ARES — AGM Information 2025

Jul 3, 2025

Matters to be Ratified and Discussed and Elections

Motion 1

Proposal: The business report and financial statements for 2024 are presented for ratification.

• Description: 1. The Company’s (consolidated and parent-only) financial statements for 2024 have been audited by CPA Yi-Fan Lin and CPA Fu-Ming Liao of PwC Taiwan. The financial statements along with the business report have been submitted to and audited by the Audit Committee, and the audit report has been issued for reference thereafter.

• For the business report, independent auditors’ report and the aforementioned financial statements, please refer to Meeting Handbook.

Motion 2

• Proposal: The proposal for the distribution of earnings for 2024 is presented for ratification.

• Description: 1. The Company’s earnings distribution statement for 2024 was approved by the Board of Directors on March 12, 2025.

• The Company’s distribution of earnings for 2024 is detailed in the following statement.

Ares International Corporation 2024 Earnings Distribution Statement

Unit: NT$

Item	Amount
Opening undistributed earnings	13,258,022
Plus: Adjustment to retained earnings in 2024	4,291,470
Plus: Profits after tax in 2024	157,380,003
Less: 10% set aside as legal reserves	(16,167,147)
Less: Provision for special reserve	(942,916)
Distributable earnings	157,819,432
Distribution item:
Shareholder bonus (a cash dividend of NT$3.05924888 per share)	144,561,410
Closing undistributed earnings	13,258,022
Note: 1. If the dividend payout ratio must be adjusted as a result of the change in the share capital that has influenced the number of the Company’s outstanding shares, the annual shareholders’ meeting shall be requested to authorize the Chairperson with full power to handle this matter. 2. The amount of the cash dividend is calculated proportionally and

truncated to the nearest whole NT dollar. Fractional amounts of less than NT$1 are summed up and allocated based on the size of decimals in descending order and the account number in sequential order until the total amount of the cash dividend is allocated. After the annual shareholders’ meeting, the Chairperson is authorized to set the record date for the dividend payout.

1. The earnings distributed shall be allocated from the earnings in 2024 as the first priority.

Motion 3

• Proposal: Proposal of amending some provisions of the Company’s “Operational Procedures for Loaning Funds to Others,” presented for discussion.

• Description: 1. The “Operational Procedures for Loaning Funds to Others” are to be amended in accordance with Letter Jin-Guan-Zheng-Shen-Zi No. 1080304826 issued by the Financial Supervisory Commission on March 7, 2019.

• For the comparison table of the “Operational Procedures for Loaning Funds to Others” before and after amendments, please refer to Meeting Handbook.

Motion 4

• Proposal: Approved the proposal for the partial amendment of the “Operating Procedures for Endorsements and Guarantees,” presented for discussion.

• Description: 1. The “Operating Procedures for Endorsements and Guarantees” are to be amended in accordance with Letter Jin-Guan-Zheng-Shen-Zi No. 1080304826 issued by the Financial Supervisory Commission on March 7, 2019.

• For the comparison table of the “Operating Procedures for Endorsements and Guarantees” before and after amendments, please refer to Meeting Handbook.

Motion 5

• Proposal: Proposal for the partial amendment of the “Articles of Incorporation,” presented for discussion.

• Description: 1. The “Articles of Incorporation” are to be amended in accordance with Letter Jin-Guan-Zheng-Fa-Zi No. 1130385442 issued by the Financial Supervisory Commission on November 8, 2024.

• For the comparison table of the “Articles of Incorporation” before and after amendments, please refer to Meeting Handbook.

Motion 6

Proposal: The proposal for the election of directors, presented for election.

• Description: 1. The term of office of the incumbent directors of the Company will expire on June 22, 2025, and they will be re-elected at this annual general meeting in accordance with the law.

• In order to accommodate the establishment of the Audit Committee and in accordance with Article 15 of the Company’s Articles of Incorporation, nine directors are to be elected at this shareholders’ meeting, four of whom are independent directors. For the election, the candidate nomination system is adopted, and the term of office is three years.

• The newly elected director shall serve for a term of office commencing on June 19, 2025 and ending on June 18, 2028. The original directors shall hold office until the conclusion of the current shareholders’ meeting.

• The election shall be conducted in accordance with the Company’s “Regulations Governing Election of Directors”.

• For the information on the director (independent director) candidates, please refer to Meeting Handbook.

Motion 7

Proposal: Proposal for the lifting of the non-compete restriction on new directors and their representatives, presented for discussion.

• Description: 1. According to Article 209 of the Company Act: “A director who does anything for himself or on behalf of another person that is within the scope of the company’s business shall explain to the shareholders’ meeting the essential contents of such an act and secure its approval,” a proposal to lift the non-compete restriction on the directors and their representatives elected at the shareholders’ meeting is presented to the shareholders’ meeting in order to draw support from their expertise and related experience.

• For details on the new directors and their representatives subject to the noncompete restriction, please refer to Meeting Handbook.