Stock code：1528

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ANDERSON INDUSTRIAL CORP.

The 2021 Shareholders' Meeting Conference Manual

May 27, 2021

Place: 11F.-4, No. 88, Zhongyang E. Rd., Zhongli Dist., Taoyuan.

Anderson Group Procedure for Regular Session of 2021 General Meeting of Shareholders

I. Announcement of the session.
II. Message from the Chairman.
III. Report
IV. Ratification
V. Discussion
VI. Extemporary Motions
VII. Adjournment of meeting
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Anderson Group Agenda for Regular Session of 2021 General Meeting

I Date and time: May 27 2021 (Thursday), at AM 09:00.
II Place: 11F.-4, No. 88, Zhongyang E. Rd., Zhongli Dist., Taoyuan.
III Report on attendance and announcement of the session.
IV The address of the Chairman
V Report (I) Operation Highlights of 2020.
(II) 2020 The Audit Committee’ Report.
(III) Endorsements, Guarantees, and Financing.
(IV) Treasury stock buyback execution.
VI Ratification:
(I) Operation Highlight and Financial Statements of 2020.
(II) Proposal for Distribution of Earnings in 2020.
VII Discussion
(I) Capital reserve for distribution as cash dividend.
(II) Amendment to the “Articles of Association” in part.
(III) Amendment to the “Procedure for loaning funds to others” in part.
(IV) Abandoning the capital increase case of the future subsidiary Yude Industrial Co., Ltd.
VIII Extemporary Motion.
IX Adjournment of Meeting.
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Report

Motion No. 1

Cause of motion: Operation Result in 2020. Description: Refer to Operation Highlight 2020 ( Appendix I).

Motion No. 2

Cause of motion: 2020 The Audit Committee’ Report. Description: Refer to Please refer to the audit report of the company's audit committee ( Appendix II).

Motion No. 3

Cause of motion: Status of Endorsement/Guarantee and Loaning of Funds. Description:

(I) The company provides financing and performance guarantee for the financing needs of the reinvestment business Yude Industrial Co., Ltd and the performance guarantee of MATEC GmbH. As of March 31,2020 the balance of the company's endorsement guarantee is EUR 5,000,000 and NT$ 220,000,000.
(II) The total amount of the company’s endorsement guarantee is NT$387,400,000, the limit of the overall endorsement guarantee is NT$1,034,936,000, and the limit of the endorsement guarantee for a single company is NT$620,961,000, which does not exceed the limit. The details are as follows:
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Beneficiary	Amount of endorsement/guarantee	Amount of endorsement/guarantee	Amount of endorsement/guarantee	Loan balance	Loan balance	Remark
	Original currency:$	NTD: 1,000
Yude Matec Gmbh	`NT$ 220,000,000` `EUR 5,000,000`		`220,000` `167,400` `387,400`		`73,447` `90,396` `163,843`

(III) The total amount of the company's fund loan and quota is NT $ 87,048,000, the overall fund loan and limit is 827,948,000, and the fund loan and limit for individual objects is 413,974,000, which does not exceed the limit. The details are as follows:

Beneficiary	Loaning limit	Loaning limit	Loaning limit	Balance of drawdown	Balance of drawdown	Remark
	Original currency:$	NTD: 1,000
Monforts GmbH `MATEC GmbH`	EUR 1,600,000 USD 1,000,000		53,568 33,480 110,604		53,568 33,480 86,424

Motion No. 4

Cause of motion: Treasury stock buyback execution. Description:

Please refer to Annex 3 on page 19 for the revised method for the 14th transfer

of treasury stocks in 2020 according to the regulations. Please refer to Annex 4 on page 21 for the comparison table before and after the revision. Please refer to the following table for the implementation of the company's repurchase of treasury shares:

Buybackperiod	13th	14th
Board Resolution Date	2019/6/25	2020/7/8
Buy back purpose	Transfer of shares to employees	Transfer of shares to employees
Buybackperiod	2019/7/1~2019/8/23	2020/7/13~2020/8/26
Buybackprice	NT.7.00-12.00/per stock	NT.6.00-11.00/per stock
Type and quantity of shares repurchased	Common stock 5,000,000	Common stock 3,000,000
Amount of shares bought back	NT.47,543,967	NT.23,775,715
The ratio of the quantity bought back to the quantity bought back(%)	100%	100%
Number of shares cancelled and transferred	－	－
Cumulative number of shares held by the company	Common stock 5,000,000	Common stock 8,000,000
The ratio of the cumulative number of shares held by the company to the total number of issued shares (%)	2.51%	4.01%

Ratification

Motion No. 1: (presented by the Board)

Cause of motion: The 2020 Operation Highlight and Financial Statements are presented for ratification.

Description: The Financial Statements of the Company covering fiscal year 2020 were audited by certified public accountants with the issuance of Auditor’s Report and passed by the Board. The 2020 Operation Highlight (Appendix V , Appendix I) was also passed by the Board and referred to the Supervisors for review.

Resolution:

Motion No. 2: (presented by the Board)

Cause of motion: The proposal for the distribution of earnings in 2020 is presented for ratification.

Description: The company's 2020 year after-tax net loss is NT$118,732,681, and the proposed profit and loss allocation table is shown below, and presented for ratification.

Anderson Group Earnings Distribution Table

Anderson Group Earnings Distribution Table
FY 2020			Currency unit: NTD
Undistributed earnings at beginning After-tax net loss 2020 Add: Reassessed defined benefit plan recognized as retained earnings The net loss after tax for the current period plus the items other than the net loss after tax for the current period are included in the amount of undistributed surplus for the year Loss to be made up 2020 Capital reserve - list the number of changes in the subsidiary's ownership equity to make up for the loss Capital reserve-treasury stock trading to make up for losses Undistributed earnings at ending			`＄ -` `(118,732,681)` `4,497,336` `(114,235,345)` `(114,235,345)` `63,352,116` `50,883,229` `＄-`


Chairman: Liao Wen-Chia Person in charge: Huang Yi-Hsien Chief Accounting Officer: Shih, Po-Ju Resolution:

Discussion

Motion No. 1: (presented by the Board)

Cause of motion:

Cause of motion: Capital reserve for distribution as cash dividend

Description:

(I) It is planned to set aside a capital reserve of NT $ 19,933,100 for the capital surplus from the issuance of shares in excess of the par value of the shares, according to the shareholder ’s shareholding recorded in the shareholder ’s register on the base date of the allotment. The total amount of abnormal shares less than one yuan is transferred to the company's other income processing.

(II) If the case is amended by the competent authority afterwards, or the company's cash increase or other circumstances affect the number of shares outstanding and the allotment ratio changes accordingly, it is proposed to be submitted to the shareholders' meeting to authorize the board of directors to handle it.

(III) This case is intended to be submitted to the shareholders' general meeting to authorize the board of directors to set a separate dividend distribution date and payment date. Resolution:

Motion No. 2: (presented by the Board)

Cause of motion: Amendment to the “Articles of Association” in part.

Description:

The company intends to revise the "Articles of Association". Please refer to (Appendix VI) for the revised "Articles of Association"

Resolution:

Motion No. 3: (presented by the Board)

Cause of motion: Amendment to the “Procedure for loaning funds to others” in part.

Description:

Cooperating with the company to set up an audit committee, it is planned to amend the " Procedure for loaning funds to others ". The comparison table of the revised provisions is as follows. Please refer to (Appendix

VII ) .

Resolution:

Motion No. 4: (presented by the Board)

Motion:

Abandoning the capital increase case of the future subsidiary Yude Industrial Co., Ltd.

Description:

(I) In order to cooperate with the subsidiary Yude Industrial Co., Ltd. (hereinafter referred to as Yude Company) in its future application for public offering and application for listing counter-related equity diversification planning, it plans to release part of its holdings and abandon Yude's cash capital increase subscription rights in the future. In the future, the subscription rights will be subscribed by all shareholders of the company.
(II) As of March 31, 2021, the company held 5,000,000 shares of Yude Company. Based on the current number of issued shares of Yude Company 5,000,000 shares, the shareholding ratio was 100%, in order to cooperate with Yude Company’s future application for public offering and application The listing counter time and compliance with the equity diversification regulations, it is planned to abandon Yude's cash capital increase subscription rights and sell Yude's shares in the following ways:
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Yude Company’s application for public issuance and cash capital increase before application for listing (subsequent processing), provided that the price per share of the cash capital increase shall not be lower than the net value per share of the company’s latest financial report verified by an accountant, in addition to retaining 100% in accordance with the law Ten to fifteenths are subscribed by the company’s employees, and the remaining new shares issued by the company’s capital increase are in compliance with the requirements for applying for a public offering and therefore applying for a listing cabinet. The company intends to give up all the cash capital increase subscription rights and transfer the subscription rights to all of the company Shareholders, the shareholders in the shareholder list on the basis of other rights distribution shall have the priority to subscribe according to the shareholding ratio at the time of subscription. The shareholders of the company waived the subscription of the shares or subscribed for less than one abnormal share, and the board of directors authorized the chairman of the board of directors of Yude Company to contact If a specific person subscribes, an independent expert may subsequently be appointed to issue a price reasonableness opinion.
In order to meet the future application for public offering and application for the diversification of the shares of the listing cabinet, and the introduction of strategic or financial investors to participate in the investment in the Yude company, the company will release the shares (the number of shares will be released), the number of shares
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released and the release The price of the shares will be determined by considering the current operation, profitability and capital market conditions of Yude Company at that time. The target of the stock release shall be based on the principle of investors who have or will be helpful to the future operation and development of Yude Company. In the future, independent experts may be appointed to issue the price. Opinions on reasonableness.

(III) After the completion of the cash capital increase and the release of shares, the company's shareholding ratio shall not be less than 51%.
(IV) The above handling of the cash capital increase and share release of Yude Company, etc., after the resolution of this case is passed, the board of directors of the company is authorized to handle related matters.

Resolution:

Extemporary Motions

Adjournment of meeting

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Appendix

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[Appendix I]

Anderson Group Operation Highlight

I. Operation Results of 2020
The company's operating income for the year 2020 was RMB 3,210,946,000, a decrease of 949,599,000 or approximately 23% from the operating income of the year 2019. The operating gross profit of 2020 years was 854,486,000 , a decrease of 165,543,000 compared with that in 2019 years, which was about 16%.
Operating expenses in 2020 were 986,227,000, which was a decrease of approximately 322,604,000 compared with that in 2019; therefore, the net operating loss in 2020 was 131,741,000, and the loss was reduced by approximately 157,061,000 compared with that in 2019. The company's net loss before tax for 2020 years was 125,535,000, which was a decrease compared with that in 2019 years.
The outcome of business plan

Consolidated Financial Statement Currency

mpared with that in 2019 years. The outcome of business plan	mpared with that in 2019 years. The outcome of business plan	mpared with that in 2019 years. The outcome of business plan
onsolidated Financial Statement Currency				unit: NTD1,000
	2020		2019		Change
	Amount	%	Amount	%	Amount	%
Net sale	3,210,946	100	4,160,545	100	(949,599)	(23)
Gross profit	854,486	27	1,020,029	24	(165,543)	(16)
Operating expense	986,227	31	1,308,831	31	(322,604)	(25)
Operating Income(loss)	(131,741)	(4)	(288,802)	(7)	157,061	54
Non-operating income (expense) - net	6,206	0	12,799	1	(6,593)	(52)
Earnings (loss) before taxation	(125,535)	(4)	(276,003)	(6)	150,468	55
Earnings (loss) in current period	(118,019)	(4)	(273,051)	(6)	155,032	57

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Shareholders’ equity attributable to parent company	(118,733)	(4)	(274,618)	(6)	155,885	57

2. Budget execution：Not applicable

Analysis of income position and profitability

	Currency unit: NTD1,000	Currency unit: NTD1,000	Currency unit: NTD1,000	Currency unit: NTD1,000
	Item		2018	2017
Income position	Operating income		(131,741)	(288,802)
	Non-operating income (loss) – net		6,206	12,799
	Earnings before taxation		(125,535)	(276,003)
	Earnings in current period		(118,019)	(273,051)
Profitability	ROA%		(1.81)	(4.51)
	ROE%		(5.20)	(10.97)
	Ratio to paid-in capital	Operating income	(6.61)	(14.49)
		Earnings before taxation	(6.30)	(13.85)
	Net profit rate%		(3.68)	(6.56)
	EPS in NTD		(0.61)	(1.39)

4. R&D result

R&D projects completed in 2020:

(1). Development of flexible head processing machine

(2). Development of automatic wire processing machine for composite door panels

(3). Light five-axis machine development

(4). Development of high-precision five-axis spindle head group

(5). Development of synchronous permanent magnet spindle

(6).Development of wide-format monochrome rapid printing automation line

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II. Production and sale policy and business objective in 2020 1. Precision machinery

Continuously improve the function and machining accuracy of highend technology five-axis equipment. The North American market continues to maintain the channels of existing precision machinery agents and accelerate the expansion of aerospace and composite materials applications. The user operation interface AGMVP is used in different controller systems, which can effectively set up technological differences with market competitors, more effectively provide the integration capabilities of Industry 4.0, and a major technological breakthrough in automation and ease of use.

The South American market will transfer key technologies and main production back to China in 2020, standardize the product line, reorganize the local operation model and reorganize the organization, establish a new sales team in the cooked rice market to enter South America, and have produced results in 2020. In 2021, in addition to low-level standardized products, it is expected to strengthen the expansion of the mid-level market and standardized CNC-related markets to support the Brazilian carpentryrelated market.

In the New Zealand and Australia region, the competition in the panel furniture market is becoming increasingly fierce, and new competitors are increasing. At present, the introduction of the high-end linear motor Ende's own technology product line is driven by the integration of existing products and entry product lines.

In the Asia-Pacific region, according to the needs of various markets, we will continue to provide flexible product selection, integrate automation capabilities to provide services, and increase the added value of products. The yacht industry has made breakthroughs to enter the mainland market, thereby planning for the expansion of new markets in the future. At present, there are many loopholes in the integration ability of mainland competitors

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in the door panel line, which is still incomplete. It provides Ende time and space to enter the market but there are still opportunities.

In addition to the existing agents in the European region, the UK / Ireland / Switzerland / Italy continues to deepen the timber market, and through the acquisition of MATEC Germany, new channels have been acquired and reserves have entered the aerospace / composite application field. In 2020, the main products will be certified by TUV CE certification. This certification can also be applied to new product development.

In 2020, the number of CNC precision machining centers reached 455. It is estimated that the number of sales in 2021 will be 567, which can grow by 25%.

2. Electronic Machine Plant (Sogotec)

The electronic machinery factory will continue to carry out the “threeyear three-way” operation plan from 2021: “product-refinement”; “marketcustomization”; “service-intelligence”.

In the next three years, among the existing printed circuit board products, the drilling machine has officially ceased production after consuming stock parts in the first half of 2018. The original drilling machine R & D manpower will do its utmost to improve the performance of the molding machine. In addition to introducing the new AC electric spindle developed by Ende, the processing accuracy will be improved and the product will be refined. In order to get rid of competitors vicious price cut competition.

The alliance between different industries and ODM OEM will lay the foundation for the first three years and strive for more joint development opportunities for advanced processes. In addition to the original foreign cooperation in high-precision ODM machinery, it also combines laser, inkjet, software, automation and other capabilities within the group. Strengthen customized kinetic energy, and expect to reach the leading

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position in the industry.

With the continuous fermentation of Industry 4.0, the automation department continues to target traditional industries as the target market, providing customers with a more intelligent service benefit from the production line, so as to help customers reduce management costs. On the other hand, in order to meet the needs of the original PCB industry to be fully intelligent, the automation department plans to upgrade the existing product intelligent mechanism to meet market demand in the next three years, and use existing technologies to increase the application level of expansion from the traditional PCB industry. The application expands to the solar thin film production line.

In 2020, the number of electronic machinery sales reached 290, and the number of sales is expected to be 318 in 2021, with a sales growth of about 10%.

3. Seiko machine

MATEC and AEC products are in cutting-edge industries, mainly in Aerospace, Automotive and Advance material. Due to the impact of COVID-19 in 2020, revenue and profit will decline significantly. However, because European countries have the ability to control the epidemic, and vaccines will continue to be marketed and vaccinated, it is expected that the market will recover in 2021. In addition to revisiting the original industries and existing customers, MATEC and AEC are doing after-sales services and actively Participating in the exhibition will allow customers to return to the market, and to operate in the group's region, to bring these heavyweight products to the Chinese and American markets, and to organize education and training for distributors and employees in China.

AAC's performance is limited due to the impact of COVID-19 in 2020. However, due to the impact of COVID-19, many competitors have a tendency to withdraw from the market. They will integrate resources of the two US subsidiaries AAC and GA to strengthen the expansion of business marketing. It is expected that in 2021, the existing customers of competitors

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who have withdrawn from the market will be acquired, which will help the related equipment market to have significant growth. In addition, as the vaccine is about to be launched and vaccinated, related industries are expected to recover in 2021. Therefore, in addition to the maintenance of original distributors and customers, the sales and service team will be strengthened to expand the United States of Aerospace, composite material and other high-end applications. market.

4. China

Due to the impact of COVID-19 in 2020, sales and profits in China will decline. In 2021, it is expected that in addition to maintaining the existing production base, it will increase its entry into the market of lowlevel standardized machines to meet the current China market.

China is one of the largest markets in the world. Although it is temporarily affected by the new coronavirus epidemic for a short period of time, but taking the SARS epidemic in 2003 as an example, after the epidemic is stable, the demand for recession during the epidemic prevention will explode after the epidemic ends. During the year, the Chinese market will be expanded by stealing into the low-level standardized machine market and increasing the sales of dealers and agents.

The mainland base focuses on the production of the panel furniture industry. Other PCB industries, yacht industry and cutting-edge woodworking machines will be supplied by Taiwanese factories.

In addition, in response to the Chinese government's development of China's domestic aerospace-related industries, the Group's aerospace automotive industry machinery will be expected to be introduced into China by German subsidiaries, expanding the geographical scope of operations and expanding the economies of scale of production.

III. The effect of external competitive environment, legal environment, and operation environment
The 110-year international situation is still unpredictable due to the new arrival of the US Biden administration, the direction of trade with China is
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still unpredictable, whether the Sino-US trade war and technology war will continue or will be cached in uncertainty, when the COVID-19 epidemic will slow down, and the trend of the epidemic. After the mitigation of the risks of the international economic and political situation, and the increase in uncertain factors, the company's operating risks will increase.

The prosperity cycle changes rapidly, the order demand is often large and the delivery time is short, which tests the supply chain management ability and production adjustment ability, and the difficulty of inventory management increases.
Due to competition and business habits, some products have a long instalment period, resulting in increased pressure on capital dispatch.
IV. Development strategy in the future
Improvement of existing models for quality upgrade.
Development of human resources for international marketing and technical service teams for development of channels in the newly emerging markets.
Searching for strategic partners to intensify the vertical and horizontal integration of products.
Increase the proportion of self-manufactured key parts and components to reduce cost so as to upgrade the competitive power of products.
Development of new market for bringing in more revenue.

Chairman: Person in charge: Chief Accounting Officer: Liao Wen-Chia Huang Yi-Hsien Shih, Po-Ju

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[Appendix II]

Anderson Group Audit Committee Review Report

Date: March 9, 2021

The Board of Directors of Anderson Group has compiled the Operation Highlight, separated financial statements and consolidated financial statements, and the proposal for distribution of earrings for fiscal period of 2020. The separate and consolidated financial statements covering 2020 were audited and certified by certified public accountants of Deloitte Taiwan with the issuance of Auditor’s Report.

The form submitted by the board of directors in the preceding paragraph has been checked by the Audit Committee and found that it complies with relevant laws and regulations such as the Company Law, and is in accordance with Article 14-4 of the Securities and Exchange Law and Article 219 of the Company Law .We hereby present this report for your reference.

Convener of Audit Committee: Wu Qing-song

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[Appendix III]

Anderson Group

14th Treasury Shares Transfer Regulation of 2020

Article 1 In order to motivate employees and enhance employees’ centripetal force, the company shall comply with the first paragraph of Article 28-2 of the Securities and Exchange Act and the Financial Supervision and Administration Commission (hereinafter referred to as the The “Share Measures” and other relevant regulations stipulate that the company’s shares (hereinafter referred to as treasury shares) shall be bought back in accordance with the law and transferred to their employees, and the company’s treasury shares transfer method shall be formulated. The company's transfer of treasury shares to employees, in addition to the relevant laws and regulations, is understood to be handled in accordance with the regulations.

(Types of Transferred Shares, Content of Rights, and Limitations of Rights)

Article 2 The treasury shares transferred by the company to employees are all ordinary shares, and their rights and obligations are the same as the original issued shares, except as otherwise provided by relevant laws and regulations and these Measures.

(During the transfer)

Article 3 The shares repurchased this time may be transferred in one or in installments within three years from the date of repurchasing the shares in accordance with the provisions of these Measures.

(Eligibility of the transferee)

Article 4 The assignees of these Measures shall be the employees of the company and the employees of the company's domestic and overseas subsidiaries who took up the job before the date of the subscription basis. If the transferee resigns between the subscription base date and the subscription payment deadline, the subscription will be disqualified.

The term "subsidiary" refers to a company in which the company directly and indirectly holds more than 50% of the voting shares of the same investee company.

The so-called "employees" refer to paid full-time employees of the company and its subsidiaries. Part-time employees, temporary employees, short-term workstudy students, and outsourced labor are not applicable to this approach.

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In addition, the internal subscription ratio and the number of shares of employees are determined based on their job title, position, salary, length of service, performance, and their contribution to the company. The qualifications of the transferee in the preceding paragraph and the number of shares that can be subscribed will be submitted to the chairman of the company for approval in accordance with the relevant laws and regulations at the time of the transfer, and taking into account the company's operational needs and business development strategies and guidelines.

(Procedure of transfer)

Article 5 The operating procedures for this purchase and transfer of shares to employees:

According to the resolution of the board of directors, announce, declare and buy back the company's shares within the implementation period.
In accordance with these Measures, set and announce the employee stock subscription base date, the standard for the number of shares to be subscribed, the subscription payment period, the content of rights and restrictions and other operational matters, which are submitted to the chairman of the company for approval.
Count the actual number of paid shares subscribed and handle the registration of the transfer of shares.

(Agreed transfer price per share)

Article 6 The shares purchased this time are transferred to employees, and the average price actually purchased shall be the transfer price. However, before the transfer, if there is a change in the company's common shares, the transfer price may be adjusted according to the increase rate of the issued shares (calculated to NT$, rounded down below).

(Rights and obligations after transfer)

Article 7 After the repurchased shares are transferred to employees and the transfer is registered, unless otherwise specified, their rights and obligations are the same as the original shares.

(Restrictions during the transfer period)

Article 7 One. Shares are bought back and transferred to employees, and employees are not allowed to transfer for two years from the date of stock delivery. However, it is not limited by the consent of the chairman of the board due to resignation, inheritance and special circumstances.

(Other matters concerning the rights and obligations of the company and employees)

Article 8 For shares transferred in accordance with these Measures, the taxes incurred shall be handled in accordance with the laws and regulations at the time of the transfer

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and related company operations.

(Other transfer related matters)

Article 9 If the company transfers the shares to the employees to buy back the treasury stocks, the part that has not been transferred after the expiry date is regarded as the company's unissued shares, and the registration of the cancellation of shares shall be handled according to law.

(other)

Article 10 This method will take effect after the resolution of the board of directors is passed. In the future, if there is a change in laws or regulations or changes approved by the competent authority or changes based on the objective environment, it may be reported to the board of directors for revision or the chairman of the board may first approve or implement relevant amendments. Report to the board of directors.
Article 11 These Measures shall be submitted to the shareholders meeting report, and the same shall apply when revised.
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[Appendix IV]

Anderson Group

14th Treasury Shares Transfer Regulation of 2020

Before and after revision of the table

`Amended provisions`	`Original Article`	`Amendment` `description`
`Article 4` `The assignees of this method are` `the employees of the company and` `the employees of the company's` `domestic` `and` `overseas` `subsidiaries who took up the job` `before` `the` `date` `of` `the` `subscription` `basis.` `If` `the` `transferee resigns between the` `subscription base date and the` `subscription payment deadline,` `the` `subscription` `will` `be` `disqualified.`	`Article 4` `The assignees of this method` `refer to the employees of the` `company and the employees of the` `company's domestic and overseas` `subsidiaries who took up the job` `before` `the` `date` `of` `the` `subscription` `basis.` `If` `the` `transferee resigns between the` `subscription base date and the` `subscription payment deadline,` `the` `subscription` `will` `be` `disqualified.`	`In order to make` `the text clear,` `the text may be` `revised` `as` `appropriate.`
`Article 7-1` `The` `shares` `bought` `back` `are` `transferred to employees, and` `employees are not allowed to` `transfer for two years from the` `date of stock delivery. However,` `it is not limited by the consent` `of the chairman of the board due` `to resignation, inheritance and` `special circumstances.`	`Article 7-1` `Buying` `back` `shares` `and` `transferring them to employees,` `in accordance with Article 167-3` `of the Company Law, may restrict` `employees from transferring them` `for two years. However, it is not` `limited by the consent of the` `chairman of the board due to` `resignation,` `inheritance` `and` `special circumstances.`	`In order to make` `the text clear,` `the text may be` `revised` `as` `appropriate.`

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[Appendix V]

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Stockholders Anderson Industrial Corporation

Opinion

We have audited the accompanying consolidated financial statements of Anderson Industrial Corporation (the “Company”) and its subsidiaries (collectively referred to as the “Group”) which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, based on our audits and the report of other auditors (refer to the other matter paragraph), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance

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with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. 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 for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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The key audit matters identified in the Group’s consolidated financial statements for the year ended December 31, 2020 are stated as follows:

Revenue Recognition

For the year ended December 31, 2020, the amount of the Group’s sales revenue from machineries was $1,206,808 thousand, which was a significant amount and represented 38% of the total revenue. Sales revenue from machineries may be recognized before the criteria of sales revenue recognition of machineries, such as fulfilling its performance obligation, are met; therefore, we identified revenue recognition as a key audit matter. Refer to Notes 4 and 18 to the consolidated financial statements.

The main audit procedures that we performed in respect of revenue recognition included the following: Understanding the appropriateness of internal controls, testing the operating effectiveness of design and implementation’s effectiveness by inspecting sales contracts, confirming the consistency of transactions for revenue recognition, sampling of subsidiary ledgers, inspecting shipping invoices, clients’ receipts and export documentations, and verifying the accuracy of revenue recognition.

Estimated Impairment of Accounts Receivable

As of December 31, 2020, the balance of accounts receivable held by the Group was $728,550 thousand, which was significant and represented 14% of the total assets. The management applies the use of lifetime expected credit losses for all accounts receivable. The expected credit losses on accounts receivable are estimated by considering past default experience of the debtor, an analysis of the debtor’s current financial position and an assessment of both the current as well as the forecast direction of economic conditions at the reporting date. The evaluation of allowance for loss of accounts receivable, credit risk and appropriateness of provisioning policy involves significant judgments; therefore, we identified the estimated impairment of accounts receivable as a key audit matter. Refer to Notes 5 and 8 to the consolidated financial statements.

The main audit procedures that we performed in respect of the estimated impairment of accounts receivable included assessing the appropriateness of accounts receivable provisioning policy, testing the validity of aging reports, analyzing significant changes in accounts receivable and overdue accounts, assessing the reasonableness of impairment of individual accounts receivable, and confirming any indication of impairment at the end of the year.

28 -

Other Matter

Among the subsidiaries included in the consolidated financial statements of the Group, the financial statements of Sogotec Enterprise Co., Ltd. (Sogotec) were audited by other independent auditors. Our opinion expressed in the opinion section of this report, insofar as it relates to the amounts recognized based on financial statements audited by other auditors, is based solely on the reports of other auditors. As of December 31, 2020 and 2019, Sogotec’s total assets amounted to $1,153,329 thousand and $1,175,221 thousand, representing 23% and 24%, respectively, of the consolidated total assets of the Group and the total operating revenue amounted to $624,335 thousand and $756,257 thousand, representing 19% and 18%, respectively, of the consolidated total comprehensive income of the Group.

We have also audited the parent company only financial statements of the Group as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion with other matter paragraph and an unmodified opinion, respectively.

29 -

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 Preparation of Financial Reports by Securities Issuers and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the audit committees, are responsible for overseeing the Group’s financial reporting process.

Auditors’ 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 auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the 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
30 -

provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists 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 auditors’ 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 auditors’ 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 and appropriate audit evidence regarding the financial information of 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

31 -

relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ 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.

The engagement partners on the audits resulting in this independent auditors’ report are Pei De Chen and Li Wen Kuo.

Deloitte & Touche Taipei, Taiwan Republic of China

March 9, 2021

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

32 -

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 4 and 6) Financial assets at fair value through profit or loss (Notes 4 and 7) Financial assets at amortized cost (Notes 4 and 27) Notes receivable, net (Notes 4 and 8) Accounts receivable, net (Notes 4, 5, 8 and 27) Other receivables (Notes 4 and 27) Current tax assets Inventories (Notes 4 and 9) Prepayments Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income (Note 4) Financial assets at amortized cost (Notes 4 and 27) Investments accounted for using the equity method (Notes 4 and 26) Property, plant and equipment (Notes 4, 11 and 27) Right-of-use assets (Notes 4 and 12) Intangible assets (Notes 4 and 13) Deferred tax assets (Notes 4 and 20) Other non-current assets (Notes 11 and 27) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 14 and 27) Short-term notes and bills payable (Note 14) Contract liabilities (Notes 4 and 18) Notes payable Accounts payable (Note 26) Other payables (Note 15) Current tax liabilities Provisions (Note 4) Lease liabilities (Notes 4 and 12) Current portion of long-term borrowings (Notes 14 and 27) Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings (Notes 14 and 27)		2020 Amount % $ 800,697 16 80,537 2 172,255 3 198,232 4 728,550 14 165,210 3 628 - 1,130,125 23 46,076 1 29,871 1 3,352,181 67 73,104 2 - - 5,352 - 1,148,829 23 119,994 2 110,923 2 139,300 3 60,952 1 1,658,454 33 $ 5,010,635 100 $ 1,426,499 28 - - 155,122 3 2,262 - 273,110 5 204,806 4 13,134 - 20,465 - 23,658 1 188,310 4 24,675 1 2,332,041 46 351,759 7		2019
				Amount % $ 661,939 13 18,827 - 101,689 2 124,922 3 928,260 19 108,597 2 5,766 - 1,417,668 28 64,976 1 27,642 1 3,460,286 69 34,247 1 17,020 - 8,975 - 1,129,987 23 39,600 1 119,661 3 114,895 2 68,552 1 1,532,937 31 $ 4,993,223 100 $ 1,180,837 24 30,000 1 193,708 4 2,062 - 378,977 8 206,689 4 24,054 - 29,213 - 8,214 - 233,621 5 10,140 - 2,297,515 46 258,822 5

33 -

Deferred tax liabilities (Notes 4 and 20) Lease liabilities (Notes 4 and 12) Net defined benefit liabilities (Notes 4 and 16) Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 17) Share capital Ordinary shares Capital surplus Accumulated deficit Legal reserve Special reserve Accumulated deficit Total accumulated deficit Other equity Exchange differences on translation of the financial statements of foreign operations Unrealized gain (loss) on financial assets at fair value through other comprehensive income Total other equity Treasury shares Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS Total equity TOTAL	1,201 - 89,825 2 43,203 1 8,356 - 494,344 10 2,826,385 56 1,993,310 40 366,392 7 - - - - (114,235) (2) (114,235) (2) (113,832) (2) 9,556 - (104,276) (2) (71,320) (1) 2,069,871 42 114,379 2 2,184,250 44 $ 5,010,635 100	- - 23,751 1 54,883 1 7,102 - 344,558 7 2,642,073 53 1,993,310 40 398,472 8 186,665 4 75,178 1 (271,596) (5) (9,753) - (110,229) (2) 7,500 - (102,729) (2) (47,544) (1) 2,231,756 45 119,394 2 2,351,150 47 $ 4,993,223 100

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

(With Deloitte & Touche auditors’ report dated March 9, 2021)

34 -

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Loss Per Share)

OPERATING REVENUE (Notes 4, 18 and 26) OPERATING COSTS (Notes 9, 19 and 26) GROSS PROFIT OPERATING EXPENSES (Notes 4, 19 and 26) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit loss Total operating expenses LOSS FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES (Notes 4 and 19) Interest income Other income (Note 26) Other gains and losses Finance costs Share of loss of associates accounted for using the equity method Total non-operating income and expenses LOSS BEFORE INCOME TAX		2020 Amount % $ 3,210,946 100 2,356,460 73 854,486 27 421,350 13 409,566 13 82,159 3 73,152 2 986,227 31 (131,741) (4) 3,913 - 71,963 2 (31,861) (1) (34,186) (1) (3,623) - 6,206 - (125,535) (4)		2019
				Amount % $ 4,160,545 100 3,140,516 76 1,020,029 24 558,583 13 566,959 14 88,167 2 95,122 2 1,308,831 31 (288,802) (7) 2,584 - 76,570 2 (25,807) - (35,962) (1) (4,586) - 12,799 1 (276,003) (6)

35 -

INCOME TAX PROFIT (Notes 4 and 20) NET LOSS FOR THE YEAR OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized gain on investments in equity instruments at fair value through other comprehensive income	7,516 - (118,019) (4) 5,652 - 2,056 -	2,952 - (273,051) (6) 1,686 - 6,698 - (Continued)

36 -

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Loss Per Share)

Income tax expense relating to items that will not be reclassified subsequently (Note 20) Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations Other comprehensive income (loss) for the year, net of income tax TOTAL COMPREHENSIVE LOSS FOR THE YEAR NET (LOSS) PROFIT ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO: Owners of the Company Non-controlling interests LOSS PER SHARE (Note 21) Basic Diluted		2020 Amount % $ (1,130) - (3,832) - 2,746 - $ (115,273) (4) $ (118,733) (4) 714 - $ (118,019) (4) $ (115,782) (4) 509 - $ (115,273) (4) $ (0.61) $ (0.61)		2019
				Amount % $ (337) - (34,103) (1) (26,056) (1) $ (299,107) (7) $ (274,618) (7) 1,567 - $ (273,051) (7) $ (300,787) (7) 1,680 - $ (299,107) (7) $ (1.39) $ (1.39)

		$		$
		$		$
		$		$
		$		$
		$		$

37 -

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

(With Deloitte & Touche auditors’ report dated March 9, 2021) (Concluded)

38 -

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019 Appropriation of 2018 earnings Legal reserve Special reserve Cash dividends distributed by the Company - NT$0.13 per share Cash dividends distributed from capital surplus Net (loss) profit for the year ended December 31, 2019 Other comprehensive income (loss) for the year ended December 31, 2019 Total comprehensive income (loss) for the year ended December 31, 2019 Buy-back of treasury shares Cancellation of treasury shares Changes in percentage of ownership interests in subsidiaries Cash dividends paid to non-controlling interests of subsidiaries BALANCE AT DECEMBER 31, 2019		Equity Attributes to Owners of the Company		Total Equity Attributable to Owners of the Non-controlling Company Interests $ 2,577,248 $ 47,641 - - - - (25,913 ) - (13,953 ) - (274,618 ) 1,567 (26,169) 113 (300,787) 1,680 (47,544 ) - - - 42,705 77,295 - (7,222) 2,231,756 119,394	Total Equity $ 2,624,889 - - (25,913 ) (13,953 ) (273,051 ) (26,056) (299,107) (47,544 ) - 120,000 (7,222) 2,351,150
	Ordinary shares Capital Surplus $ 1,998,810 $ 369,134 - - - - - - - (13,953 ) - - - - - - - - (5,500 ) 586 - 42,705 - - 1,993,310 398,472	Retained Earnings Unr Unappropriated Earnings Exchange Differences on Translation of the Fi Fai (Accumulated Financial Statement of Oth Legal Reserve Special Reserve Deficits) Foreign Operations $ 182,567 $ 58,067 $ 48,762 $ (75,980 ) 4,098 - (4,098 ) - - 17,111 (17,111 ) - - - (25,913 ) - - - - - - - (274,618 ) - - - 1,382 (34,249) - - (273,236) (34,249) - - - - - - - - - - - - - - - - 186,665 75,178 (271,596 ) (110,229 )	ealized Valuation Gain (Loss) on nancial Assets at r Value Through er Comprehensive Income Treasury Shares $ 802 $ (4,914 ) - - - - - - - - - - 6,698 - 6,698 - - (47,544 ) - 4,914 - - - - 7,500 (47,544 )

39 -

Appropriation of 2019 deficit Legal reserve to offset deficit Special reserve to offset deficit Capital surplus to offset deficit Cash dividends distributed from capital surplus Net (loss) profit for the year ended December 31, 2020 Other comprehensive income (loss) for the year ended December 31, 2020 Total comprehensive income (loss) for the year ended December 31, 2020 Buy-back of treasury shares Changes in percentage of ownership interests in subsidiaries Cash dividends paid to non-controlling interests of subsidiaries BALANCE AT DECEMBER 31, 2020	- - - - - - - - - - $ 1,993,310	- - (9,753 ) (19,933 ) - - - - (2,394 ) - $ 366,392	(186,665 ) - - - - - - - - - $ -	- (75,178 ) - - - - - - - - $ -	186,665 75,178 9,753 - (118,733 ) 4,498 (114,235) - - - $ (114,235)	- - - - - (3,603) (3,603) - - - $ (113,832)	- - - - - 2,056 2,056 - - - $ 9,556	- - - - - - - (23,776 ) - - $ (71,320)	- - - (19,933 ) (118,733 ) 2,951 (115,782) (23,776 ) (2,394 ) - $ 2,069,871	- - - - 714 (205) 509 - (3,518 ) (2,006) $ 114,379	- - - (19,933 ) (118,019 ) 2,746 (115,273) (23,776 ) (5,912 ) (2,006) $ 2,184,250

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

(With Deloitte & Touche auditors’ report dated March 9, 2021)

40 -

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

	2020	2019
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before income tax	$(125,535)	$(276,003)
Adjustments for:
Depreciation expense	100,804	110,077
Amortization expense	6,641	11,936
Expected credit loss recognized on accounts receivable	73,152	95,122
Net gain on fair value changes of financial assets at financial
assets at fair value through profit or loss	(2,797)	(7,059)
Finance costs	34,186	35,962
Interest income	(3,913)	(2,584)
Share of loss of investments accounted for using the equity
method	3,623	4,586
Gain on disposal of property, plant and equipment	(92)	(3,894)
Impairment losses recognized on intangible assets	-	21,077
Write-downs of inventories	76,071	155,159
Loss on foreign currency exchange	31,068	21,558
Provisions	(622)	(4,534)
Other payables reclassified to revenue	-	(33,087)
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value through
profit or loss	(57,165)	202,474
Notes receivable	(73,310)	64,168
Accounts receivable	125,698	198,738
Other receivables	(56,613)	52,889
Inventories	178,714	149,125
Prepayments	18,900	25,878
Other current assets	(2,229)	(2,244)
Contract liabilities	(38,586)	(169,827)
Notes payable	200	(403)

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Accounts payable

Other payables
Provisions
Other liabilities
Net defined benefit liabilities

Cash generated from operations

Interest received
Interest paid

Income tax paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other
comprehensive income

Purchase of financial assets at amortized cost

Acquisition of associates

(105,867)
25,949
(578)
(68,627)
(8,126)
(20,119)
14,535
(2,862)
(6,052)

(5,624)
182,107
577,831
3,913
2,585
(35,491)
(37,922)
(22,600)
(49,617)
127,929
492,877
(36,801)
-
(53,546)
(41,007)
-
(5,000)
(Continued)

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ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

Payments for property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in refundable deposits Decrease in refundable deposits Payments for intangible assets Decrease in non-current assets Increase in prepayments for equipment Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term borrowings Decrease in short-term notes and bills payable Proceeds from long-term borrowings Repayment of long-term borrowings Increase (decrease) in guarantee deposits Repayment of the principal portion of lease liabilities Increase in other non-current liabilities Cash dividends paid Payments for treasury shares Dividends paid to non-controlling interests Changes in non-controlling interests Net cash generated from (used in) financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET INCREASE IN CASH AND CASH EQUIVALENTS	2020 $ (78,005) 497 - 5,566 (182) 5,946 (10,605) (167,130) 245,662 (30,000) 226,207 (181,624) 400 (19,501) 854 (19,933) (23,776) (2,006) (5,912) 190,371 (12,412) 138,758	2019 $ (31,425) 9,790 (3,476) - (2,631) 4,526 (41,505) (110,728) (88,830) (50,000) 119,837 (265,261) (25,658) (24,474) 973 (39,866) (47,544) (7,222) 120,000 (308,045) (20,066) 54,038

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CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	661,939 $ 800,697	607,901
		$ 661,939

The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ report dated March 9, 2021)	(Concluded)

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[Appendix VI]

Anderson Group (Before amendment)

Chapter I

General Provision
Article I: The Company is duly incorporated in accordance with the Company Act and bears the title of Anderson Group.

Article II:

The Company is engaged in the following business:

I. CB01010 Machinery and Equipment Manufacturing.
II. CB01990 Other Machinery Manufacturing Not Elsewhere Classified.
III. CN01010 Furniture and Fixtures Manufacturing.
IV. F113010 Wholesale of Machinery
V. F113990 Wholesale of Other Machinery and Equipment.
VI. F105050 Wholesale of Furniture, Bedclothes, Kitchen Equipment and Fixtures.
VII. F106010 Wholesale of Ironware.
VIII. F107200 Wholesale of Chemical Raw Material.
IX. F213080 Retail Sale of Machinery and Equipment.
X. F213990 Retail Sale of Other Machinery and Equipment.
XI. F205040 Retail Sale of Furniture, Bedclothes, Kitchen Equipment, and Fixtures.
XII. F206010 Retail Sale of Ironware.
XIII. F207200 Retail Sale of Chemical Raw Material.
XIV. E604010 Machinery Installation Construction.
XV. F401010 International Trade
XVI. JE01010 Rental and Leasing Business
XVII. C701010 Printing.
XVIII. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.
Article III: In case the Company is a limited liability shareholders of another company, the total investment of which shall not be governed by Article 13 of the Company Act where total investment shall not exceed 40% of the paid-in capital.

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Article III-I:	The Company may act as guarantor in favor of a third party.
Article IV:	The Company is headquartered in Taipei, and may set up domestic and overseas
	branches at the resolutions of the Board where necessary.
Article V:	Deleted.

	Chapter II Shares of Stock
Article VI:	The Company has stated capital of TWD3 billion and are evenly distributed into
	300 million shares at TWD10/share. The shares will be issued by the Board in series
	under authorization.
Article VII:	The Company shall issue registered shares in digital form with registration at
	Taiwan Depository and Clearing Corporation. The Company may also prepare hard
	copy of share certificates on condition that each certificate shall be affixed with the
	authorized signatures or seals of at least three (3) Directors subject to the due
	process of certification before offering.
Article VIII:	The transfer of shares is prohibited in a period of 60 days prior to a scheduled
	regular session of the General Meeting of Shareholders, a period of 30 days prior
	to a scheduled special session of the General Meeting of Shareholders, or a period
	of five (5) days prior to the dividend and interest payment day or any other day set
	for benefit payment.
Article VIII-I:	Unless the Securities and Exchange Act provides otherwise, the assignment,
	succession, donation, pledge, missing, damage of shares or any other matters related
	to share registration and transfer, shall be governed by the Regulations Governing
	the Administration of Shareholder Services of Public Companies.

	Chapter III General Meeting of Shareholders
Article IX:	The General Meeting of Shareholders shall be convened in regular session and
	special session. Regular session shall be convened once a year within six (6) months
	after the end of the fiscal period. Special sessions may be convened at any time
	where necessary.
Article X:	In case specific shareholder cannot attend the General Meeting of Shareholders in
	person, such shareholder may use the document prepared by the Company for
	authorization of agent to appoint a proxy to attend the meeting with specifying the
	scope of power of attorney. If particular party is appointed as the proxy of two (2)
	or more shareholders, the total votes cast by this proxy shall not exceed 3% of the
	votes representing the total quantity of outstanding shares unless the proxy is a share
	registrar approved by a trust firm or the competent authority of securities or the
	votes in excess of 3% of the votes representing the total outstanding shares will not

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be counted.

Article XI: Shareholders shall be entitled to one vote for each share in holding unless under the circumstances as prescribed in Article 179 of the Company Act.
Article XII: Unless the Company Act provides otherwise, the resolution of the General Meeting of Shareholders shall be made by a session with the presence of shareholders representing more than half of the total outstanding shares and under a simple majority of shareholders in session.

Chapter IV Directors and functional committees

Article XIII: The company has five to seven directors and adopts a candidate nomination system. The term of office is three years. The board of shareholders shall elect and appoint a person with the capacity to act, and re-election is possible. The election of directors adopts the registered and cumulative election method. Each share has the same voting rights as the number of directors to be elected. One person may be elected collectively or a number of persons may be distributed. The votes obtained shall represent the more voting rights. Among the above-mentioned number of directors of the company, independent directors shall not be less than two, and shall not be less than one-fifth of the number of directors. The election of independent directors adopts a candidate nomination system, and the professional qualifications of independent directors, restrictions on shareholding and part-time work, determination of independence, nomination and selection methods, and other matters to be followed are in accordance with the relevant regulations of the securities authority.
Article XIII-1: The company’s board of directors may set up a salary and remuneration committee, audit committee or other functional committees due to the needs of business operations. The number, tenure, and powers of the committee shall be stipulated in the organizational rules of each committee in accordance with the regulations set by the competent authority. The resolution is done.
Article XIII-2: The company establishes an audit committee in accordance with Article 14-4 of the Securities and Exchange Act. The audit committee shall be composed of all independent directors. The audit committee or the members of the audit committee shall be responsible for implementing the functions and powers of the supervisors stipulated in the company law, the securities exchange law and other laws.
Article XIV: Unless the Company Act provides otherwise, resolutions of the Board shall be made by a session with the presence of at least half of the Directors and a simple majority of the Directors in session. Directors who cannot attend the session of the Board in person may appoint another Director as proxy with the issuance of a power of attorney. Each Director may act as the proxy of only one other Director.

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Article XV: The Directors shall organize into the Board of Directors and a Chairman shall be elected among the Directors in a session with the presence of at least two-thirds of the Directors and a simple majority of the Directors in session. The Chairman shall be the deputy agent of the Company externally.
Article XVI: In the absence of the Chairman or the Chairman is unable to perform its duties, one (1) Director shall be appointed by the Chairman as the proxy, or elected among the Directors as the proxy of the Chairman.
Article XVII: The remuneration to the Directors and Supervisors shall be determined by the Board under authorization, and shall commensurate with the level of participation of the Directors and Supervisors in the operation of the Company or the contribution value to the Company, with reference to industry standard at home and abroad.
Article XVII-I: The Board shall call for its regular session with seven (7) days of notice to all Directors and Supervisors or call for special session at any time in case of an emergency.
The notice of meeting shall be made in correspondence, e-mail or fax with the reason for the session specified therein.

Chapter V Managers Article XVIII: The Company shall establish the position for a General Manager and as number of positions of Deputy General Managers, and the appointment, dismissal, and remuneration of whom shall be governed by Article 29 of the Company Act.

Chapter VI Accounting

Article XIX: The fiscal period of the Company starts on January 1 and ends on December 31 of each calendar year.

At the end of the fiscal period, the Board shall prepared (I) Operation Highlight; (II) Financial Statements; and (III) Proposal for Distribution of Earnings or WriteOff loss carryforward, and refers to the Supervisors for review before presenting before the General Meeting of Shareholders for ratification.

Article XX: The Company shall appropriate 1%~10% of its earnings before taxation and before the deduction for remuneration to employees and Directors and Supervisors as remuneration to employees and Directors and Supervisors as determined by the Board, which may be paid in stock or cash. The recipients shall include employees of subsidiaries meeting specific conditions. The Company may appropriate no more than 3% of the aforementioned amount of earnings as remuneration to Directors and Supervisors at the resolution of the Board and paid in cash only. The proposal for remuneration to employees and Directors and Supervisors shall be reported to

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the General Meeting of Shareholders. The Company shall appropriate the earnings for write-off loss carryforward, if applicable.

The Company shall consider the unpredictable and competitive environment of the industry in making its dividend policy. While the Company is at its stage of stable growth in the corporate life cycle, and in consideration of the capital requirement in the future and long-term financial planning, the Company determines to appropriate 10% of its surplus net of the payment of corporate income tax and appropriation for write-off loss carryforward as required by law as legal reserve, and the recognition or reversal of special reserve as required by the competent authority. If there is still a balance, the Company shall pool up with the undistributed earnings at beginning as distributable earnings payable at the proposal of the Board subject to the resolutions of the General Meeting of Shareholders.

Shareholder dividend may be paid in cash or stock while cash dividend shall not be released if falls below TWD0.1per share. Cash dividend shall account for 30% ~100% of the total dividend while stock dividend shall account for 0%~70% of total dividend. The ratio of the aforementioned earnings for distribution shall be subject to adjustment pending on the actual profit position and availability of funds at the resolution of the General Meeting of Shareholders.

Chapter VII Miscellaneous Article XXI: Deleted. Article XXII: Anything not covered by the Articles of Incorporation shall be governed by the Company Act. Article XXIII: The Articles of Incorporation were instituted on July 6, 1972. Amendment of the 1[st] instance was made on July 13, 1976. Amendment of the 2[nd] instance was made on July 10, 1979. Amendment of the 3[rd] instance was made on June 22, 1980. Amendment of the 4[th] instance was made on April 6, 1984. Amendment of the 5[th] instance was made on September 5, 1984. Amendment of the 6[th] instance was made on April 6, 1985. Amendment of the 7[th] instance was made on November 24, 1986. Amendment of the 8[th] instance was made on September 25, 1992. Amendment of the 9[th] instance was made on May 18, 1993. Amendment of the 10[th] instance was made on February 1, 1994. Amendment of the 11[th] instance was made on August 10, 1994.

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Amendment of the 12[th] instance was made on April 28, 1995. Amendment of the 13[th] instance was made on February 1, 1996. Amendment of the 14[th] instance was made on May 5, 1996. Amendment of the 15[th] instance was made on November 9, 1996. Amendment of the 16[th] instance was made on May 2, 1998. Amendment of the 17[th] instance was made on June 8, 1999. Amendment of the 18[th] instance was made on June 17, 2000. Amendment of the 19[th] instance was made on May 8, 2001. Amendment of the 20[th] instance was made on June 20, 2002. Amendment of the 21[st] instance was made on June 25, 2004. Amendment of the 22[nd] instance was made on June 23, 2005. Amendment of the 23[rd] instance was made on June 23, 2006. Amendment of the 24[th] instance was made on June 19, 2008. Amendment of the 25[th] instance was made on June 25, 2010. Amendment of the 26[th] instance was made on June 24, 2011. Amendment of the 27[th] instance was made on June 25, 2013. Amendment of the 28[th] instance was made on June 30, 2015. Amendment of the 29[th] instance was made on June 6, 2016. Amendment of the 30th instance was made on June 19, 2017. Amendment of the 31th instance was made on May 29, 2018. Amendment of the 32th instance was made on May 27, 2020.

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[Appendix VII]

Anderson Group

Procedure for loaning funds to others (before amendment)

Article 1:

The company's capital loans and others are handled in accordance with the provisions of this operating procedure, but if there are other provisions in the financial related laws and regulations, the provisions shall be followed.

Article 2:

According to Article 15 of the Company Law, the company's funds may not be loaned to shareholders or any other person except in the following cases:

The company or line number that has business dealings with the company.
The company or line number necessary for short-term financing.

The short term referred to in the preceding paragraph refers to one year. However, if the company's business cycle is longer than one year, the business cycle shall prevail.

The company directly and indirectly holds 100% of the voting shares of foreign companies, engaged in fund lending, is not subject to the second paragraph of the first paragraph, but still subject to the limits set forth in Article 4 of this operating procedure and Article 5 The deadline set is processed.

Article 3:

The Company shall engage in the loan of funds due to business dealings and shall comply with the provisions of Article 4.

However, due to the short-term financing, it is necessary to engage in the loan of funds, subject to the following circumstances:

The company that directly and indirectly holds more than 50% of the shares with voting rights, due to repayment of bank loans, purchase of equipment or business turnover.
The company that directly holds more than 20% of the invested company is required to repay bank loans, purchase equipment or business turnover.

Article 4:

Fund loan and total amount and limit of individual objects

The total amount of the company's funds loaned to others shall not exceed 40% of the company's most recent net account value checked by an accountant or audited financial statements. The total amount and the limit for each borrower are determined as follows according to their loans and reasons:

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Due to business transactions with the company, the capital loan and total amount of the company shall not exceed 10% of the net value of the company ’s most recent visa audit or financial statement review by accountants; the individual loan amount shall not exceed the latest year or when As of the end of the year when the funds are loaned, the higher the amount of the company's purchase or sales.
Because of the necessity of short-term financing, the loan and total amount of funds shall not exceed 30% of the net value of the company ’s most recent accountant ’s verification visa or financial statements; the individual loan amount shall not exceed the company ’s latest Accountants check visas or review 20% of the net value of financial statements.

Foreign companies that directly or indirectly hold 100% of the voting shares of the company or foreign companies that directly and indirectly hold 100% of the voting shares of the company are engaged in the loan of funds to the company. The total amount and the individual loan amount shall not exceed the net value of the loan and the company. 100%.

The net value referred to in this operating procedure refers to the equity of the parent company ’s owner of the balance sheet as required by the securities issuer ’s financial reporting standards.

When the person in charge of the company violates the provisions of this article, it shall be jointly responsible for the return with the borrower. If the company is damaged again, it shall also be liable for damages.

Article 5:

The company ’s loan of funds to others should be reviewed and evaluated by the Finance Department in detail, and should be handled in accordance with the prescribed operating procedures, including:

State the fund loan and its target, amount, reason, termination conditions and date, etc.

Second, analysis and evaluation of capital loans and the necessity and rationality

Analyze and evaluate the credit and operation of the funds and the object
Analysis and evaluation of the impact on the company's operational risks, financial status and shareholders' equity
Whether collateral and collateral's appraised value should be obtained
The opinions of the preceding paragraph shall be submitted to the general manager for approval and approved by the resolution of the board of directors, and shall not be authorized to be decided by others. In addition, the opinions of the independent directors shall be fully considered, and the clear opinions and reasons for their

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opposition shall be included in the board record.

The loan of funds between the company and its subsidiaries, or between its subsidiaries, shall be submitted to the board of directors in accordance with the provisions of the preceding paragraph, and may authorize the chairman of the board of directors to a certain amount of the same loan and object to the board of directors ’resolution and a period not exceeding one year Within the sub-allocated loans or circular use; if the subsidiary engaged in fund lending is a public issuance company, it can be handled after the board of directors of the public issuance resolution is submitted in accordance with the preceding paragraph.
The certain amount mentioned in the preceding paragraph shall not exceed the authorized amount of the company ’s or subsidiary ’s loan to a single enterprise ’s funds except for those that meet the second paragraph of Article 4 above the net value of the company ’s or subsidiary ’s most recent financial statements. ten.

IX. The foreign company holding 100% of the voting shares directly or indirectly or the foreign company holding 100% of the voting shares directly and indirectly between the company and the company shall not exceed two years for each loan.

Subsidiaries and parent companies referred to in this Standard shall be identified in accordance with the provisions of the Securities Issuer's Financial Reporting Standards.

Article 6:

After the company ’s funds are loaned to others, the Finance Department shall periodically assess the changes in the financial, business and related credit status of the borrower and its guarantor and the changes in the value of the collateral. If there are major changes, the general manager and Relevant rights and responsibilities units shall deal with them as soon as possible.

When the borrower repays the loan in advance or before the maturity of the loan, it shall be paid off together with the principal plus the interest payable before the guarantee note can be returned to the borrower or the mortgage rights are written off.

Article 7:

The interest rate of loans and funds shall not be lower than the highest interest rate of the company ’s short-term borrowing from financial institutions, and it shall be adjusted flexibly according to the company ’s capital cost.

Article 8:

In addition to the announcement of the company ’s financial department and its subsidiary ’s capital loans and surpluses last month before the tenth day of each month, if the capital loans and balances meet one of the following standards, they shall declare and declare within two days from the date of the fact:

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The balance of the company's and its subsidiaries' capital loans to others has reached more than 20% of the company's latest net financial statements.
The company ’s and its subsidiaries ’loan and balance of funds to a single enterprise amount to more than 10% of the company ’s most recent net financial statements.
The newly-funded loans and amounts of the company or its subsidiaries amounted to NT $ 10 million or more and reached more than 2% of the company's latest net financial statements.

Announcement and declaration in the preceding paragraph refers to the importation of "public information observatories" designated by the Financial Supervision and Administration Commission.

The date of occurrence of the facts referred to in this operating procedure refers to the date of the transaction signing date, payment date, board resolution date, or other sufficient date to determine the capital loan and the object and the capital loan and amount.

If the company directly and indirectly holds more than 50% of the voting shares, it is not a domestic public offering company. If the company has any matters that should be announced and declared in the third paragraph of the preceding paragraph, the company shall do the same.

Article 9:

The company's Finance Department shall establish a record book on capital loans and matters in accordance with the regulations of the securities authority for future reference.

Article 10:

The Company shall evaluate the fund loan situation and provide an adequate allowance for bad debts, and properly disclose relevant information in the financial report, and provide relevant information of the visa accountant to carry out the necessary check procedures to issue a valid check report. book.

Article 11:

The internal audit unit of the company shall regularly check and evaluate the implementation of the previous regulations and make a written record. If a violation of the regulations is found and the circumstances are serious, it shall immediately notify the members of the audit committee in writing in addition to signing the chairman for punishment in accordance with the regulations.

Article 12:

The company directly and indirectly holds more than 50% of the shares with voting rights. If the company intends to lend money to others, it shall set up the fund loan and

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other people's operating procedures, and check whether the funds are loaned and traded. The prescribed method shall be handled, and the self-inspection report of the subsidiary of the preceding paragraph shall be reviewed by internal audit.

Article 13:

When the company changes the circumstances and causes the loan to the target to be inconsistent with the provisions of this standard or the amount exceeds the limit, it shall formulate an improvement plan, send the relevant improvement plan to the members of the audit committee, and complete the improvement according to the planned schedule.

Article 14:

This operating procedure is approved by the board of directors and then sent to the audit committee, and implemented after being approved by the shareholders' meeting, and the same applies when it is modified.

Article 15:

This operating procedure will be implemented after the shareholders' meeting on June 19, 2017.

The shareholders' meeting was amended on May 29, 2018. The shareholders' meeting was amended on May 30, 2019. The shareholders' meeting was amended on May 27, 2020.

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[Appendix VIII]

Anderson Group

Parliamentary Procedure for General Meeting of Shareholders

Article 1

The shareholders’ meeting of the company shall, in addition to those stipulated in the Act, follow these rules.

Article 2

The shareholder meeting shall set up a scrapbook for the attendance of the attending shareholders, or the attendance shareholders shall pay the attendance card to sign on behalf of the shareholders. The number of shares attending is calculated based on the scrapbook or the paid-in card, plus the number of shares in which voting rights are exercised in writing or electronically.

Article 3

The attendance and voting of the shareholders' meeting shall be calculated on the basis of shares. One of the third,

At each shareholder meeting, shareholders must issue a power of attorney issued by the company, specifying the scope of the authorization, entrusting agents, and attending the shareholders' meeting. A shareholder shall issue a power of attorney and limit it to one person. It shall be delivered to the company five days before the meeting of the shareholders' meeting. When the power of attorney is repeated, the first person to be delivered shall prevail. However, the delegator before revoking the statement shall not be limited to this.

After the power of attorney has been delivered to the company, the shareholder who wishes to attend the shareholders meeting in person or wish to exercise voting rights in writing or electronically shall, no later than two days prior to the meeting of the shareholders, notify the company in writing of the cancellation of the power of attorney; The entrusted agent's right to vote in exercise shall prevail.

Article 4

The location of the shareholders' meeting shall be in the place where the company is located or where the convenience shareholders are present and suitable for the convening of the shareholders' meeting. The meeting may not start earlier than 9:00 am or later than 3 pm.

Article 5

If the shareholders' meeting is convened by the board of directors and the chairman of the board of shareholders is the chairman, the chairman of the board takes leave or is unable to exercise his power for any reason, the vice chairman will act as the agent, and the vice chairman or deputy board chairman may also ask for leave. When it is unable to exercise its powers, the chairman shall appoint one of the managing directors as the agent; if he does not have a managing director, he shall appoint one director as the agent and if the chairman of the board of directors does not designate an agent, the managing director or the director shall deputize one person.

If the shareholder meeting is convened by a caller other than the board of directors, the chairman of the shareholder shall be the convener.

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Article 6,

the lawyers, accountants or related personnel appointed by the company must attend the shareholders' meeting.

Meeting personnel handling shareholders’ meetings should wear identification cards or badges. Article 7

The meeting of the shareholders' meeting shall be recorded or videotaped throughout the course of the meeting and shall be kept for at least one year.

Article 8:

At the time of the meeting, the chairman shall immediately announce the meeting. However, when no shareholder representing more than half of the total number of shares already issued is present, the chairman may announce a postponement of the meeting. The number of delays shall be limited to the second time, and the delay shall be postponed. The total cannot exceed one hour. If the second time is still insufficient and the shareholder represents more than one third of the total number of issued shares, it may be deemed as a false resolution in accordance with the first item of Article 175 of the Company Law.

Before the end of the current meeting, if the number of shares represented by the shareholders attending the meeting exceeds half of the total number of issued shares, the chairman may create a false resolution to re-invite the meeting to vote according to Article 174 of the Company Law.

Article 9:

If the shareholders' meeting is convened by the board of directors, the agenda shall be set by the board of directors. The meeting shall be conducted in accordance with the scheduled agenda and may not be changed without the resolution of the shareholders' meeting.

If the shareholders' meeting is convened by a caller other than the board of directors, the provisions of the preceding paragraph shall apply.

Before the agenda of the first two items was scheduled to be finalized (including the provisional motion), the chairman would not be allowed to announce the adjournment without resolution.

After the meeting was adjourned, the shareholders must not elect the chairman to reconvene the meeting at the original site or another site. However, the chairman, in violation of the rules of procedure, announced that the adjournant was able to attend the meeting by appointing one of the shareholders to vote as the chairman.

Article 10:

Before attending a shareholder's speech, a speech statement shall be filled in with a speech statement, the shareholder number (or attendance number) and the name of the account, and the chairman shall set the statement order.

Attendance of shareholders who spoke alone but did not speak is considered as not speaking. If the content of the speech is not consistent with the record of the speech, the content of the speech shall prevail.

When attending the shareholders' statement, other shareholders may not interfere with the speech except with the consent of the chairman and the speaking shareholders, and the chairman of the violators shall stop.

Article 11:

Each shareholder of the same resolution shall make a speech and shall not exceed two times without

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the consent of the chairman, and shall not exceed five minutes at a time.

If the shareholder makes a speech that violates the provisions of the preceding paragraph or exceeds the scope of the topic, the chairman may stop his speech.

Article 12

When a legal person is entrusted to attend a shareholders' meeting, the legal person may only designate one person to attend.

When a legal person's shareholder appoints more than two representatives to attend the shareholders' meeting, the same motion may only be delivered by one person.

Article 13.

After attending a shareholder's speech, the chairman may personally or designate relevant personnel to reply.

Article 14:

In the discussion of the motion by the chairman, he believes that when the degree of voting is reached, he may announce that he will stop the discussion and put it to the vote.

Article 15

The scrutineers for the voting of the resolution and the counting of the votes shall be designated by the chairman but the scrutineers shall have the shareholder status. The result of the vote shall be reported on site and a record shall be made.

One of the fifteenth

Shareholders have one voting right per share; however, those who do not have the voting power listed in Article 179 of the Company Law are not subject to this restriction.

When the company convenes a shareholders' meeting, it may exercise its voting rights in writing or electronically; when it exercises voting rights in writing or electronically, its method of exercise shall be clearly stated in the shareholders' meeting convening notice. Shareholders who exercise voting rights in writing or electronically are deemed to have attended the shareholders meeting in person. However, the temporary motion of the shareholders meeting and the amendment of the original motion are deemed as abstentions.

For those who have voted in writing or electronically in the preceding paragraph, their meaning means that they should be delivered to the company two days before the meeting of shareholders. If there is any duplication of the meaning, the person who delivered the first shall prevail. However, the statement of the meaning before revocation is not limited to this.

After a shareholder has exercised his voting rights in writing or electronically, if he wishes to attend the meeting in person, he shall withdraw the meaning of the previous exercise of voting rights in the same manner as the exercise of voting rights no later than two days before the meeting of shareholders; the overdue revocation shall be in writing or electronically. The voting rights that are exercised shall prevail. If the voting rights are exercised in writing or electronically and the proxy is entrusted to attend the shareholders' meeting by proxy, the voting rights of the entrusting agent to attend the exercise shall prevail.

Article 16.

During the meeting, the chairman may declare a rest at a discretion time.

Article 17

The voting of a proposal shall be passed with the consent of more than half of the voting rights of

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shareholders attending the meeting unless otherwise specified in the company law and the company’s

articles of association.

In the case of a vote, if the person who obtained no objection through the chairmanship is deemed to be passed, his effectiveness is the same as that of a vote.

Article 18

When there is an amendment or alternative in the same motion, the chairman and the original case shall set the voting order. If one of the cases has been passed, other motions will be considered veto and no one will be required to vote again.

Article 19:

The chairman shall direct the picket (or security personnel) to help maintain the order of the venue. When pickers (or security personnel) are present to assist in maintaining order, they should wear the “picker’s” armband.

Article 20:

These rules shall be implemented after approval by the shareholders' meeting and shall be the same when revised.

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[Appendix IX]

Anderson Group

Shareholding of all Directors and Supervisors

Date: March 28 2021

			Date:	March 28 2021
Title	Name	Type	Quantity held	Proportion
Chairman	Win Yong Investment Co., Ltd. Representative:Liao Wen-Chia	Common share	20,000,000	10.03%
Director	Win Yong Investment Co., Ltd. Representative: Lin Qiquan	Common share	-	-
Director	Win Yong Investment Co., Ltd. Representative: Xu Yonghao	Common share	-	-
Director	Win Yong Investment Co., Ltd. Representative:HuangYixian	Common share	-	-
Independent Director	Wu Qingsong	Common share	-	-
Independent Director	Liang Yihong	Common share
Independent Director	Lai Junliang	Common share	-	-
Total shareholder of Directors			20,000,000	10.03%

Note: The number of legal shares held by all directors of the company is 11,959,860 shares.

The shareholding ratio in this table is based on the total number of 199,331,000 shares issued by the company as of the date of the cessation of transfer of shares at the regular shareholders meeting of the company.

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AI assistant

ANDERSON — AGM Information 2021

51851_rns_2021-07-19_ac39613a-4aee-46d3-962b-ca3116a6166b.pdf

The 2021 Shareholders' Meeting Conference Manual

Anderson Group Procedure for Regular Session of 2021 General Meeting of Shareholders

Anderson Group Agenda for Regular Session of 2021 General Meeting

Report

Motion No. 1

Motion No. 4

Ratification

Anderson Group Earnings Distribution Table

Discussion

Motion No. 1: (presented by the Board)

Cause of motion:

Description:

Motion No. 2: (presented by the Board)

Description:

Motion No. 3: (presented by the Board)

Extemporary Motions

Adjournment of meeting

Appendix

[Appendix I]

Anderson Group Operation Highlight

2. Budget execution：Not applicable

4. R&D result

II. Production and sale policy and business objective in 2020 1. Precision machinery

2. Electronic Machine Plant (Sogotec)

3. Seiko machine

4. China

[Appendix II]

Anderson Group Audit Committee Review Report

[Appendix III]

Anderson Group

14th Treasury Shares Transfer Regulation of 2020

[Appendix IV]

Anderson Group

14th Treasury Shares Transfer Regulation of 2020

[Appendix V]

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

Estimated Impairment of Accounts Receivable

Other Matter

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Loss Per Share)

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Loss Per Share)

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

ANDERSON INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

[Appendix VI]

Anderson Group (Before amendment)

[Appendix VII]

Anderson Group

Procedure for loaning funds to others (before amendment)

Article 1:

Article 2:

Article 3:

Article 4:

Article 5:

Article 6:

Article 7:

Article 8:

Article 9:

ANDERSON AGM Information 2021