi Lee and CPA Yu-Kuan Lin of PricewaterhouseCoopers Taiwan that were presented fairly, in all material respects, regarding the Company’s financial position, and the results of operations and cash flows. We have reviewed the said business report, financial statements, and proposal for surplus earnings distribution that were prepared by the Board of Directors without finding any nonconformity. We submit this Supervisors’ report in accordance with Article 219 of the Company Law .

Supervisor: Tim Liou Supervisor: Amy Chien Supervisor: Alex P. C. Liu

March 27, 2017

Attachment 3

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR 16000168 (In Thousands of New Taiwan Dollars) To the Board of Directors and Shareholders of Altek Corporation

Opinion

We have audited the accompanying consolidated balance sheets of Altek Corporation and its subsidiaries (the “Group”) as at December 31, 2016 and 2015, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2016 and 2015, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparations of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations 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 generally accepted auditing standards in the Republic of China (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. 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 the consolidated financial statements of the current period. These matters were addressed in the

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context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Allowance for inventory valuation losses

Description

Please refer to Note 4(11) for description of accounting policy on inventory valuation. Please refer to Note 5(2) for accounting estimates and assumption uncertainty in relation to inventory valuation. Please refer to Note 6(4) for description of allowance for inventory valuation losses.

The Group is primarily engaged in manufacturing and sales of digital image application products. As the Group is in a rapidly changing industry and the short life cycle of electronic products and the highly competitive nature of the market, there is a higher risk of incurring inventory valuation losses or having obsolete inventory. The Group measuring inventories sold at the lower of cost and net realisable value. For inventory that is over certain age and individually identified obsolete or ruined inventory, recognising losses at net realisable value. Aforementioned allowance for inventory valuation losses mainly arising from individually identified obsolete or ruined inventory, since the value of inventories is significant, inventory kinds is various, and the individual identification of inventory usually involves human judgment which belongs to the area that needs to be judged in the audit process. Thus, we identified valuation of allowance for inventory losses as one of key audit matters.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

A. Understanding and assessing the provision policy on inventory valuation losses.
B. Obtaining the statement of individually identified obsolete inventory prepared by management and checking the accuracy of stock age analysis report and relevant information.
C. Checking the reasonableness of net realisable value of inventory to assess the consistency between valuation of market value decline and its provision policy, and assessing the reasonableness of allowance for valuation losses determined by the Group.

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Timing of sales revenue recognition

Description

Please refer to Note 4(25) for accounting policies of revenue recognition. The Company and its subsidiaries’ revenue mainly arises from export and the cash amounts are material. As the sales terms vary from customers who located around Mainland China, Europe and America, the terms in customer orders and contracts are essential to be judged. As it involves judgement and identification of ownership transfer timing of risk and compensation, we consider the timing of revenue recognition a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

A. Assessing the appropriation of policies on sales revenue recognition.
B. Assessing and testing the design of internal controls that are relevant to sales revenue recognition and the effectiveness of execution.
C. Performing cutoff test on sales revenue in specific period around balance sheet date.
D. Performing confirmation and substantive test on the balance of accounts receivable at the end of period to confirm accounts receivable and relevant sales revenue have been recorded in accurate period.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion on the parent company only financial statements of Altek Corporation as at and for the years ended December 31, 2016 and 2015.

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 “Regulations Governing the Preparations of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the 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.

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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 supervisors, are responsible for overseeing the Group’s financial reporting process.

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 ROC GAAS 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 ROC GAAS, we exercise professional judgment and maintain 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.

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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 Group’s ability 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 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 to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated 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 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 audit.

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.

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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated 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.

PricewaterhouseCoopers, Taiwan Hsinchu, Taiwan Republic of China March 27, 2017

------------------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31

(Expressed in thousands of New Taiwan dollars)

Assets	2016	2015
	AMOUNT `$` `4,849,989` `693,709` `349` `2,783,145` `19,943` `3,628` `1,470,971` `210,016` `19,772` `10,051,522` `147,834` `126,757` `4,657,848` `92,917` `69,782` `80,472` `5,175,610` `$` `15,227,132`	AMOUNT `$` `5,741,973` `427,531` `17,264` `2,251,748` `21,199` `2,061` `1,061,419` `115,452` `10,869` `9,649,516` `143,995` `138,206` `5,211,143` `93,713` `71,834` `91,771` `5,750,662` `$` `15,400,178`	%
Current assets 1100 Cash and cash equivalents 1110 Current financial assets at fair value through profit or loss 1150 Notes receivable, net 1170 Accounts receivable, net 1200 Other receivables 1220 Current income tax assets 130X Inventories, net 1410 Prepayments 1470 Other current assets 11XX Current Assets Non-current assets 1543 Non-current financial assets at cost 1550 Investments accounted for using equity method 1600 Property, plant and equipment, net 1780 Intangible assets, net 1840 Deferred income tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets			`37` `3` `-` `15` `-` `-` `7` `1` `-`
			`63`
			`1` `1` `34` `1` `-` `-`
			`37`
			`100`

(Continued)

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ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity 2016
2015
Notes
AMOUNT
%
AMOUNT
%
6(10)
$
2,415,000
16
$
1,730,000
11
2,417,239
16
2,422,069
16
445,206
3
510,923
3
79,253
1
62,273
1
6(13)
52,247
-
36,998
-
204,924
1
355,698
2
5,613,869
37
5,117,961
33
6(13)
121,819
1
98,880
1
6(24)
442,112
3
528,141
3
6(11)
16,339
-
26,344
-
580,270
4
653,365
4
6,194,139
41
5,771,326
37
6(14)
2,739,788
18
2,726,938
18
6(15)
1,862,914
12
1,975,772
13
6(16)
1,374,374
9
1,347,010
9
142,456
1
142,456
1
2,946,092
19
3,047,283
20
6(17)
(
25,521 )
-
414,647
2
6(14)
(
129,393 ) (
1) (
129,393) (
1)
8,910,710
58
9,524,713
62
122,283
1
104,139
1
9,032,993
59
9,628,852
63
9
$
15,227,132
100
$
15,400,178
100

Current liabilities
2100
Short-term borrowings
2170
Accounts payable
2200
Other payables
2230
Current income tax liabilities
2250
Provisions for liabilities - current
2300
Other current liabilities
21XX
Current Liabilities
Non-current liabilities
2550
Provisions for liabilities -
noncurrent
2570
Deferred income tax liabilities
2600
Other non-current liabilities
25XX
Non-current liabilities
2XXX
Total Liabilities
Equity attributable to owners of
parent
Share capital
3110
Common stock
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
Other equity interest
3400
Other equity interest
3500
Treasury stocks
31XX
Equity attributable to owners
of the parent
36XX
Non-controlling interest
3XXX
Total equity
Significant contingent liabilities
and unrecognised contract
commitments
3X2X
Total liabilities and equity

Liabilities and Equity	2016 2015 Notes AMOUNT % AMOUNT % 6(10) `$` `2,415,000` `16` `$` `1,730,000` `11` `2,417,239` `16` `2,422,069` `16` `445,206` `3` `510,923` `3` `79,253` `1` `62,273` `1` 6(13) `52,247` `-` `36,998` `-` `204,924` `1` `355,698` `2` `5,613,869` `37` `5,117,961` `33` 6(13) `121,819` `1` `98,880` `1` 6(24) `442,112` `3` `528,141` `3` 6(11) `16,339` `-` `26,344` `-` `580,270` `4` `653,365` `4` `6,194,139` `41` `5,771,326` `37` 6(14) `2,739,788` `18` `2,726,938` `18` 6(15) `1,862,914` `12` `1,975,772` `13` 6(16) `1,374,374` `9` `1,347,010` `9` `142,456` `1` `142,456` `1` `2,946,092` `19` `3,047,283` `20` 6(17) `(` `25,521 )` `-` `414,647` `2` 6(14) `(` `129,393 ) (` `1) (` `129,393) (` `1)` `8,910,710` `58` `9,524,713` `62` `122,283` `1` `104,139` `1` `9,032,993` `59` `9,628,852` `63` 9 `$` `15,227,132` `100` `$` `15,400,178` `100`
Current liabilities 2100 Short-term borrowings 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2250 Provisions for liabilities - current 2300 Other current liabilities 21XX Current Liabilities Non-current liabilities 2550 Provisions for liabilities - noncurrent 2570 Deferred income tax liabilities 2600 Other non-current liabilities 25XX Non-current liabilities 2XXX Total Liabilities Equity attributable to owners of parent Share capital 3110 Common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3500 Treasury stocks 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity Significant contingent liabilities and unrecognised contract commitments 3X2X Total liabilities and equity

The accompanying notes are an integral part of these consolidated financial statements.

~8~

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items	2016 2015 Notes AMOUNT % AMOUNT % 6(18) and 7 $ 11,577,046 100 $ 12,492,029 100 6(22)(23) ( 10,021,302)( 87)( 10,923,243)( 87) 1,555,744 13 1,568,786 13 6(22)(23) ( 93,892)( 1)( 65,012)( 1) ( 383,011)( 3)( 230,592)( 2) ( 1,033,082)( 9)( 1,046,831)( 8) ( 1,509,985)( 13)( 1,342,435)( 11) 45,759 - 226,351 2 6(19) 98,970 1 90,192 - 6(20) 71,965 1 1,602 - 6(21) ( 26,119) - ( 20,459) - 6(6) - - ( 15,175) - 144,816 2 56,160 - 190,575 2 282,511 2 6(24) ( 90,467)( 1)( 8,131) - $ 100,108 1 $ 274,380 2
4000 Sales revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General & administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of loss of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year

Items

2016
2015
Notes
AMOUNT
%
AMOUNT
%
6(18) and 7
$ 11,577,046
100
$ 12,492,029
100
6(22)(23)
(
10,021,302)(
87)(
10,923,243)(
87)
1,555,744
13
1,568,786
13
6(22)(23)
(
93,892)(
1)(
65,012)(
1)
(
383,011)(
3)(
230,592)(
2)
(
1,033,082)(
9)(
1,046,831)(
8)
(
1,509,985)(
13)(
1,342,435)(
11)
45,759
-
226,351
2
6(19)
98,970
1
90,192
-
6(20)
71,965
1
1,602
-
6(21)
(
26,119)
- (
20,459)
-
6(6)
-
- (
15,175)
-
144,816
2
56,160
-
190,575
2
282,511
2
6(24)
(
90,467)(
1)(
8,131)
-
$ 100,108
1
$ 274,380
2

4000
Sales revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General & administrative
expenses
6300
Research and development
expenses
6000
Total operating expenses
6900
Operating profit
Non-operating income and
expenses
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of loss of associates
and joint ventures accounted
for under equity method
7000
Total non-operating
income and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year

(Continued)

~9~

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items	2015
		%
Other comprehensive income 8311 Other comprehensive income, before tax, actuarial gains (losses) on defined benefit plans 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8361 Currency translation differences of foreign operations 8370 Share of other comprehensive loss of associates and joint ventures accounted for under equity method 8399 Income tax relating to the components of other comprehensive income 8360 Components of other comprehensive loss that will be reclassified to profit or loss 8300 Total other comprehensive loss for the year 8500 Total comprehensive (loss) income for the year Profit,attributable to: 8610 Owners of the parent 8620 Non-controlling interest Profit (loss) for the year Comprehensive (loss) income attributable to: 8710 Owners of the parent 8720 Non-controlling interest Total comprehensive income (loss) for the year 9750 Basic earnings per share 9850 Diluted earnings per share		`-` `-`
		`-`
		`-` `-` `-`
		`-`
		`-`
		`2`
		`2` `-`
		`2`
		`2` `-`
		`2`
		`1.02`
	`$`	`1.01`

The accompanying notes are an integral part of these consolidated financial statements.

~10~

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31

(Expressed in thousands of New Taiwan dollars)

Notes				Equity att	ributable to owners of	the parent	the parent			Non-controlling interest	Total equity
	Common stock	Capital surplus		RetainedEarnings		Otherequityinterest		Treasurystocks	Total
			Legal reserve	Special reserve	Unappropriated retained earnings	Currency translation differences of foreign operations	Other equity - others
6(16) 6(15)(16) 6(12)(15)(17) 6(12)(15)(17) 6(28) 6(17)	`$ 2,701,358` `-` `-` `1,180` `24,400` `-` `-` `-` `-` `-` `-` `$ 2,726,938`	`$ 2,063,551` `-` `(` `135,127 )` `5,733` `40,992` `-` `-` `623` `-` `-` `-` `$ 1,975,772`	`$ 1,319,477` `27,533` `-` `-` `-` `-` `-` `-` `-` `-` `-` `$ 1,347,010`	`$` `142,456` `-` `-` `-` `-` `-` `-` `-` `-` `-` `-` `$` `142,456`	`$` `2,964,969` `(` `27,533` `)` `(` `135,127` `)` `-` `-` `-` `(` `25,024` `)` `-` `273,643` `(` `3,645` `)` `-` `$` `3,047,283`	`$` `481,868` `-` `-` `-` `-` `-` `-` `-` `-` `(` `4,100 )` `-` `$` `477,768`	`$` `-` `-` `-` `2,271` `(` `65,392 )` `-` `-` `-` `-` `-` `-` `($` `63,121 )`	`$` `-` `-` `-` `-` `-` `(` `129,393 )` `-` `-` `-` `-` `-` `($` `129,393 )`	`$ 9,673,679` `-` `(` `270,254 )` `9,184` `-` `(` `129,393 )` `(` `25,024 )` `623` `273,643` `(` `7,745 )` `-` `$ 9,524,713`	`$` `6,449` `-` `-` `-` `-` `-` `25,024` `(` `623 )` `737` `(` `4,019 )` `76,571` `$` `104,139`	`$` `9,680,128` `-` `(` `270,254 )` `9,184` `-` `(` `129,393 )` `-` `-` `274,380` `(` `11,764 )` `76,571` `$` `9,628,852`

(Continued)

~11~

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31

(Expressed in thousands of New Taiwan dollars)

Notes				Equity att	ributable to owners of	ributable to owners of	the parent	the parent			Non-controlling interest	Total equity
	Common stock	Capital surplus		RetainedEarnings			Otherequityinterest		Treasurystocks	Total
			Legal reserve	Special reserve	Unappropriated retained earnings		Currency translation differences of foreign operations	Other equity - others
6(16) 6(15)(16) 6(12)(15)(17) 6(12)(15)(17) 6(28) 6(17)	`$ 2,726,938` `-` `-` `-` `15,600` `(` `2,750 )` `-` `-` `-` `-` `$ 2,739,788`	`$ 1,975,772` `-` `(` `134,140 )` `236` `25,713` `(` `4,620 )` `(` `47 )` `-` `-` `-` `$ 1,862,914`	`$ 1,347,010` `27,364` `-` `-` `-` `-` `-` `-` `-` `-` `$ 1,374,374`	`$` `142,456` `-` `-` `-` `-` `-` `-` `-` `-` `-` `$` `142,456`	`$` `3,047,283` `(` `27,364 )` `(` `134,140 )` `-` `-` `-` `-`		`$` `477,768` `-` `-` `-` `-` `-` `-` `-` `(` `442,759 )` `-` `$` `35,009`	`($` `63,121 )` `-` `-` `36,534` `(` `41,313 )` `7,370` `-` `-` `-` `-` `($` `60,530 )`	`($` `129,393 )` `-` `-` `-` `-` `-` `-` `-` `-` `-` `($` `129,393 )`	`$ 9,524,713` `-` `(` `268,280 )` `36,770` `-` `-` `(` `47 )` `53,800` `(` `436,246 )` `-` `$ 8,910,710`	`$` `104,139` `-` `-` `-` `-` `-` `47` `46,308` `(` `2,194 )` `(` `26,017 )` `$` `122,283`	`$` `9,628,852` `-` `(` `268,280 )` `36,770` `-` `-` `-` `100,108` `(` `438,440 )` `(` `26,017 )` `$` `9,032,993`
						`53,800`
						`6,513` `-` `$` `2,946,092`

The accompanying notes are an integral part of these consolidated financial statements.

~12~

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation

Amortisation

Provision for doubtful accounts

Net gain on financial assets at fair value through profit or loss

Impairment loss on financial assets for using equity method

Proceeds from disposal of financial assets at cost

Interest expense

Interest income

Cash dividends income

Share-based payment compensation cost

Share of loss of associates and joint ventures accounted for under
equity method
Gain on disposal of property, plant and equipment

Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or loss - current
Notes receivable
Accounts receivable
Other receivables
Inventories
Prepayments
Other current assets
Changes in operating liabilities
Accounts payable
Other payables
Provisions for liabilities
Other current liabilities
Other non-current liabilities
Cash (outflow) inflow generated from operations
Interest received
Cash dividends received
Interest paid
Income tax paid
Net cash flows (used in) from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at cost
Proceeds from liquidation of financial assets at cost
Proceeds from capital reduction of financial assets at cost
Acquisition of property, plant and equipment

Proceeds from disposal of property, plant and equipment
Increase in intangible assets

Decrease (increase) in deposits received
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings
Increase (decrease) in deposits-in
Employee stock options exercised
Payment to acquire treasury stocks

Cash dividends from capital surplus
Changes in non-controlling interest

Net cash flows from (used in) financing activities
Effect of exchange rate
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year Notes
2016
2015
$
190,575 $
282,511
6(7)(22)
340,366
426,624
6(8)(22)
14,911
15,529
6(3)
9,093
502
6(2)(20)
(
761 ) (
2,005 )
6(20)
-
20,442
6(5)(20)
- (
10,833 )
6(21)
26,119
20,459
6(19)
(
52,135 ) (
50,299 )
6(19)
(
7,509 ) (
267 )
6(12)
36,770
5,113
-
15,175
6(20)
(
2,405 ) (
1,974 )
(
265,417 ) (
63,124 )
16,962
55,710
(
614,037 )
106,201
(
4,800 )
814
(
509,643 )
93,137
(
102,393 )
76,547
(
189 ) (
6,875 )
175,121 (
452,745 )
(
8,234 ) (
61,409 )
38,188 (
48,626 )
(
149,947 ) (
76,208 )
(
5,676 )
422
(
875,041 )
344,821
57,071
48,383
7,509
267
(
25,839 ) (
20,364 )
(
69,180 ) (
57,103 )
(
905,480 )
316,004
(
14,583 ) (
20,389 )
-
32,480
7,998
5,806
6(27)
(
99,656 ) (
53,096 )
22,248
1,974
6(27)
(
6,348 ) (
8,839 )
7,376 (
7,274 )
(
82,965 ) (
49,338 )
685,000
320,000
4,230 (
6,103 )
-
4,071
6(14)
- (
129,393 )
(
268,280 ) (
270,254 )
6(28)
(
26,017 )
76,571
394,933 (
5,108 )
(
298,472 )
38,565
(
891,984 )
300,123
6(1)
5,741,973
5,441,850
6(1)
$
4,849,989 $
5,741,973

The accompanying notes are an integral part of these consolidated financial statements.

~13~

Attachment 4

Comparison Table for Articles of Incorporation

	Article after Revision		Article before Revision	Reason for Revision
	Chapter IV Directors,Audit Committee and Managerial Officers		Chapter IV Directors,Supervisorsand Managerial Officers	To set up an Audit Committee to replace Supervisors.
	Article 15: The Company shall have seven (7) to nine (9) Directors to be elected by the shareholders’ meeting from among candidates with disposing capacity. The term of office is three (3) years and they may continue in office if re-elected. Among the above-mentioned number of Directors, the Company shall have not less thanthree (3)in number and not less than one-fifth of the total number of Directors as Independent Directors, who shall be elected by the shareholders under the candidate nomination system. The election of independent and non-independent Directors shall be held together but the votes shall be calculated separately. The Company shall establish an Audit Committee according to Article 14-4 of Securities and Exchange Act. The Audit Committee shall be composed of the entire number of Independent Directors. The aggregate shareholding percentages of the entire bodies of Directors shall comply with “the Rules and Review Procedure for Director and Supervisor Share Ownership Rate at Public Companies” bythe securities		Article 15: The Company shall have seven (7) to nine (9) Directors and three (3) Supervisorsto be elected by the shareholders’ meeting from among candidates with disposing capacity. The term of office is three (3) years and they may continue in office if re-elected. Among the above-mentioned number of Directors, the Company shall have not less thantwo (2)in number and not less than one-fifth of the total number of Directors as Independent Directors, who shall be elected by the shareholders under the candidate nomination system. The election of independent and non-independent Directors shall be held together but the votes shall be calculated separately. The aggregate shareholding percentages of the entire bodies of Directorsand Supervisorsshall comply with “the Rules and Review Procedure for Director and Supervisor Share Ownership Rate at Public Companies” by the securities supervisory authorities. When the Company has established an Audit Committee to replace the Supervisors, the Company is not subject to the provisions	To set up an Audit Committee according to Article 14-4 of Securities and Exchange Act.

Article after Revision	Article before Revision	Reason for Revision
supervisory authorities.	regarding the Supervisors’ during the Audit Committee’s term of office. The Audit Committee shall be composed of the entire number of Independent Directors.
Article 20: The organization, authority, meeting procedures and other related matters of the Company’s Audit Committee shall follow the laws and competent authority of securities’regulations.	Article 20: Supervisors shall have the following authorities: 1.To investigate the financial conditions of the Company. 2.To examine the accounting books and documents of the Company. 3.To supervise the execution of business operations of the Company. 4.To review the Company’s budget and final accounts. 5.To audit the proposal of distributing surplus and subsidizing deficit. 6.Other rights empowered from the Company Act.	To revise this Article according to Article 15.
Article 21. The Board of Directors is authorized to determine the remuneration for the Directors, taking into account the extent of his/her participation and contribution to the Company and with reference to the normal standard of the industry regardless of profit or loss of the Company. The Company may pay the traffic allowance to the Directors with reference to the normal standard of the industry and purchase the liability insurance for the Directors.	Article 21. The Board of Directors is authorized to determine the remuneration for the Directorsand Supervisors, taking into account the extent of his/her participation and contribution to the Company and with reference to the normal standard of the industry regardless of profit or loss of the Company. The Company may pay the traffic allowance to the Directorsand Supervisorswith reference to the normal standard of the industry and purchase the liability insurance for the Directorsand Supervisors.	To revise this Article according to Article 15.
Article 24: At the end of each fiscal year, the Board of Directors of the	Article 24: At the end of each fiscal year, the Board of Directors of the	To revise this Article according to Article 15.

	Article after Revision		Article before Revision	Reason for Revision
	Company shall prepare the following documents, which shall be submitted to the Audit Committeefor auditing thirty (30) days prior to the regular shareholders’ meeting pursuant to Article 228 of the Company Act.The Audit Committee shall submit the auditing report to the shareholders'meeting for approval. However, the Securities and Exchange Act or other laws shall be followed if they have regulated in some other ways. 1. Business report; 2. Financial statement; 3. Surplus earnings distribution or loss make-up proposal		Company shall prepare the following documents, which shall be submitted tothe Supervisorsfor auditing thirty (30) days prior to the regular shareholders’ meeting pursuant to Article 228 of the Company Act.The Supervisors shall submit the auditing report to the shareholders' meeting for approval. 1. Business report; 2. Financial statement; 3. Surplus earnings distribution or loss make-up proposal
	Article 25: The Company shall distribute ten percent (10%) to twenty percent (20%) of profit of the current year as employees’ compensation and not more than two percent (2%) of profit of the current year as the Directors’ remuneration. However, the Company's accumulated losses shall have been covered. Employees’ compensation may be distributed in the form of shares or in cash. The employees of the Company’s subsidiaries which the Company owns more than fifty percent (50%) of the shares may be entitled to receive the employees’ compensation. Profit of the current year mentioned in section one shall mean pre-tax benefit of the currentyear before		Article 25: The Company shall distribute ten percent (10%) to twenty percent (20%) of profit of the current year as employees’ compensation and not more than two percent (2%) of profit of the current year as the remuneration of Directors and Supervisors.However, the Company's accumulated losses shall have been covered. Employees’ compensation may be distributed in the form of shares or in cash. The employees of the Company’s subsidiaries which the Company owns more than fifty percent (50%) of the shares may be entitled to receive the employees’ compensation. Profit of the current year mentioned in section one shall meanpre-tax benefit of the	To revise this Article according to Article 15.

	Article after Revision		Article before Revision	Reason for Revision
	deducting the employees’ compensation and the Directors’ remuneration. The distribution of the employees’ compensation and the Directors’ remuneration shall be resolved by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of Directors. And a report of such distribution shall be submitted to the shareholders' meeting. Before the Company sets up the Audit Committee, the total remuneration of Directors and Supervisors shall not exceed two percent (2%) of profit of the current year, and this article shall apply.		current year before deducting the employees’ compensation and the remuneration of Directorsand Supervisors.The distribution of the employees’ compensation and the remuneration of Directorsand Supervisorsshall be resolved by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of Directors. And a report of such distribution shall be submitted to the shareholders' meeting.
	Article 32. With the consent of the promotes in the promoter‘s meeting, the Articles of Incorporations were duly stipulated on December 20, 1996. The Articles were duly amended on December 26, 1996 as the 1st amendment~ the 17th amendment….(omit) The Articles were duly amended on June17, 2016 as the 18th amendment. The Articles were duly amended on June 16, 2017 as the 19th amendment.		Article 32. With the consent of the promotes in the promoter‘s meeting, the Articles of Incorporations were duly stipulated on December 20, 1996. The Articles were duly amended on December 26, 1996 as the 1st amendment~ the 17th amendment….(omit) The Articles were duly amended on June17, 2016 as the 18th amendment.	To add the date of revision.

Attachment 5

Comparison Table for Procedures for Acquisition or Disposal of Assets

Article after Revision		Article before Revision	Reason for Revision
Article 3 Definitions I.(omitted…) II. Assets acquired or disposed through mergers, demergers, acquisitions, or transfer of shares in accordance with law: Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156, paragraph8of the Company Act. III~VVI(omitted…)		Article 3 Definitions I.(omitted…) II. Assets acquired or disposed through mergers, demergers, acquisitions, or transfer of shares in accordance with law: Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156, paragraph6of the Company Act. III~VVI(omitted…)	To conform to the amendment of the Company Act.
Article 5 Disposition Procedures for the Acquisition or Disposal of Securities I. Appraisal procedures 1. Purchase, reserve and sell of the Company’s securities shall be made subject to the Company’s internal control system investment cycle`、`related operating regulation and the Procedures after the management unit conducts the feasibility assessment. 2. The Company acquiring or disposingof securities shall,		Article 5 Disposition Procedures for the Acquisition or Disposal of Securities I. Appraisal procedures 1. Purchase, reserve and sell of the Company’slong term and short termsecurities shall be made subject to the Company’s internal control system investment cycle`、`long term and short term shareholding investment operating regulation and the Procedures after the management unit conducts the feasibility assessment. 2. The Company acquiring or disposingof securities shall,	To conform to the amendment of laws and regulations.

	Article after Revision	Article before Revision	Reason for Revision
	prior to the date of occurrence of the event, obtain financial statements of the issuing company for the most recent period, certified or reviewed by a certified public accountant, for reference in appraising the transaction price. II. Operating procedures 1. In the investment of the Company’s securities where the transaction amount for acquisition or disposal is less than NT$50 million shall be approved by the general manager and when the transaction amount is between NT$50 million to NT$100 million shall be approved by the Chairman of Directors, unless for acquisition or disposal of government bonds, financial bonds, and commercial paper, banker’s acceptance, bond with repurchase or reverse repo transactions ormoney market fundsmay be approved by the chief executive officer.	prior to the date of occurrence of the event, obtain financial statements of the issuing company for the most recent period, certified or reviewed by a certified public accountant, for reference in appraising the transaction price. II. Operating procedures 1. In the investment of the Company’s securities where the transaction amount for acquisition or disposal is less than NT$50 million shall be approved by the general manager and when the transaction amount is between NT$50 million to NT$100 million shall be approved by the Chairman of Directors, unless for acquisition or disposal of government bonds, financial bonds, and commercial paper, banker’s acceptance, bond with repurchase or reverse repo transactions orbond fundsmay be approved by the chief executive officer.
	Article 6 Disposition Procedures for the Acquisition or Disposal of Real Property and Equipment I. (omitted…) II. 1.~5. (omitted) 6. In acquiring or disposing of real property or equipment where the transaction amount reaches 20 percent of the Company's paid-in capital or NT$300 million or more, the Company, unless transacting with a governmentauthority, engaging others to build on its own land,engagingothers to	Article 6 Disposition Procedures for the Acquisition or Disposal of Real Property and Equipment I. (omitted…) II. 1.~5. (omitted) 6. In acquiring or disposing of real property or equipment where the transaction amount reaches 20 percent of the Company's paid-in capital or NT$300 million or more, the Company, unless transacting with a governmentagency, engaging others to build on its own land,engagingothers to	To conform to the amendment of laws and regulations.

	Article after Revision	Article before Revision	Reason for Revision
	build on rented land, or acquiring or disposing of equipment for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions (matters required to be Included in the appraisal report shall be made in accordance with the competent authority’s regulations) …(omitted)	build on rented land, or acquiring or disposing of equipment for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions (matters required to be Included in the appraisal report shall be made in accordance with the competent authority’s regulations) …(omitted)
	Article 7 Disposition Procedures for the Related Party Transactions I. Appraisal procedures When the Company engages in any acquisition or disposal of assets from or to a related party, in addition to following the procedures specified inArticle 5, Article 6 andArticle 8, the Company also has to ensure that the necessary resolutions are adopted in accordance with this article and the reasonableness of the transaction terms is appraised. If the transaction amount reaches 10 percent or more of the Company's total assets, the Company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance withArticle 5, Article 6 and Article 8.When judging whether a trading counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered. II. Operating procedures 1.When the Company	Article 7 Disposition Procedures for the Related Party Transactions I. Appraisal procedures When the Company engages in any acquisition or disposal of assets from or to a related party, in addition to following the procedures specified in Article 6, the Company also has to ensure that the necessary resolutions are adopted in accordance with this article and the reasonableness of the transaction terms is appraised. If the transaction amount reaches 10 percent or more of the Company's total assets, the Company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance with Article 6. When judging whether a trading counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered. II. Operating procedures 1. When the Company	To conform to the amendment of laws and enact the reference Articles

	Article after Revision	Article before Revision	Reason for Revision
	intends to acquire or dispose of real property from or to a related party, or when it intends to acquire or dispose of assets other than real property from or to a related party and the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the Company's total assets, or NT$300 million or more, except in trading of government bonds, bonds under repurchase and resale agreements, or subscription orrepurchaseof money market funds issued by domestic securities investment trust enterprises,the Company may not proceed to enter into a transaction contract and make a payment until the following matters have been approved by the Board of Directors and recognized by the Supervisors`：` (omitted…)	intends to acquire or dispose of real property from or to a related party, or when it intends to acquire or dispose of assets other than real property from or to a related party and the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the Company's total assets, or NT$300 million or more, except in trading of government bonds, bonds under repurchase and resale agreements, or subscription orredemptionof domestic money market funds, the Company may not proceed to enter into a transaction contract and make a payment until the following matters have been approved by the Board of Directors and recognized by the Supervisors`：`(omitted…)
	Article 8 Disposition Procedures for the Acquisition or Disposal of Memberships and Intangible Assets I. (omitted…) II. 1.~3. (omitted) 4. Where the Company acquires or disposes of memberships or intangible assets and the transaction amount reaches 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a governmentauthority, the Company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transactionprice;the CPA shall	Article 8 Disposition Procedures for the Acquisition or Disposal of Memberships and Intangible Assets I. (omitted…) II. 1.~3. (omitted) 4. Where the Company acquires or disposes of memberships or intangible assets and the transaction amount reaches 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a governmentagency, the Company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transactionprice;the CPA shall	To conform to the amendment of laws and regulations.

	Article after Revision		Article before Revision	Reason for Revision
	comply with the provisions of Statements of Auditing Standards No. 20 published by the ARDF. 5.(omitted…)		comply with the provisions of Statements of Auditing Standards No. 20 published by the ARDF. 5.(omitted…)
	Article 10 The Limited Investment Amount of the Company and Its Subsidiaries for Non-Operating Real Property and Securities I. The total investment amount of the Company and its subsidiaries for non-operating real property may not exceed twenty five percent of the total amount of the Company’s net value together with the Company’s long term liability stated in the latest financial statements. II. The total investment amount of the Company and its subsidiaries for all the securities and each securities may not exceed one hundred percent and fifty percent of the total amount of the Company’s net value together with the Company’s long term liability stated in the latest financial statements. The calculation of the total amount in the investment shall be based on the original investment cost.		Article 10 Amount for the Investment I. The investment in a specific short term securities (except for bonds, financial bonds, and commercial paper, banker’s acceptance, bond with repurchase or reverse repo transactions or bond funds), membership card and intangible assets may not exceed ten percent of the Company’s net value stated in the latest financial statements. The total investment amount of short term securities invested by the Company may not exceed twenty percent of the Company’s net value stated in the latest financial statements. II. The total investment amount for the long term securities invested by the Company may not exceed one hundred percent of the total amount of the Company’s net value together with the Company’s long term liability stated in the latest financial statements. III. The total investment amount of real property purchased by the Company for non-operating use may not exceed NT$50 million.	To specify the limited amount of the Company and its subsidiaries to acquire non-operating real property and securities in accordance with laws and regulations and to revise this Article according to the real practice.

	Article after Revision		Article before Revision	Reason for Revision
	Article 12 Disposition Procedures for Merger, demerger, acquisition, or transfer of shares I. (omitted…) II. 1.(1)~(4) (omitted…) (5) For a counter company that participate in merger, demerger, acquisition, or transfer of shares with the Company which is not a listed company or trading securities on the GreTai Securities Market, the Company shall sign an agreement with the counter company and operate in accordance withparagraph three and fourunder this subsection. 2.~6.(omitted…)		Article 12 Disposition Procedures for Merger, demerger, acquisition, or transfer of shares I. (omitted…) II. 1.(1)~(4) (omitted…) (5) For a counter company that participate in merger, demerger, acquisition, or transfer of shares with the Company which is not a listed company or trading securities on the GreTai Securities Market, the Company shall sign an agreement with the counter company and operate in accordance withsubsection three and fourunder this section. 2.~6.(omitted…)	To revise the reference Articles
Article 14 Public Announcement and Regulatory Filing I. Under any of the following circumstances, the Company acquiring or disposing of assets shall publicly announce and report the relevant information on the competent authority's designated website in the appropriate format as prescribed by regulations within 2 days commencing immediately from the date of occurrence of the event: 1. Acquisition or disposal of real property from or to a related party, or acquisition or disposal of assets other than real property from or to a related party where the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the Company's total assets, or NT$300 million or more; provided,this shall not applyto			Article 14 Public Announcement and Regulatory Filing I. Under any of the following circumstances, the Company acquiring or disposing of assets shall publicly announce and report the relevant information on the competent authority's designated website in the appropriate format as prescribed by regulations within 2 days commencing immediately from the date of occurrence of the event: 1. Acquisition or disposal of real property from or to a related party, or acquisition or disposal of assets other than real property from or to a related party where the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the Company's total assets, or NT$300 million or more; provided,this shall not applyto	To conform to the amendment of laws and regulations.

	Article after Revision	Article before Revision	Reason for Revision
	trading of government bonds, bonds under repurchase and resale agreements, or subscription orrepurchaseof domestic money market funds issued by domestic securities investment trust enterprises. 2.~3.(omitted)	trading of government bonds, bonds under repurchase and resale agreements, or subscription orredemptionof domestic money market funds. 2.~3. (omitted)
	Article 16 Enforcement After the Procedures have been approved by the Board of Directors, they shall be submitted to each Supervisor, and then to a shareholders' meeting for approval. If any Director expresses dissent and it is contained in the minutes or a written statement, the Company shall submit the Director's dissenting opinion to each Supervisor and then to shareholders' meeting for discussion; the same applies when the Procedures are amended. When the Procedures are submitted for discussion by the Board of Directors, the Board of Directors shall take into full consideration each Independent Director's opinions. If an Independent Director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the Board of Directors meeting. After approved by a shareholders' meeting, the Procedures shall be publicly announced to the information reporting website designated by the competent authority. When the Company has established an Audit Committee to replace the Supervisors, the	Article 16 Enforcement After the Procedures have been approved by the Board of Directors, they shall be submitted to each Supervisor, and then to a shareholders' meeting for approval. If any Director expresses dissent and it is contained in the minutes or a written statement, the Company shall submit the Director's dissenting opinion to each Supervisor and then to shareholders' meeting for discussion; the same applies when the Procedures are amended. When the Procedures are submitted for discussion by the Board of Directors, the Board of Directors shall take into full consideration each Independent Director's opinions. If an Independent Director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the Board of Directors meeting. After approved by a shareholders' meeting, the Procedures shall be publicly announced to the information reporting website designated by the competent authority.	To conform to the amendment of Article 14 of the Securities and Exchange Act and add the date of revision.

	Article after Revision	Article before Revision	Reason for Revision
	Company is not subject to the provisions regarding the Supervisors’during the Audit Committee’s term of office. The Audit Committee and/or its Independent Directors will perform the duties subject to the relevant laws and regulations. (omitted…) The Procedures were duly amended on June 17th, 2016 as the 6th amendment. The Procedures were duly amended on June 16th, 2017 as the 7th amendment.	(omitted…) The Procedures were duly amended on June 17th, 2016 as the 6th amendment.

Attachment 6

Comparison Table for Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees

	Article after revision	Article before revision	Reason of revision
	Article 1 To organize the procedure for monetary loan, endorsement, or provision of guarantee. The Company revises this provision according to Section 36-1 of Security Act and the applicable regulations. The financial statement is made according to IFRSs, “Net Worth” set forth in this procedure means equity attributable to owners of the parent in the balance sheet as stated in Regulations Governing the Preparation of Financial Reports by Securities Issuers. If the Company set up an Audit Committee to replace the Supervisors, the Supervisor-related provision of this procedure shall be no longer applicable. And the Audit Committee and/ or Independent Directors thereof to exercise powers as representative pursuant to applicable laws.	Article 1 To organize the procedure for monetary loan, endorsement, or provision of guarantee. The Company revises this provision according to Section 36-1 of Security Act and the applicable regulations. The financial statement is made according to IFRSs, “Net Worth” set forth in this procedure means equity attributable to owners of the parent in the balance sheet as stated in Regulations Governing the Preparation of Financial Reports by Securities Issuers.	To set up an Audit Committee according to Article 14-4 of Securities and Exchange Act.
	Article 11 After adopted by the Board of the Company, this procedure shall be delivered to Supervisors and shareholders’ meeting for resolution. If any Directors object the procedure and such objection appears on record or is expressed in writing, such objection shall be delivered to Supervisors and discussed by shareholders’ meeting. The	Article 11 After adopted by the Board of the Company, this procedure shall be delivered to Supervisors and shareholders’ meeting for resolution. If any Directors object the procedure and such objection appears on record or is expressed in writing, such objection shall be delivered to Supervisors and discussed by shareholders’ meeting. The	To add the date of revision.

	Article after revision	Article before revision	Reason of revision
	foregoing shall be applicable when this procedure is revised. When this procedure is delivered to the Board for discussion, the Board shall take the opinions of each Independent Director into account, and record their consent dissent as record of the Board. The first amendment through the fifth amendment were made on….(omitted) The sixth amendment was made on June 2, 2015. The seventh amendment is made on June 16, 2017.	foregoing shall be applicable when this procedure is revised. When this procedure is delivered to the Board for discussion, the Board shall take the opinions of each Independent Director into account, and record their consent dissent as record of the Board. The first amendment through the fifth amendment were made on…. (omitted) The sixth amendment was made on June 2, 2015.

Attachment 7

Comparison Table for Procedures for Election of Directors and Supervisors

Article after revision	Article before revision	Article before revision	Reason of revision
Rule Name Procedures for Election of Directors	Rule Name Procedures for Election of Directors and Supervisors		To set up an Audit Committee to replace the Supervisors according to Article 14 of Securities and Exchange Act and to revise the real practice.
Article 1 The election of the Directors of the Altek Corporation (hereinafter“the Company”) shall be conducted in accordance with the Company’s Procedures for Election of Directors (hereinafter“these Procedures”).	Article 1 The election of the Directors and Supervisors of the Altek Corporation (hereinafter “the Company”) shall be conducted in accordance with the Company’s Procedures for Election of Directors and Supervisors (hereinafter “these Procedures”).
Article 2 The election of the Directors of the Company may be carried out simultaneously at a shareholders’ meeting.	Article 2 The election of the Directors and Supervisorsof the Company may be carried out simultaneously at a shareholders’ meeting.
Article3 Directors of the Company shall be elected from among persons with disposing capacity in accordance with these Procedures. Where appointment of Independent Directors is required for the Company pursuant to the Articles of Incorporation of the Company, candidate nomination system shall be adopted for the election and qualifications of the Independent Directors shall be consistent with the requirements under the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.	Article3 Directorsand Supervisorsof the Company shall be elected from among persons with disposing capacity in accordance with these Procedures. Where appointment of Independent directors is required for the Company pursuant to the Articles of Incorporation of the Company, candidate nomination system shall be adopted for the election and qualifications of the Independent Directors shall be consistent with the requirements under the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.
Article 4 The election of the Directors of the Company shall adopt the open-ballot,cumulative voting	Article 4 The election of the directors Supervisorsof the Company adopt the open-ballot,	and shall

Article after revision	Article before revision	Reason of revision
method. Each share confers voting rights equal in number to the Directors to be elected; the votes may be cast for a single candidate or distributed among multiple candidates.	cumulative voting method.Each voter is represented with their shareholder account number. Each share confers voting rights equal in number to the Directors and Supervisorsto be elected; the votes may be cast for a single candidate or distributed among multiple candidates.
Article 5 In an election of the Directors of the Company, voting rights shall be calculated for independent and non-independent Directors separately according to the number of Directors set forth in the Company’s Articles of Incorporation. Independent and non-independent Director candidates receiving the votes representing more voting rights, as indicated in the tally of the election votes shall be deemed an Independent Director elect, or non-independent Director elect. In the event of two or more candidates receiving the same weighted votes and the number of elected Directors exceeds the required number, the candidates receiving the same weighted votes shall draw lots to decide who will be elected. If the candidates are absent from the shareholders’ meeting, the Chairperson of the meeting shall draw lots on behalf of these absent candidates.	Article 5 In an election of the Directors and Supervisorsof the Company, voting rights shall be calculated for independent and non-independent Directors separately according to the number of Directors set forth in the Company’s Articles of Incorporation. Independent and non-independent Director candidatesor Supervisor candidatesreceiving the votes representing more voting rights, as indicated in the tally of the election votes shall be deemed an Independent Director elect, non-independent Director elect or Supervisor elect.In the event of two or more candidates receiving the same weighted votes and the number of elected Directors or Supervisors exceeds the required number, the candidates receiving the same weighted votes shall draw lots to decide who will be elected. If the candidates are absent from the shareholders’ meeting, the Chairperson of the meeting shall draw lots on behalf of these absent candidates.
Article 6 The Board of Directors may prepare the votes with the Company’s stamp and weighted voting rights.	Article 6 The Board of Directors shall produce the votes with the Company’s stamp as well as fill in the voter’s shareholder account	To revise this Article according to the real practice.

Article after revision	Article before revision	Reason of revision
	number and weighted voting rights.
Article 7 Before voting commences, the Chairman shall appoint a certain number ofshareholders as scrutinizers and ballot counters to carry out a variety of related duties.	Article 7 Before voting commences, the Chairman shall appoint a certain number ofscrutineers,ballot tellers and ballot counters to carry out related duties.	To revise this Article according to the real practice.
Article 9 If a candidate is a shareholder, a voter must fill in the candidate's name and shareholder account number in the "Candidate" box of the ballot; for a non-shareholder candidate, the voter shall fill in the candidate's full name or title and proof of identity document number. When the candidate is a governmental organization or juristic person, the full name of the governmental organization or juristic person shareholder, the business uniform numbers and the name of their representative shall also be filled in the "Candidate" box of the ballot.	Article 9 If a candidate is a shareholder, a voter must fill in the candidate's name and shareholder account number in the "Candidate" box of the ballot; for a non-shareholder candidate, the voter shall fill in the candidate's full name andidentification card (hereinafter“ID card”)number. When the candidate is a governmental organization or juristic person, the name of the governmental organization or juristic person shareholder and the name of their representative shall also be filled in the "Candidate" box of the ballot.	To revise this Article according to the real practice.
Article10 A ballot is invalid under any of the circumstances listed below, and the number of voting rights conferred therein may not be credited to that candidate: 1. A ballot prepared by the Company by these Procedures was not used. 2. A blank ballot cast in the ballot box that was not filled in by the voter. 3. The handwriting is unclear and indecipherable. 4. Any element of the name of the candidate,shareholder	Article 10 A ballot is invalid under any of the circumstances listed below, and the number of voting rights conferred therein may not be credited to that candidate: 1. A ballot prepared by the Company by these Procedures was not used. 2. A blank ballot cast in the ballot box that was not filled in by the voter. 3. The handwriting is unclear and indecipherable. 4. Any element of the name of the candidate,shareholder	To revise this Article according to the real practice.

	Article after revision	Article before revision	Reason of revision
	account number of the candidate and proof of identity document number as well as distributed voting right that was already filled in has been altered. 5. The candidate is a shareholder and their name, shareholder account number filled in the "Candidate" box on the ballot do not conform with the information on the shareholders roster; or where the candidate is not a shareholder, and their name, title as well as proof of identity document number filled in the "Candidate" box on the ballot do not match. 6. The candidate’s name is the same as other shareholders, whereas shareholder account number (or proof of identity document number) is missing for the identification. 7. The candidate’s name, title and proof of identity document number specified on the ballot are inconsistent with the competent authorities’record. 8. Other words or marks are written in addition to the candidates’ name, shareholder account number (or proof of identity document number) and the distributed voting right. 9.The total number of the candidate filled in the "Candidate" box on the ballot exceeds the number of the candidate elected. 10.The total amount of the distributed voting right filled in the "Candidate" box on the ballot exceeds the total amount of voting right the voters have. 11. The ballot does not fully fill in those matters mentioned in	account number of the candidate and distributed voting right that was already filled in has been altered. 5. The candidate is a shareholder and their name, shareholder account number filled in the "Candidate" box on the ballot do not conform with the information on the shareholders roster; or where the candidate is not a shareholder, and their name, ID card number filled in the "Candidate" box on the ballot do not match. 6. The candidate’s name is the same as other shareholders, whereas shareholder account number (or ID card number) is missing for the identification. 7.Other words or marks are written in addition to the candidates’ name, shareholder account number (or ID card number) and the distributed voting right. 8.The total number of the candidate filled in the "Candidate" box on the ballot exceeds the number of the candidate elected. 9.The total amount of the distributed voting right filled in the "Candidate" box on the ballot exceeds the voting right the voters have.

Article after revision	Article before revision	Reason of revision
Article 9 of these Procedures. 12. The ballot that is not casted in the ballot box. 13. The ballot that is broken or destroyed which cannot be recognized. 14. Other matters that are in violation of the related rules or laws.
Article 12 After the casting of ballots is completed, the ballots shall be counted and the results shall be announcedby the Chairman.	Article 12 After the casting of ballots is completed, the ballots shall be counted and the results shall be announcedon the spot by the Chairman.	To revise this Article according to the real practice.
	Article 13 The Company shall issue an election notice to each of the elected Directors and Supervisors.	deleted
Article 13 Matters on which these Procedures are silent shall be handled in accordance with the Company Act and the related acts as well as the Articles of Incorporation of the Company.	Article 14 Matters on which these Procedures are silent shall be handled in accordance with the Company Act and the related acts as well as the Articles of Incorporation of the Company.	To revise this Article according to the real practice and adjust the Article number.
Article 14 These Procedures and any amendments hereto, shall be implemented after being passed by a shareholders’ meeting. The first amendment was made on May 27, 2002；the second amendment was made on June 17, 2007；the third amendment was made on June 13, 2012； the fourth amendment was made on June 16, 2017.	Article 15 These Procedures and any amendments hereto, shall be implemented after being passed by a shareholders’ meeting. The first amendment was made on May 27, 2002`；`the second amendment was made on June 17, 2007`；`the third amendment was made on June 13, 2012.	To adjust the Article number and add the date of revision.

Attachment 8

Altek Corporation

Shareholding of Directors and Supervisors

			Book closure date: April 18,2017	Book closure date: April 18,2017	Book closure date: April 18,2017	Book closure date: April 18,2017
Position	Name	Date elected	Shareholding while elected		Current shareholding
			Shares	Shareholding ratio (%) (Note 1)	Shares	Shareholding ratio (%) (Note 2)
Chairman	Alex Hsia	2014.06.19	1,782,764	0.45	757,934	0.28
Director	David Lin (Note 3)*	2014.06.19	19,923,000	5.06	13,946,100	5.09
Director	Simon Law*	2014.06.19	19,923,000	5.06	13,946,100	5.09
Director	Stan Hung	2014.06.19	0	0.00	0	0.00
Director	Jason Lin	2014.06.19	862,055	0.22	552,438	0.20
Independent Director	Jaime Tang	2014.06.19	0	0.00	0	0.00
Independent Director	Wen Hsieh Lai	2016.06.17	0	0	0	0
Total			22,567,819	5.73	15,256,472	5.57
Supervisor	Tim Liou	2014.06.19	0	0.00	0	0.00
Supervisor	Amy Chien	2014.06.19	547,532	0.14	873,272	0.32
Supervisor	Alex P.C. Liu	2014.06.19	1,203	0.00	350,142	0.13
Total			548,735	0.14	1,223,414	0.45

The representative of Yitsang International Limited Company.

Note 1: Total issued shares as of April 21, 2014 are 394,158,321 shares.

Note 2: Total issued shares as of April 18, 2017 are 273,908,825 shares. Note 3 : Reappointed on March 19, 2016.

Appendix 1

Articles of Incorporation

Chapter I General Provisions

Article 1: The Company is duly organized under the Company Act of the Republic of China as a company limited by shares and is named Altek Corporation ( hereinafter “the Company”).
Article 2: The scope of business of the Company shall be as follows:
CC01080 Electronics parts and components manufacturing business
F401010 International trade business
F401021 Restricted telecommunication radio frequency equipment and material import business

Researching, developing, designing, producing, manufacturing, and selling the following products: Digital Still Camera

Conducting import and export trade relating to the Company’s business

Article 3: The head office of the Company is located in Science-Based Industrial Park, Hsinchu, Taiwan and shall be free to set up branch offices wherever and whenever the Company deems it necessary upon the resolution of Board of Directors as well as the approval of competent authorities.

Chapter II Shares

Article 4: The total capital amount of the Company is authorized at five billion New Taiwan dollars (NT$5,000,000,000), which consists of five hundred million (500,000,000) common shares with a par value of ten New Taiwan dollars (NT$10) per share. The shares can be issued in installments. The Board of Directors may resolve to issue the shares which have never been issued when needed.
The total capital amount mentioned in the preceding paragraph shall reserve three hundred million New Taiwan dollars (NT$300,000,000) separated into thirty million (30,000,000) shares with a par value of ten New Taiwan dollars (NT$10) per share. The reserved shares shall be used for issuing share subscription warrant in installments upon the resolution of the Board of Directors.

Article 5: The Company may reinvest in other enterprises as deemed necessary for its business operations, and its total reinvestment in other enterprises shall not be subject to the restriction of not more than forty percent (40%) of the Company’s paid-in capital prescribed in Article 13 of the Company Act.
Article 6: The share certificates of the Company shall without exception be in registered form and affixed with the signatures or personal seals of three (3) or more Directors of the Company. Also, the share certificates shall be duly certified or authenticated by the competent authority or a certifying institution authorized by the competent authority before issuance. Shares issued by the Company may not be in certificate form but shall be placed under the custody of a centralized securities custody enterprise.
Article 7: The Company’s stock affairs shall be handled in accordance with “the Regulations Governing the Administration of Shareholder Services of Public Companies”.
Article 8: All entries in the shareholders register due to share transfers shall be suspended when it is sixty (60) days prior to the regular shareholders’ meeting as well as thirty (30) days prior to the special shareholders’ meeting or five (5) days prior to the target date fixed for distributing dividends, bonus or any other benefits.

Chapter III Shareholders’ Meeting

Article 9: The shareholders’ meetings of the Company shall be of the following two kinds:
Regular shareholders’ meeting shall be held once per year within six (6) months from the closure of the fiscal year.
Special shareholders’ meetings may be held in accordance with applicable laws and regulations whenever necessary.
Article 10: The Chairman of the Board of Directors shall preside the shareholders’
meetings. In case the Chairman of the Board of Directors is on leave or absent or cannot exercise his/her power and authority for any cause, the designation of his/her duties shall be handled in accordance with Article 208 of the Company Act.
Article 11: A notice for convening a regular shareholders’ meeting shall be given thirty

(30) days before the meeting. A notice for convening a special shareholders’ meeting shall be given fifteen (15) days prior to the meeting. The notice shall specify the date, the place and the subject(s) of the meeting.

Article 12: For any shareholders’ meeting, a shareholder may appoint a proxy to attend the meeting by using the proxy form issued by the Company and specifying the scope of proxy when he/she is absent for any cause. Shareholders attended by proxy shall be subject to the Company Act and also to “the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies” issued by the competent authority.
Article 13: Each shareholder is entitled to one voting power in respect of each share in his/her/its possession.

Article 14: Unless otherwise provided by the Company Act, a resolution of the

shareholders’ meeting shall be adopted by a majority votes of the shareholders present, who represent a majority of the total issued shares.

Chapter IV Directors, Supervisors and Managerial Officers

Article 15: The Company shall have seven (7) to nine (9) Directors and three (3)

Supervisors to be elected by the shareholders’ meeting from among candidates with disposing capacity. The term of office is three (3) years and they may continue in office if re-elected. Among the above-mentioned number of Directors, the Company shall have not less than two (2) in number and not less than one-fifth of the total number of Directors as Independent Directors, who shall be elected by the shareholders under the candidate nomination system. The election of independent and non-independent Directors shall be held together but the votes shall be calculated separately. The aggregate shareholding percentages of the entire bodies of Directors and Supervisors shall comply with “the Rules and Review Procedure for Director and Supervisor Share Ownership Rate at Public Companies” by the securities supervisory authorities.

When the Company has established an Audit Committee to replace the Supervisors, the Company is not subject to the provisions regarding the Supervisors’ during the Audit Committee’s term of office.

The Audit Committee shall be composed of the entire number of Independent Directors.

Article 16: The Board of Directors is organized by the Directors and shall have the

following authorities:

To submit operation plan.
To propose surplus earnings distribution or loss make-up plans
To propose increase or decrease of the capital amount.
To enact major articles of incorporation and rules for the organization of the Company.
To appoint and dismiss the managerial officers of the Company.
To establish and terminate the branch offices,
To determine the budget and review the final accounts.
Other authorities granted by the resolution of the shareholders’ meetings or in accordance with the Company Act.

Article 17: The Chairman of the Board of Directors shall be elected by a majority of Directors in attendance at the meeting attended by at least two-third of the Directors. The Chairman of the Board of Directors shall represent the Company externally.

Article 18: Unless otherwise provided by the Company Act, meetings of the Board of Directors shall be called and chaired by its Chairman. In the case of emergency, the meeting may be convened at any time. The meeting notice of the board of directors shall specify the reasons for convening the meeting, and shall be sent in writing by email or by facsimile. Unless otherwise provided by the Company Act., the resolutions of the Board of Directors shall be adopted by a majority vote of the Directors at a meeting of the Board of Directors attended by at least a majority of the entire Directors of the Company.
Article 19: Chairman of the Board of Directors is the president of the Board of Directors. If the Chairman of the Board of Directors is on leave or cannot exercise his/her powers or perform duties for any reason, an acting Chairman shall be designated in accordance with Article 208 of the Company Act. The Director shall attend the meeting of the Board of Directors in person. Whereas a Director is unable to attend the meeting in person, he/she may issue a power of attorney for the given meeting specifying the scope of the authorized powers to authorize another Director to attend the meeting on the Director's behalf, provided that a Director may represent only one other Director at a meeting of the Board of Directors.

Article 20: Supervisors shall have the following authorities:

To investigate the financial conditions of the Company.
To examine the accounting books and documents of the Company.
To supervise the execution of business operations of the Company.
To review the Company’s budget and final accounts.
To audit the proposal of distributing surplus and subsidizing deficit.
Other rights empowered from the Company Act.
Article 21: The Board of the Directors is authorized to determine the remuneration for the Directors and Supervisors, taking into account the extent of his/her participation and contribution to the Company and with reference to the normal standard of the industry regardless of profit or loss of the Company. The Company may pay the traffic allowance to the Directors and Supervisors with reference to the normal standard of the industry and purchase the liability insurance for the Directors and Supervisors.
Article 22: The Company may have managerial officers, whose appointment, dismissal, and remuneration shall be handled in accordance with Article 29 of the Company Act.

Chapter V Accounting

Article 23: The Company's fiscal year shall commence on January 1st of each year and ends on December 31st of the same year. The final accounts are settled at the end of each fiscal year.
Article 24: At the end of each fiscal year, the Board of Directors of the Company shall prepare the following documents, which shall be submitted to the Supervisors for auditing thirty (30) days prior to the regular shareholders’ meeting pursuant to Article 228 of the Company Act. The Supervisors shall submit the auditing report to the shareholders' meeting for approval.
Business report;
Financial statement;
Surplus earnings distribution or loss make-up proposal
Article 25: The Company shall distribute ten percent (10%) to twenty percent (20%) of profit of the current year as employees’ compensation and not more than two percent (2%) of profit of the current year as the remuneration of Directors and Supervisors. However, the Company's accumulated losses shall

have been covered. Employees’ compensation may be distributed in the form of shares or in cash. The employees of the Company’s subsidiaries which the Company owns more than fifty percent (50%) of the shares may be entitled to receive the employees’ compensation.

Profit of the current year mentioned in section one shall mean pre-tax benefit of the current year before deducting the employees’ compensation and the remuneration of Directors and Supervisors. The distribution of the employees’ compensation and the remuneration of Directors and Supervisors shall be resolved by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of Directors. And a report of such distribution shall be submitted to the shareholders' meeting.

Article 26: If the Company has earnings after the annual final accounts, after paying profit-seeking enterprise income tax as well as making up losses of the previous years, the Company shall first set aside ten percent (10%) of said earnings as legal reserve. Where such legal reserve amounts to the total authorized capital, this article shall not apply. Thereafter, the Company shall set aside or reverse a special reserve in accordance with the applicable laws and regulations. After adding in the surplus earning that has not yet distributed in the past, the Board of Directors may submit the surplus earning distribution proposal to the shareholder’s meeting for approval.
Article 27: The amount of dividend distributed shall be based on the annual earnings and the cumulative surplus in the previous years of the Company as well as taking into consideration of the Company’ earnings, capital structure and the future operational demand. The distribution of the dividend shall, depending on the factors of the capital demand and the dilution effect of earnings per share, adopt the policy of distributing stock dividends with cash dividends at the same time. As for the ratio of cash dividend distribution, it shall be not less than twenty percent (20%) of the total dividend distribution of the year. Actual amounts of distributions shall be based upon the resolution of the shareholders’ meeting.
Article 28: Profit appropriation is distributed to those who are entitled as shareholders in the shareholders' roster five (5) days prior to the record (base) date scheduled to distribute dividends and bonuses.

Chapter VI Supplementary Provisions

Article 29: The Company may act as a guarantor externally as required for business in

accordance with the government’s regulation.

Article 30: The Company’s organizational regulations and operational rules shall be separately enacted.
Article 31: Any matters insufficiently provided for in the Articles of Incorporation shall be handled in accordance with the Company Act.

Article 32: With the consent of the promotes in the promoter‘s meeting, the Articles of

Incorporations were duly stipulated on December 20, 1996.

The Articles were duly amended on December 26, 1996 as the 1st amendment.

The Articles were duly amended on January 21, 1997 as the 2[nd] amendment. The Articles were duly amended on February 10, 1997 as the 3rd amendment. The Articles were duly amended on March 14, 1997 as the 4th amendment. The Articles were duly amended on June 13, 1997 as the 5th amendment. The Articles were duly amended on January 29, 2000 as the 6th amendment. The Articles were duly amended on June 1, 2000 as the 7th amendment. The Articles were duly amended on May 11, 2001 as the 8th amendment. The Articles were duly amended on December 13, 2001 as the 9th amendment.

The Articles were duly amended on May 27, 2002 as the 10th amendment. The Articles were duly amended on June 9, 2003 as the 11th amendment. The Articles were duly amended on June 11, 2004 as the 12th amendment. The Articles were duly amended on June 14, 2005 as the 13th amendment. The Articles were duly amended on June 13, 2007 as the 14th amendment. The Articles were duly amended on June 16, 2009 as the 15th amendment. The Articles were duly amended on June 15, 2010 as the 16th amendment. The Articles were duly amended on June 13, 2012 as the 17th amendment. The Articles were duly amended on June 17, 2016 as the 18th amendment.

Appendix 2

Rules of Procedure for Shareholders' Meeting

Unless otherwise provided for under the applicable law, the shareholders' meetings of Altek Corporation ( hereinafter “the Corporation”) shall be conducted according to the Corporation’s Regulations of Shareholders' Meeting Proceedings ( hereinafter “these Regulations”).
Attending shareholders (or their proxies) shall wear an attendance card and submit a sign-in card to show their present. The number of the shares represented by attending shareholders (or their proxies) shall be calculated according to the submitted sign-in card.
The Corporation may appoint retained attorneys or certified public accountants or relevant personnel to attend a shareholders’ meeting.
Unless otherwise specified in the Company Act, the chair shall call the meeting to order at the appointed meeting time when the shareholders in attendance have represented a majority of the total number of issued shares. However, when the shareholders in attendance do not represent a majority of the total number of issued shares, the chair may announce the postponement of the meeting time. If the quorum is not met after two postponements and the shareholders in attendance represent one third or more of the total number of issued shares, a tentative resolution may be approved pursuant to Paragraph 1, Article 175 of the Company Act ： Shareholders present represent one-third or more of the total number of issued shares, a tentative resolution may be passed by a majority of those present. When the number of shares represented by the shareholders in attendance reaches the statutory number, the chair may call the meeting to order and resubmit the tentative resolution for ratification from the congress.
The agenda of a shareholders' meeting shall be resolved by the Board of Directors. The meeting proceedings shall follow the order set in the agenda. After the meeting is closed, shareholders may not separately elect a chair and resume the meeting at the original or another venue, except in the case of closure announced by the chairperson in violation of these Regulations. Then a new chairperson may be elected with a majority vote of the attending shareholders to continue the meeting.
The Corporation shall record the process of the shareholders' meeting in audio or video type and keep the recording for at least one year.
Before speaking, an attending shareholder must specify on a speaker's slip his or her attendance card number and account name. The order in which they speak will be decided by the chair.
A shareholder may not speak more than twice on the same proposal, and a single speech may not exceed five minutes. However, the speech can extend three more minutes with the chair’s permission. If a corporate shareholder designated two or

more representative in the shareholders' meeting, only one person may speak up for the same proposal. After the speech of an attending shareholder, the chairperson may respond in person or assign relevant personnel to respond.

When a proposal is under discussion, the chair may at an appropriate time declare the closure of the discussion and when necessary, the chair may also suspend the discussion and call for a vote.
A shareholder shall have one voting power in respect of each share in his/her/its possession.
If a shareholder authorizes a proxy to attend the shareholders' meeting, with the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed 3% of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.
Except for special resolutions as specified in the Company Act that shall comply with the provisions therein, passage of a vote on a proposal shall require the consent of a majority of the voting rights of shareholders in attendance. When a non-ballot voting method is adopted and upon inquiry by the chair there is no objection from shareholders in attendance, it is deemed passed, and its effectiveness shall be the same as a vote by ballot.
When there is an amendment or an alternative to a proposal, the chairperson shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected and no further voting shall be required.

Shareholder(s) may propose to the Corporation a proposal for discussion pursuant to Article 172-1 of the Company Act. When shareholders' proposal is the same type of proposals proposed by the Board of Directors, these proposals shall be presented together and paragraph 1 of article 12 shall apply mutatis mutandis to the condition herein. With regard to the proposals submitted by shareholders but not included in the agenda of the meeting, the cause of exclusion of such proposals and explanation will not be listed in the agenda or in the minutes of the meeting. But the Board of Directors shall note the reason of exclusion in the handbook for the annual meeting of shareholders.

The chair shall appoint scrutineers and ballot counters for votes on proposals; however, the scrutineers shall be shareholders.

While a meeting is in progress, the chair may consider the time schedule and announce a break.

Matters on which these Regulations are silent shall be handled in accordance with the Company Act and the Articles of Incorporation of the Corporation.
These Regulations and any amendments hereto shall be implemented after being passed by a shareholders’ meeting. The first amendment was made on May 27, 2002 and the second amendment was made on June 14, 2006.

Appendix 3

Procedures for Election of Directors and Supervisors

Article 1 The election of the Directors and Supervisors of the Altek Corporation ( hereinafter “the Company”) shall be conducted in accordance with The Company’s Procedures for Election of Directors and Supervisors ( hereinafter “these Procedures”).
Article 2 The election of the Directors and Supervisors of the Company may be carried out simultaneously at a shareholders’ meeting.
Article 3 Directors and Supervisors of the Company shall be elected from among persons with disposing capacity in accordance with these Procedures. Where appointment of Independent Directors is required for the Company pursuant to the Articles of Incorporation of the Company, candidate nomination system shall be adopted for the election and qualifications of the Independent Directors shall be consistent with the requirements under the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.
Article 4 The election of the Directors and Supervisors of the Company shall adopt the open-ballot, cumulative voting method. Each voter is represented with their shareholder account number. Each share confers voting rights equal in number to the Directors and Supervisors to be elected; the votes may be cast for a single candidate or distributed among multiple candidates.
Article 5 In an election of the Directors and Supervisors of the Company, voting rights shall be calculated for independent and non-independent Directors separately according to the number of Directors set forth in the Company’s Articles of Incorporation. Independent and non-independent Director candidates or Supervisor candidates receiving the votes representing more voting rights, as indicated in the tally of the election votes shall be deemed an Independent Director elect, non-independent Director elect or Supervisor elect. In the event of two or more candidates receiving the

same weighted votes and the number of elected Directors or Supervisors exceeds the required number, the candidates receiving the same weighted votes shall draw lots to decide who will be elected. If the candidates are absent from the shareholders’ meeting, the Chairman of the meeting shall draw lots on behalf of these absent candidates.

Article 6 The Board of Directors shall produce the votes with the Company’s stamp as well as fill in the voter’s shareholder account number and weighted voting rights.

Article 7 Before voting commences, the Chairman shall appoint a certain number of scrutineers, ballot tellers and ballot counters to carry out related duties.
Article 8 The ballot box used for voting shall be prepared by the Board of Directors, and shall be publicly opened and inspected by a scrutineer before the casting of ballots.
Article 9 If a candidate is a shareholder, a voter must fill in the candidate's name and shareholder account number in the "Candidate" box of the ballot; for a non-shareholder candidate, the voter shall fill in the candidate's full name and identification card ( hereinafter “ID card”) number. When the candidate is a governmental organization or juristic person, the name of the governmental organization or juristic person shareholder and the name of their representative shall also be filled in the "Candidate" box of the ballot.
Article 10 A ballot is invalid under any of the circumstances listed below, and the number of voting rights conferred therein may not be credited to that candidate:
A ballot prepared by the Company by these Procedures was not used.
A blank ballot cast in the ballot box that was not filled in by the voter.
The handwriting is unclear and indecipherable.
Any element of the name of the candidate, shareholder account number of the candidate and distributed voting right that was already filled in has been altered.
The candidate is a shareholder and their name, shareholder account number filled in the "Candidate" box on the ballot do not conform with

the information on the shareholders roster; or where the candidate is not a shareholder, and their name, ID card number filled in the "Candidate" box on the ballot do not match.

The candidate’s name is the same as other shareholders, whereas shareholder account number (or ID card number) is missing for the identification.
Other words or marks are written in addition to the candidates’ name, shareholder account number (or ID card number) and the distributed voting right.
The total number of the candidate filled in the "Candidate" box on the ballot exceeds the number of the candidate elected.
The total amount of the distributed voting right filled in the "Candidate" box on the ballot exceeds the voting right the voters have.
Article 11 When the total amount of the distributed voting right is lesser than the total voting right the voters have, the decreased part of the voting right is deemed as a waiver of voting power.
Article 12 After the casting of ballots is completed, the ballots shall be counted in front of the public, and the results shall be announced on the spot by the Chairman.
Article 13 The Chairman shall issue an election notice to each of the elected Directors and Supervisors.
Article 14 Matters on which these Procedures are silent shall be handled in accordance with the Company Act and the Articles of Incorporation of the Company.
Article 15 These Procedures and any amendments hereto, shall be implemented after being passed by a shareholders’ meeting. The first amendment was made on May 27, 2002 ； the second amendment was made on June 17, 2007 ； the third amendment was made on June 13, 2012.

Appendix 4

The proposals of the shareholders who have more than 1% shareholding of the Company’s outstanding shares

I. According to Article 172-1 of the Company Law, the shareholders with more than 1% shareholding may have proposals issued in writing in the general shareholders’ meeting, but it is limited to one proposal written in not more than 300 words. The shareholder who is issuing a proposal shall attend the general shareholders’ meeting in person or by proxy; also, must participate in the discussion of the respective proposal.

II. The acceptance period for the proposals to be resolved in the shareholders’ meeting is from April 11 to April 21, 2017. The said proposals must be mailed (delivered) to the Company’s Finance Department before 17:00 on April 21, 2017. The aforementioned information has been lawfully published on the Market Observation Post System.

III. There was not any proposal presented by any shareholder during the said acceptance period.

AI assistant

Altek — AGM Information 2017

52290_rns_2017-07-26_3489a406-9fa5-4930-9e27-5c23407ec257.pdf

【 Translation 】

Altek Corporation

Handbook for

2017 Annual General Shareholders’ Meeting

Date : June 16, 2017 at 9 a.m. Place: Room 203, No.2, Zhanye 1st Rd., Hsinchu City, Taiwan

Table of Contents

Altek Corporation

The 2017 Annual General Shareholders’ Meeting Procedures

Altek Corporation

The 2017 Annual General Shareholders’ Meeting Agenda

Agenda

Report Items

Proposal 2: 2016 Supervisors’ audit report

Proposal 4: To report the issuance of new common shares in private placement and/or issuance of domestic or overseas convertible bonds in private placement.

Recognition Items

Proposal 2: Distribution of 2016 earnings (Proposed by the Board of Directors)

Discussion and Election Items

Proposal 3: To revise the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees. (Proposed by the Board of Directors)

Explanations:

Extraordinary Motions

Adjournment

Altek Corporation

2016 Business Report

Supervisors’ Audit Report

To: The 2017 Annual General Shareholders’ Meeting

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

Opinion

Basis for opinion

Key audit matters

Allowance for inventory valuation losses

Description

How our audit addressed the matter

Timing of sales revenue recognition

Description

How our audit addressed the matter

Other matter – Parent company only financial reports

Responsibilities of management and those charged with governance for the consolidated financial statements

Auditor’s responsibilities for the audit of the consolidated financial statements

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31

Comparison Table for Articles of Incorporation

Altek Corporation

Shareholding of Directors and Supervisors

Articles of Incorporation

Chapter I General Provisions

Chapter II Shares

Chapter III Shareholders’ Meeting

Chapter IV Directors, Supervisors and Managerial Officers

Chapter V Accounting

Chapter VI Supplementary Provisions

Rules of Procedure for Shareholders' Meeting

Procedures for Election of Directors and Supervisors

The proposals of the shareholders who have more than 1% shareholding of the Company’s outstanding shares

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Altek AGM Information 2017