AOPEN — Proxy Solicitation & Information Statement 2024

Jun 6, 2024

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Aopen Incorporated

Notice of General Shareholders’ Meeting 2024

TO SHAREHOLDERS:

• I. The 2024 General Shareholders’ Meeting (the “GSM”) of Aopen Incorporated (the “Company”) will be held on May 29, 2024 at 9:00 a.m. in ACER Building, 1F Meeting Room, located at No. 88, Sec. 1, Xintai 5[th] Rd., Xizhi Dist., New Taipei City. Shareholder attendance registration will begin at 8:30 a.m. at the same as the meeting place.

• The Agenda of 2024 GSM is in the following:

• Report Items

  • (1) Business Report for the Year 2023

  • (2) Audit Committee’s Review Report

  • (3) Report on Execution of Employees' Profit Sharing Bonus, Board Directors' Compensation and the Distribution of Cash Dividend for the year 2023

• Proposed Items for Ratification and Discussion

  • (1) Ratification Proposal of the Financial Statements, Business Report and the Proposal for Profit & Loss Appropriation for the year 2023

  • (2) Proposal of the Amendments to Articles of Incorporation

• Extemporary Motion

• II. The Board of Directors has approved the Company’s earning distribution proposal for 2023, whereby each common shareholder will be entitled to receive a cash dividend of NTD2 per share.

• III. Besides those listed in the convening notice, if there are any main contents of this shareholders' meeting which stipulated in Article 172 of the Company Act, please refer to MOPS at https://mops.twse.com.tw/Electronic Books/Shareholders' meetings/Meeting Handbook.

• IV. In accordance with Article 165 of the Company Act, the registration of stock transferring is suspended from March 31, 2024 to May 29, 2024.

• V. The Attendance Card and the Proxy are enclosed. Shareholders who plan on attending the meeting in person, please sign or stamp on the Attendance Card and bring it to the meeting venue on the day of the GSM; and for who plan to attend the meeting by proxy, please fill in the form and sign or stamp on the Proxy and send it to the Shareholders‘ Service Office at least five (5) days before the GSM.

• VI. The shareholder of GSM is entitled to exercise the voting right by the way of electronic transmission during the period from April 27, 2024 until May 26, 2024.

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Please visit https://stockservices.tdcc.com.tw, the eVoting platform of Taiwan

Depository and Clearing Corporation (“TDCC”) and follow the instructions.

• VII. If any shareholder solicits the proxy for GSM, the Company may compile a summary statement of the Solicitor Solicitation Information and disclose it on the SFI’s website by April 26, 2024. If any investor wants to search such information, please visit https://free.sfi.org.tw for Proxy Announcement Related Information Free Research System and enter the query condition.

• VIII. The Company‘s Shareholders‘ Service Office is the proxy tallying and verification institution for the GSM.

• IX. There will be NO meeting gift for the GSM..

• X. Please be advised and act accordingly.

NOTE:

Relevant information of the hybrid shareholders’ meeting:

1. Aopen’s 2024 GSM will be held as a hybrid shareholders’ meeting (physical shareholders’ meeting with assistance of video conferencing). Shareholders

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• who plan to attend the meeting virtually must sign up for it and register such attendance on the TDCC eServices Platform (for mobile devices user, please scan the QR Code above) between April 27, 2024 until May 26, 2024 and start checking-in 30 minutes prior to the start of the GSM.

Shareholders who attend GSM virtually can exercise their voting rights between the commencement of the meeting and the end of the voting time announced by the chairperson. Shareholders who cast late-arriving ballots after the end of the voting time will be deemed to have waived their voting rights. Shareholders are allowed to text questions; for each proposal, questions are limited to two; for each question, words are limited to 200 characters. Please visit https://www.tdcc.com.tw, the TDCC website, for more information on the operating instructions of the eServices Platform. Shareholders who have any questions about online participation, please call the Stock Affairs Department of TDCC at 02-2719-5805#188. The Company will not be liable for any poor communications, broadcast lags, or any difficulties concerning watching a live stream, texting questions, and exercising voting rights if it is shareholders’ internet connection or equipment that causes the problems. Shareholders who have concerns about such issues are encouraged to use eVoting prior to the meeting or attend the meeting in person.

2.

In the event that the eMeeting Platform fails or shareholders have difficulty attending virtually for over 30 minutes due to natural disasters, incidents, or other force majeure events: (1) If the total number of shares represented at the shareholder meeting after deduction of the number of shares represented by shareholders attending virtually still

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reaches the legal quorum for convening of the shareholders' meeting, the affected meeting will continue in session. The shares of shareholders, solicitors, or proxy agents who attend virtually will be counted towards the total number of shares represented by the shareholders attending the meeting. In addition, shareholders, solicitors, or proxy agents who attend virtually will be deemed to abstain from voting on all proposals on meeting agenda of that shareholder meeting. Please contact the Company (02-27195000) if you encounter the said situation. (2) Yet if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, fail to meet the minimum legal requirement for the GSM, the Company may postpone or reconvene the meeting at 9:00 a.m. on June 3, 2024 at 1F Meeting Room, Acer Building (No. 88, Sec. 1, Xintai 5[th] Rd., Xizhi Dist., New Taipei City). The meeting notice will NOT be posted, and shareholders who have not registered their online attendance at the affected meeting will not be allowed to attend the postponed or reconvened meeting. If encountering the said problems, the Chairperson may adjourn the meeting when the outcomes of all proposals have been announced and an extraordinary motion is not put forward.

1. Solicitors or proxy agents who intend to participate virtually should fill out a letter of intent for attendance and deliver to the Company‘s Shareholders‘ Service Office at 7F5, No. 369, Fuxing N. Rd., Songshan Dist., Taipei City by 4:00 p.m., May 26, 2024 (3 days prior to the GSM) and to sign-in, watch live streaming, submit the questions and to vote on the day of the GSM.

By Order of the Board of Directors Aopen Incorporated

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